This template is a warehouseman's letter. It is a letter agreement written by a lender for a warehouse operator that is the bailee of goods subject to a security interest of the lender providing financing to the bailor, which is the borrower. This template includes practical guidance and drafting notes. Some asset-based borrowers use a professional storage operator or warehouseman to store or process goods, which are part of the inventory or equipment collateral making up the borrowing base. A warehouseman, also considered a "bailee," which is holding such goods of the borrower may have a lien against the goods to secure payment of the warehouseman's storage fees or other charges. The warehouseman's lien may arise under the Uniform Commercial Code (U.C.C. ยง 7-209), pursuant to another specific state statute, or under common law. The warehouseman's lien may have priority over a prior perfected security interest of a lender. Therefore, a prudent lender will obtain a waiver or ...