Common use of Borrower's Security Documents Clause in Contracts

Borrower's Security Documents. As security for all Obligations and Other Secured Obligations, to the extent applicable, the Borrower shall deliver, or cause to be delivered, to the Agent, as agent for the Lenders, the following documents (collectively, the "Borrower's Security Documents"): (a) a general security agreement on all the then present and future, personal property, fixed assets, equipment, accounts receivable, Contracts, Intellectual Property and all other assets and undertaking of the Borrower, including Equity Interests of all of its Subsidiaries; (b) share pledge agreements in respect of all then present and future Equity Interests of all Material Subsidiaries in which it has a direct interest; (c) a specific assignment of certain Material Agreements, as specified by the Agent, to which the Borrower is a party; (d) a Postponement and Subordination Agreement in respect of any secured Intercompany Debt in existence on or after the Closing Date; (e) to the extent applicable, consent and acknowledgement agreements from the counterparties to Material Agreements which are not Freely Transferable to which the Borrower is a party; (f) subject to Section 8.2(h), blocked accounts agreements or account control agreements, as applicable, in respect of the primary operating bank account(s) maintained by the Borrower with any financial institution other than the Agent; (g) securities account control agreements in respect of the Borrower's securities trading and brokerage accounts; and (h) such other documents as the Agent may now or hereafter reasonably require to give effect to, register and perfect (or better perfect) the security interests created by the documents referred to in this Section 4.1, in the jurisdiction where such charged assets are located; in each case in form and substance satisfactory to the Agent.

Appears in 4 contracts

Sources: Credit Agreement (Versamet Royalties Corp), Credit Agreement (Versamet Royalties Corp), Credit Agreement (Versamet Royalties Corp)

Borrower's Security Documents. As security for all Obligations Advances made to it and Other Secured Obligationsas security for all its other liability or indebtedness, to the extent applicableboth present and future, hereunder or under any other Loan Document the Borrower shall deliver, or cause to be delivered, to the Agent, as agent for the Lenders, the following documents (collectively, the "Borrower's ’s Security Documents"): (a) a general security agreement on all the then present and future, personal property, fixed assets, equipment, accounts receivable, Contracts, Intellectual Property and all other assets and undertaking of the Borrower, including Equity Interests of all of its Subsidiaries; (b) share pledge agreements in respect of all then present and future Equity Interests of all Material Subsidiaries in which it has a direct interest; (c) a specific assignment of certain Material Agreements, as specified by the Agent, to which the Borrower is a party; (d) a Postponement and Subordination an Intercreditor Agreement in respect of any secured Intercompany Debt in existence on or after the Closing Date; (e) subject to the extent applicableSection 8.2(h), consent and acknowledgement agreements from the counterparties to Material Agreements which are not Freely Transferable to which the Borrower is a partyparty that, when added to the consent and acknowledgement agreements referred to in Section 4.2(d) and all Freely Transferrable Material Agreements, in the aggregate account for not less than 85% of the consolidated revenue of the Borrower for its most recently completed Fiscal Quarter; (f) subject to Section 8.2(h8.2(i), blocked accounts agreements or account control agreements, as applicable, in respect of the primary operating bank account(s) maintained by the Borrower with any financial institution other than the Agent; (g) securities account control agreements in respect of the Borrower's securities trading and brokerage accounts; and (hg) such other documents as the Agent may now or hereafter reasonably require to give effect to, register and perfect (or better perfect) the security interests created by the documents referred to in this Section 4.1, in the jurisdiction where such charged assets are located; in each case in form and substance satisfactory to the Agent.

Appears in 1 contract

Sources: Credit Facility Agreement (Maverix Metals Inc.)

Borrower's Security Documents. As security for all Obligations Advances made to it and Other Secured Obligationsas security for all its other liability or indebtedness, to the extent applicableboth present and future, hereunder or under any other Loan Document the Borrower shall deliver, or cause to be delivered, to the Agent, as agent for the Lenders, the following documents (collectively, the "Borrower's ’s Security Documents"): (a) a general security agreement on all the then present and future, personal property, fixed assets, equipment, accounts receivable, Contracts, Intellectual Property and all other assets and undertaking of the Borrower, including Equity Interests of all of its Subsidiaries; (b) share pledge agreements in respect of all then present and future Equity Interests of all Material Subsidiaries in which it has a direct interest; (c) a specific assignment of certain Material Agreements, as specified by the Agent, to which the Borrower is a party; (d) a Postponement and Subordination an Intercreditor Agreement in respect of any secured Intercompany Debt in existence on or after the Closing Date; (e) subject to the extent applicableSection 8.2(h), consent and acknowledgement agreements from the counterparties to Material Agreements which are not Freely Transferable to which the Borrower is a partyparty that, when added to the consent and acknowledgement agreements referred to in Section 4.2(d) and all Freely Transferrable Material Agreements, in the aggregate account for not less than 85% of the consolidated revenue of the Borrower for its most recently completed Fiscal Quarter; (f) subject to Section 8.2(h8.2(i), blocked accounts agreements or account control agreements, as applicable, in respect of the primary operating bank account(s) maintained by the Borrower with any financial institution other than the Agent; (g) securities account control agreements in respect of the Borrower's securities trading and brokerage accounts; and (hg) such other documents as the Agent may now or hereafter reasonably require to give effect to, register and perfect (or better perfect) the security interests created by the documents referred to in this Section 4.1, in the jurisdiction where such charged assets are located; in each case in form and substance satisfactory to the Agent.

Appears in 1 contract

Sources: Credit Agreement (Maverix Metals Inc.)

Borrower's Security Documents. As security for all Obligations and Other Secured Obligations, to the extent applicable, the Borrower shall deliver, or cause to be delivered, to the Agent, as agent for the Lenders, the following documents (collectively, the "Borrower's Security Documents"): (a) a general security agreement on all the then present and future, personal property, fixed assets, equipment, accounts receivable, Contracts, Intellectual Property and all other assets and undertaking of the Borrower, including Equity Interests of charging all of its Subsidiariespresent and after-acquired personal property; (b) share pledge agreements in respect of all then present and future Equity Interests of all Material Subsidiaries in which it has a direct interest; (c) a specific assignment of certain Material AgreementsAgreements together with a deed of trust (or comparable security agreement) with respect thereto, or a deed of trust with respect to any royalty interest created by a Material Agreement for which assignment of such Material Agreement would be inconsistent with local law or custom, as specified by the Agent, to which the Borrower is a party, provided always, that no such deed of trust (or comparable security agreement) will cover the fee or leasehold interest in any mineral or mining tenement or any other interest (other than royalty interests owned by ▇▇▇▇▇▇▇▇) in land comprising all or any part of the projects or mines which are the subject of the Material Agreements; (d) a Postponement and Subordination Agreement in respect of any secured Intercompany Debt in existence on or after the Closing Date; (e) subject to the extent applicableSection 8.2(g), consent Consent and acknowledgement agreements Acknowledgment Agreements from the counterparties to Material Agreements which are not Freely Transferable Material Agreements to which the Borrower is a party; (f) subject to Section 8.2(h8.2(i)(i), blocked accounts agreements or account control agreements, as applicable, in respect of the primary operating bank account(s) maintained by the Borrower with any Canadian or United States financial institution other than the Agent; (g) securities account control agreements in respect of the Borrower's securities trading and brokerage accounts; and (hg) such other documents as the Agent may now or hereafter reasonably require to give effect to, register and perfect (or better perfect) the security interests created by the documents referred to in this Section 4.1, in the jurisdiction where such charged assets are located; , provided always, that security and the perfection or registration of security shall not be required or made against any mineral or mining tenement or any other interest (other than royalty interests owned by the Borrower) in land comprising all or any part of the projects or mines which are the subject of the Material Agreements, in each case in form and substance satisfactory to the Agent.

Appears in 1 contract

Sources: Credit Agreement (Metalla Royalty & Streaming Ltd.)