Common use of After-Acquired Collateral Clause in Contracts

After-Acquired Collateral. (a) From and after the Issue Date and subject to the terms of the Notes Security Documents and the Intercreditor Agreements, if the Issuer or any Guarantor acquires any property or rights which are of a type constituting Collateral under any Notes Security Document (excluding, for the avoidance of doubt, any Excluded Assets), it will execute and deliver such security instruments, financing statements and such certificates to the extent required by this Indenture or any Notes Security Documents (in each case, in accordance with the Intercreditor Agreements) to vest in the Notes Collateral Agent a perfected Lien on, and/or security interest (subject only to Permitted Liens) in, such after-acquired collateral to the extent required by the Collateral and Guarantee Requirement or Section 10.09 and to take such actions to add such after-acquired collateral to the Collateral, and thereupon all provisions of this Indenture and the Notes Security Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral to the same extent and with the same force and effect. Notwithstanding the foregoing, an Opinion of Counsel will not be required in connection with the addition of new Guarantors or in connection with such Guarantors entering into the Notes Security Documents or to vest in the Notes Collateral Agent a perfected security interest in such after-acquired collateral.

Appears in 2 contracts

Samples: Indenture (Life Time Group Holdings, Inc.), Indenture (Life Time Group Holdings, Inc.)

AutoNDA by SimpleDocs

After-Acquired Collateral. (a) From and after the Issue Date and subject to the terms of the Notes Security Documents and the Intercreditor AgreementsDate, if (a) any Subsidiary becomes a Guarantor or (b) the Issuer or any Guarantor acquires any property or rights which are of a type constituting Collateral under any Notes Security Collateral Document (excluding, for the avoidance of doubt, any Excluded AssetsAssets or assets not required to be Collateral pursuant to this Indenture or the Notes Collateral Documents), it the Issuer or such Guarantor will be required to execute and deliver such security instruments, financing statements and such certificates to the extent as are required by under this Indenture or any Notes Security Documents (in each case, in accordance with the Intercreditor Agreements) Collateral Document to vest in the Notes Collateral Agent a perfected Lien on, and/or security interest (subject only to Permitted Liens) in, in such after-acquired collateral to (or all of its assets, except Excluded Assets, in the extent required by the Collateral and Guarantee Requirement or Section 10.09 case of a new Guarantor) and to take such actions to add such after-acquired collateral to the CollateralCollateral and satisfy the Collateral Requirement in respect thereof, and thereupon all provisions of this Indenture and the Notes Security Collateral Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral to the same extent and with the same force and effect. Notwithstanding the foregoing, an Opinion of Counsel will not be required in connection with the addition of new Guarantors or in connection with such Guarantors entering into the Notes Security Documents or to vest in the Notes Collateral Agent a perfected security interest in such after-acquired collateral.

Appears in 1 contract

Samples: Passu Intercreditor Agreement (CPI Card Group Inc.)

After-Acquired Collateral. (a) From and after the Issue Date and subject to the terms of the Notes Security Documents and the Intercreditor AgreementsDate, if (a) any Subsidiary becomes a Guarantor or (b) the Issuer Company or any Subsidiary Guarantor acquires any property or rights which are of a type constituting Collateral under any Notes Security Collateral Document (excluding, for the avoidance of doubt, any Excluded AssetsCollateral or assets not required to be Collateral pursuant to this Indenture or the Collateral Documents), it the Company or such Subsidiary Guarantor will be required to execute and deliver such security instruments, financing statements and such certificates to the extent as are required by under this Indenture or any Notes Security Documents (in each case, in accordance with the Intercreditor Agreements) Collateral Document to vest in the Notes Collateral Agent a perfected Lien on, and/or security interest (subject only to Permitted Liens, including any pari passu liens that secure obligations in respect of any other Pari Obligations and prior liens that secure ABL Obligations with respect to ABL Priority Collateral) in, in such after-acquired collateral to (or all of its assets, except Excluded Collateral, in the extent required by the Collateral and Guarantee Requirement or Section 10.09 case of a new Guarantor) and to take such actions to add such after-acquired collateral to the CollateralCollateral and satisfy the Collateral Requirement in respect thereof, and thereupon all provisions of this Indenture and the Notes Security Collateral Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral to the same extent and with the same force and effect. Notwithstanding the foregoing, an Opinion of Counsel will not be required in connection with the addition of new Guarantors or in connection with such Guarantors entering into the Notes Security Documents or to vest in the Notes Collateral Agent a perfected security interest in such after-acquired collateral.

Appears in 1 contract

Samples: Avaya Holdings Corp.

After-Acquired Collateral. (a) From and after the Issue Date and subject to the terms of the Notes Security Documents and the Intercreditor AgreementsAgreement, if any, if the Issuer or any Guarantor acquires any property or rights which are of a type constituting Collateral under any Notes Security Document (excluding, for the avoidance of doubt, any Excluded Assets)Property) and which are not automatically subject to the perfected Lien of the Notes Collateral Agent, it will will, at its sole cost and expense, execute and deliver such security instruments, financing statements and such certificates and Opinions of Counsel to the extent required by under this Indenture or any Notes Security Documents (in each case, in accordance with the Intercreditor Agreements) to vest in the Notes Collateral Agent a perfected Lien on, and/or security interest (subject only to Permitted Liens) in, in such after-acquired collateral to the extent required by the Collateral and Guarantee Requirement or Section 10.09 and to take such actions to add such after-acquired collateral Collateral to the Collateral, and thereupon all provisions of this Indenture and the Notes Security Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral Collateral to the same extent and with the same force and effect. Notwithstanding the foregoing, an Opinion Opinions of Counsel will not be required in connection with the addition of new Guarantors or in connection with such Guarantors entering into the Notes Security Documents or to vest in the Notes Collateral Agent a perfected security interest in such after-acquired collateralCollateral. Neither the Trustee nor the Notes Collateral Agent shall have any duty to monitor the future acquisition of property or rights that is of a type constituting Collateral or monitor the perfection of or take any actions to perfect the security interest in the Collateral.

Appears in 1 contract

Samples: Credit Agreement (Beasley Broadcast Group Inc)

AutoNDA by SimpleDocs

After-Acquired Collateral. (a) From and after the Issue Date and subject to the terms of the Notes Security Documents and the Intercreditor AgreementsDate, if the Issuer or any Guarantor acquires any property or rights which are of a type constituting Collateral under any Notes Security Document (excluding, for the avoidance of doubt, any Excluded AssetsProperty or assets not required to be Collateral pursuant to this Indenture or the Security Documents), it will shall execute and deliver such security instruments, financing statements and such certificates to the extent as are required by under this Indenture or any Notes Security Documents (in each case, in accordance with the Intercreditor Agreements) Document to vest in the Notes Collateral Agent a perfected Lien on, and/or security interest (subject only to Permitted Liens) in, in such after-acquired collateral to the extent required by the Collateral and Guarantee Requirement or Section 10.09 and to take such actions to add such after-acquired collateral to the Collateral, and thereupon all provisions of this Indenture and the Notes Security Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral to the same extent and with the same force and effect. Notwithstanding For the foregoingavoidance of doubt, an Opinion Opinions of Counsel will not be required in connection with the addition of new Subsidiary Guarantors or in connection with such Subsidiary Guarantors entering into the Notes Security Documents or to vest in the Notes Collateral Agent a perfected security interest in such after-acquired collateralcollateral owned by such Subsidiary Guarantors unless such Opinions of Counsel are required to be delivered to the Bank Collateral Agent with respect to the Credit Agreement Obligations, provided that, if any such Security Documents are to be executed by the Notes Collateral Agent, the Notes Collateral Agent shall be entitled to receive an Opinion of Counsel to the effect that all conditions precedent under this Indenture and the Security Documents to the execution of such Security Document have been complied with and that such Security Document is authorized or permitted by this Indenture.

Appears in 1 contract

Samples: Junior Intercreditor Agreement (MARRIOTT VACATIONS WORLDWIDE Corp)

After-Acquired Collateral. (a) From and after the Issue Date Date, and subject to the terms of the Notes Security Documents certain limitations and the Intercreditor Agreementsexceptions, if the Issuer or any Guarantor acquires any property or rights which are of a type constituting Collateral under any Notes Security Document (excluding, for the avoidance of doubt, any Excluded AssetsAssets or assets not required to be Collateral pursuant to the Security Documents), it will be required to execute and deliver such security instruments, financing statements and such certificates to the extent and opinions of counsel as are required by under this Indenture or any Notes Security Documents (in each case, in accordance with the Intercreditor Agreements) Document to vest in the Notes Collateral Agent a perfected Lien on, and/or security interest (subject only to Permitted Liens) in, in such after-acquired collateral to the extent required by the Collateral and Guarantee Requirement or Section 10.09 and to take such actions to add such after-acquired collateral to the CollateralCollateral including satisfying the Collateral Requirement with respect to such after-acquired collateral, and thereupon all provisions of this Indenture and the Notes Security Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral to the same extent and with the same force and effect. Notwithstanding the foregoing, an Opinion opinions of Counsel counsel will not be required in connection with the addition of new Guarantors or in connection with such Guarantors entering into the Notes Security Documents or to vest in the Notes Collateral Agent a perfected security interest in such after-acquired collateral. With respect to any Collateral constituting Material Real Property acquired after the Issue Date, the Issuer shall cause the Collateral Requirement to be satisfied within 120 days of the acquisition of such Material Real Property.

Appears in 1 contract

Samples: Indenture (Avantor, Inc.)

Time is Money Join Law Insider Premium to draft better contracts faster.