Collateral and Security Agreements Sample Clauses
The Collateral and Security Agreements clause establishes the requirement for a party to provide assets or property as security for fulfilling its obligations under the contract. In practice, this clause details the types of collateral that must be pledged, such as real estate, equipment, or financial instruments, and outlines the procedures for perfecting and maintaining the security interest. Its core function is to protect the interests of the secured party by ensuring they have a legal claim to specific assets if the other party defaults, thereby reducing credit risk and encouraging compliance with contractual terms.
Collateral and Security Agreements. 86 SECTION 12.02.
Collateral and Security Agreements. (a) To secure the due and punctual payment of the Obligations, the Company, the Owners and the Trustee have entered into the Intercreditor Agreement and have entered or, under the circumstances described in the Intercreditor Agreement, will enter, into the Security Agreements. The Trustee and the Company hereby acknowledge and agree that the Collateral Agent holds the Collateral in trust for the benefit of the Trustee and the Holders, in each case pursuant to the terms of the Security Agreements. Each Holder, by accepting a Security, shall be deemed to have agreed to all the terms and provisions of the Security Agreements.
(b) As among the Holders, the Collateral shall be held for the equal and ratable benefit of such holders without preference, priority or distinction of any thereof over any other.
Collateral and Security Agreements. (a) That certain Security Agreement (Parent) by and between the Company and ERF as agent for you and the Other Purchasers shall have been executed in substantially the form attached hereto as Exhibit F-1.
(b) That certain Security Agreement (Subsidiary) by and between Party City Michigan, Inc., a Delaware corporation ("Party City Michigan"), and ERF as agent for you and the Other Purchasers shall have been executed in substantially the form attached hereto as Exhibit F-2 (the "Security Agreement (Subsidiary)").
(c) That certain Patent, Trademark and Copyright Assignment (Parent) by and between the Company and ERF as assignee for you and the Other Purchasers shall have been executed in substantially the form attached hereto as Exhibit F-3.
(d) That certain Patent, Trademark and Copyright Assignment (Subsidiary) by and between Party City Michigan and ERF as assignee for you and the Other Purchasers shall have been executed in substantially the form attached hereto as Exhibit F-4.
(e) That certain Collateral Assignment of Contract Rights (Franchise) by and between the Company and ERF as assignee for you and the Other Purchasers shall have been executed in substantially the form attached hereto as Exhibit F-5.
(f) That certain Collateral Assignment of Contract Rights (Tomax) by and between Party City Michigan and ERF as assignee for you and the Other Purchasers shall have been executed in substantially the form attached hereto as Exhibit F-6.
(g) That certain Guaranty Agreement by Party City Michigan in favor of ERF as agent for you and the Other Purchasers shall have been executed in substantially the form attached hereto as Exhibit F-7.
(h) That certain Intercompany Subordination Agreement by and among the Company, Party City Michigan and ERF as agent for you and the Other Purchasers shall have been executed in substantially the form attached hereto as Exhibit F-8.
(i) That certain Stock Pledge Agreement by and between the Company and ERF as agent for you and the Other Purchasers shall have been executed in substantially the form attached hereto as Exhibit F-9.
Collateral and Security Agreements. (a) To secure the due and punctual payment of the Obligations, the Company, the Subsidiary Guarantors, the Pledgors and the Trustee have entered or, under the circumstances described in the Escrow Agreement, will enter, into the Security Agreements. The Trustee and the Company hereby acknowledge and agree that the Trustee holds the Collateral in trust for the benefit of the Trustee and the Holders, in each case pursuant to the terms of the Security Agreements. Each Holder, by accepting a Security, shall be deemed to have agreed to all the terms and provisions of the Security Agreements.
(b) As among the Holders, the Mortgaged Collateral shall be held for the equal and ratable benefit of such Holders without preference, priority or distinction of any thereof over any other.
(c) Each Holder, by accepting a Security, agrees to all of the terms and provisions of the Security Agreements, as the same may be amended from time to time pursuant to the provisions of the Security Agreements and this Indenture, and authorizes and directs the Trustee to perform its obligations and exercise its rights under the Security Agreements in accordance therewith; provided, however, that if any provisions of the Security Agreements limit, qualify or conflict with the duties imposed by the provisions of the TIA, the TIA will control.
Collateral and Security Agreements. (a) To secure the due and punctual payment of the Obliga tions, the Company, the Subsidiary Guarantors, the Collateral Agent and the Trustee have entered or will enter, into the Security Agreements. The Trustee and the Company hereby acknowledge and agree that the Trustee or the Collateral Agent, as the case may be, holds the Collateral in trust for the benefit of the Trustee and the Holders, in each case pursuant to the terms of the Security Agreements. Each Holder, by accepting a Security, shall be deemed to have agreed to all the terms and provisions of the Security Agreements.
(b) As set forth in the Security Agreements, the holders of Secured Debt (as such term is defined in the Collateral Agency Agreement) have rights in and to the Mortgaged Collateral that are prior to the rights of the Holders of the Securities. As among the Holders of the Securities, the Mortgaged Collateral shall be held for the equal and ratable benefit of such holders without preference, priority or distinction of any thereof over any other.
(c) The Company, the Trustee, The Bank of New York, as lender, and the Collateral Agent have entered into the Collateral Agency Agreement. By their acceptance of the Securities, the Holders of the Securities shall be deemed (i) to have authorized the Trustee to enter into such Collateral Agency Agreement and (ii) to be bound thereby. The Trustee has appointed the Collateral Agent as its agent under the Collateral Agreement, and the Collateral Agent is thereby authorized to act on behalf of the Trustee, with full authority and powers of the Trustee thereunder.
Collateral and Security Agreements. A security agreement among the Company, its domestic Subsidiaries and ▇▇▇▇▇▇▇▇▇▇ Capital Partners, LLC, as collateral agent for the holders of the Notes (in such capacity, together with its successors, if any, in such capacity, the "Collateral Agent"), shall have been executed and delivered to the Collateral Agent in substantially the form attached hereto as Exhibit C-1 (the "Security Agreement"). Mortgages or deeds of trust encumbering the Real Property Collateral by the Company and its domestic Subsidiaries for the benefit of the Collateral Agent shall have been executed and delivered to the Collateral Agent in substantially the form attached hereto as Exhibit C-2 (the "Mortgages"); each Mortgage shall be in proper form for recording in the jurisdiction in which the Real Property Collateral encumbered thereby is located; each Mortgage shall be a valid Lien upon the Real Property Collateral encumbered thereby that is prior and superior to all other Liens and encumbrances thereon other than Permitted Liens, and the Collateral Agent shall have received a policy of title insurance in form and substance and issued by a company satisfactory to the Collateral Agent relating to the foregoing. The Guaranty made by each of the Guarantors for the benefit of the holders of the Notes shall have been executed and delivered to you in substantially the form attached hereto as Exhibit C-3 (the "Guaranty").
Collateral and Security Agreements. (a) To secure the due and punctual payment of the Obligations, the Company, the Subsidiary Guarantors, the Pledgors and the Trustee have entered, or will enter, into the Security Agreements. The Trustee and the Company hereby acknowledge and agree that the Trustee holds the Collateral in trust for the benefit of the Trustee and the Holders, in each case pursuant to the terms of the Security Agreements. Each Holder, by accepting a Security, shall be deemed to have agreed to all the terms and provisions of the Security Agreements.
(b) As among the Holders, the Mortgaged Collateral shall be held for the equal and ratable benefit of such Holders without preference, priority or distinction of any thereof over any other.
(c) Each Holder, by accepting a Security, agrees to all of the terms and provisions of the Security Agreements, as the same may be amended from time to time pursuant to the provisions of the Security Agreements and this Indenture, and authorizes and directs the Trustee to perform its obligations and exercise its rights under the Security Agreements in accordance therewith; provided, however, that if any provisions of the Security Agreements limit, qualify or conflict with the duties imposed by the provisions of the TIA, the TIA will control.