Common use of Additional Collateral, etc Clause in Contracts

Additional Collateral, etc. With respect to any property (to the extent included in the definition of Collateral) acquired after the Closing Date by any Loan Party (other than (x) any property described in paragraph (b), (c) or (d) below, and (y) any property subject to a Lien expressly permitted by Section 7.3(c)) as to which the Administrative Agent, for the benefit of the Secured Parties, does not have a perfected Lien, promptly (and in any event within three (3) Business Days or such later date as the Administrative Agent may agree in its sole discretion)(i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable to evidence that such Loan Party is a Guarantor and to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a security interest in such property and (ii) take all actions necessary or advisable in the opinion of the Administrative Agent to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a perfected first priority (subject only to Liens expressly permitted by Section 7.3 having priority by operation of law over the Liens of the Administrative Agent under the Loan Documents) security interest and Lien in such property, including the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.

Additional Collateral, etc. (a) With respect to any property (to the extent included in the definition of Collateral) acquired after the Closing Date by any Loan Party (other than (x) any property described in paragraph (b), (c) or (d) below, and (y) any property subject to a Lien expressly permitted by Section 7.3(c7.3(g) and (z) any property that constitutes Excluded Property (as defined in the Guarantee and Collateral Agreement)) as to which the Administrative Agent, for the benefit of the Secured Parties, does not have a perfected LienLien and which is intended to constitute Collateral pursuant to the Security Documents, promptly (and in any event within three five (35) Business Days of notice thereof from the Administrative Agent (or such later date longer period as the Administrative Agent may agree in its sole discretion)(idiscretion)) (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or reasonably advisable to evidence that such Loan Party is a Guarantor and to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a security interest in such property and (ii) take all actions necessary or reasonably advisable in the opinion of the Administrative Agent to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a perfected first priority (subject only to Liens expressly permitted by Section 7.3 having priority by operation of law over the Liens of the Administrative Agent under the Loan Documents) security interest and Lien in any such property, including the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.

Additional Collateral, etc. (a) (a) With respect to any property (to the extent included in the definition of Collateral) Property acquired after the Closing Date by the Borrower or any Loan Party Subsidiary Guarantor (other than (x) any real property or any Property described in paragraph (b)) of this Section, (c) or (d) below, and (y) any property Property subject to a Lien expressly permitted by Section 7.3(c)7.3(g) and (z) any equity interest in or Property of a Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Secured Parties, does not have a perfected Lien, promptly (and in any event within three (3) Business Days or such later date as the Administrative Agent may agree in its sole discretion)(ii) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable to evidence that such Loan Party is a Guarantor and to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a security interest in such property Property and (ii) take all actions necessary or advisable in the opinion of the Administrative Agent to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a perfected first priority security interest in such Property, in each case prior and superior in right to any other Person (subject only to except, in the case of Collateral other than Pledged Stock, Liens expressly permitted by Section 7.3 having priority 7.3, and, in the case of Pledged Stock, (i) Liens permitted by Section 7.3(s) securing the Senior Secured Notes and (ii) Liens permitted by Section 7.3(a) to the extent such Liens are prior and superior to the Liens granted under the Security Documents by operation of law over the Liens of the Administrative Agent under the Loan Documents) security interest and Lien in such propertylaw), including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.

Additional Collateral, etc. With respect to any property (to the extent included in the definition of Collateral) new domestic Subsidiary created or acquired after the Closing Date by any Loan Note Party (other than (x) any property described in paragraph (bsuch Subsidiary that is prohibited, pursuant to its Organizational Documents, any Contractual Obligation or otherwise, from guaranteeing or otherwise providing assurance that any of the Obligations will be paid or discharged, or that any agreements relating thereto will be complied with), promptly (ci) execute and deliver to the Collateral Agent such amendments to the Guaranty and Pledge Agreement as the Collateral Agent or (d) below, and (y) any property subject to a Lien expressly permitted by Section 7.3(c)) as to which the Administrative Holder reasonably deem necessary to grant to the Collateral Agent, for the benefit of the Secured PartiesHolders, does not have a perfected Liensecurity interest in the Capital Stock of such new Guarantor having such priority as set forth in the Intercreditor Agreement, promptly (and ii) if such Guarantor is a corporation or otherwise issues Capital Stock in any event within three (3) Business Days or such later date as the Administrative Agent may agree in its sole discretion)(i) execute and certificated form, deliver to the Administrative Collateral Agent the certificates representing such amendments Capital Stock, together with undated stock powers, in blank, executed and delivered by a duly authorized officer of such Guarantor, as the case may be, and (iii) cause such new Guarantor (A) to become a party to the Guarantee Guaranty and Collateral Pledge Agreement or and (B) to take such other documents as the Administrative Agent deems actions reasonably necessary or advisable to evidence that such Loan Party is a Guarantor and to grant to the Administrative Collateral Agent, for the ratable benefit of the Secured PartiesHolders, a perfected security interest in such property and (ii) take all actions necessary or advisable the Pledged Collateral described in the opinion of the Administrative Agent Guaranty and Pledge Agreement with respect to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a perfected first priority (subject only to Liens expressly permitted by Section 7.3 having priority by operation of law over the Liens of the Administrative Agent under the Loan Documents) security interest and Lien in such propertynew Guarantor, including the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee Guaranty and Collateral Pledge Agreement or by law or as may be reasonably requested by the Administrative Collateral Agent.

Additional Collateral, etc. (a) With respect to any property (to the extent included in the definition of CollateralCollateral and not constituting Excluded Assets) acquired after the Closing Amendment and Restatement Date by any Loan Party (including the Acquired Assets but other than (x) any property described in paragraph (b), (c) or (d) below, and (y) any property subject to a Lien expressly permitted by Section 7.3(c7.3(g)) as to which the Administrative Agent, for the ratable benefit of the Secured Parties, does not have a perfected Lien, promptly (and in any event within three (3) Business Days or such later date as the Administrative Agent may agree in its sole discretion)(ii) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems may reasonably deem necessary or advisable to evidence that such Loan Party is a Guarantor and to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a security interest in such property and (ii) take all actions necessary or advisable in the opinion of the Administrative Agent to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a perfected first priority (subject only to Liens except as expressly permitted by Section 7.3 having priority by operation of law over the Liens of the Administrative Agent under the Loan Documents7.3) security interest and Lien in such property, including the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.

Additional Collateral, etc. With respect to any property (to the extent included in the definition of CollateralCollateral and not constituting Excluded Assets) acquired after the Closing Date by any Loan Party (other than (x) any property described in paragraph (b), (c) or (d) below, and (y) any property subject to a Lien expressly permitted by Section 7.3(c7.3(g)) as to which the Administrative Agent, for the ratable benefit of the Secured Parties, does not have a perfected Lien, promptly (and in any event within three Business Days) (3) Business Days or such later date as the Administrative Agent may agree in its sole discretion)(ii) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems may reasonably deem necessary or advisable to evidence that such Loan Party is a Guarantor and to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a security interest in such property and (ii) take all actions necessary or advisable in the opinion of the Administrative Agent to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a perfected first priority (subject only to Liens except as expressly permitted by Section 7.3 having priority by operation of law over the Liens of the Administrative Agent under the Loan Documents7.3) security interest and Lien in such property, including the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.

Additional Collateral, etc. With respect to any property (to the extent included in the definition of Collateral) acquired after the Closing Restatement Effective Date by any Loan Party (other than (x) any Excluded Asset, (y) any property described in paragraph (b), (c) or (d) below, below and (yz) any property subject to a Lien expressly permitted by Section 7.3(c7.3(g)) as to which the Administrative Agent, for the benefit of the Secured PartiesLenders, does not have a perfected Lien, promptly within 30 days (and in any event within three (3) Business Days or such later date as may be agreed by the Administrative Agent) (i) give notice of such acquisition to the Administrative Agent may agree in its sole discretion)(i) and, if requested by the Administrative Agent, execute and deliver to the Administrative Agent such amendments to the U.S. Guarantee and Collateral Agreement or Canadian Guarantee and Collateral Agreement, as applicable, or such other documents as the Administrative Agent reasonably deems necessary or advisable to evidence that such Loan Party is a Guarantor and to grant to the Administrative Agent, for the ratable benefit of the Secured PartiesLenders, a security interest in such property and (ii) take all actions reasonably necessary or advisable in the opinion of the Administrative Agent to grant to the Administrative Agent, for the ratable benefit of the Secured PartiesLenders, a perfected first priority security interest in such property (subject only to Liens expressly permitted by Section 7.3 having priority by operation of law over the Liens of the Administrative Agent under the Loan Documents) security interest and Lien in such property7.3), including the filing of Uniform Commercial Code financing statements or PPSA financing statements in such jurisdictions as may be required by the U.S. Guarantee and Collateral Agreement or the Canadian Guarantee and Collateral Agreement, as applicable, or by law or as may be reasonably requested by the Administrative Agent.

Additional Collateral, etc. With (a) Concurrently with or prior to any delivery of a Compliance Certificate pursuant to Section 5.02(b) in respect of the first full fiscal quarter of the Company ending after the acquisition of any such Property, the Company will, and will cause each of its Subsidiaries (other than any Receivables Entity and any Excluded Acquired Subsidiary) to, during a Collateral Period, with respect to any property (to the extent included in the definition of Collateral) Property acquired after the Closing Original Effective Date by any Loan Party (other than (x) any property described in paragraph (b)Excluded Property, (c) or (d) below, and (y) any property Property described in paragraphs (b) or (c) of this Section, and (z) any Property subject to a Lien expressly permitted by Section 7.3(c6.02(g)) as to which the Administrative Agent, for the benefit of the Secured Parties, does not have a perfected Lien, promptly (and in any event within three (3) Business Days or such later date as the Administrative Agent may agree in its sole discretion)(ii) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable to evidence that such Loan Party is a Guarantor and to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a security interest in such property Property and (ii) take all actions necessary or advisable in the opinion of the Administrative Agent to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a perfected first priority (subject only to Liens expressly permitted by Section 7.3 having priority by operation of law over the Liens of the Administrative Agent under the Loan Documents) security interest and Lien in such propertyProperty, including without limitation, the filing of Uniform Commercial Code UCC and PPSA financing statements (or similar filings), as applicable, in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.

Additional Collateral, etc. With (a) Concurrently with or prior to any delivery of a Compliance Certificate pursuant to Section 5.02(b) in respect of the first full fiscal quarter of the Company ending after the acquisition of any such Property, the Company will, and will cause each of its Subsidiaries (other than any Receivables Entity) to, during a Collateral Period, with respect to any property (to the extent included in the definition of Collateral) Property acquired after the Closing Original Effective Date by any Loan Party (other than (x) any property described in paragraph (b)Excluded Property, (c) or (d) below, and (y) any property Property described in paragraphs (b) or (c) of this Section, and (z) any Property subject to a Lien expressly permitted by Section 7.3(c6.02(g)) as to which the Administrative Agent, for the benefit of the Secured Parties, does not have a perfected Lien, promptly (and in any event within three (3) Business Days or such later date as the Administrative Agent may agree in its sole discretion)(ii) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable to evidence that such Loan Party is a Guarantor and to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a security interest in such property Property and (ii) take all actions necessary or advisable in the opinion of the Administrative Agent to grant to the Administrative Agent, for the ratable benefit of the Secured Parties, a perfected first priority (subject only to Liens expressly permitted by Section 7.3 having priority by operation of law over the Liens of the Administrative Agent under the Loan Documents) security interest and Lien in such propertyProperty, including without limitation, the filing of Uniform Commercial Code UCC and PPSA financing statements (or similar filings), as applicable, in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.