COLLATERAL, ETC Clause Samples
The 'COLLATERAL, ETC' clause establishes the requirements and terms under which collateral is provided to secure obligations under an agreement. Typically, this clause outlines what assets or property may be used as collateral, the conditions for maintaining or substituting collateral, and the rights of the secured party in the event of default. For example, it may specify that a borrower must pledge certain securities or cash as security for a loan and detail the process for releasing or replacing that collateral. The core function of this clause is to protect the interests of the party extending credit or taking on risk by ensuring there are tangible assets available to satisfy obligations if the other party fails to perform.
COLLATERAL, ETC. (i) Schedule 4.01(t) contains a complete and accurate description and list as of the Closing Date of the location, by state, county and street address and operating division, of all of the Real Property of the Borrower and its Subsidiaries, together with the lessors thereof, the status of any consent from the lessor with respect to any such Leasehold obtained or proposed to be obtained in connection with the Acquisition, any Loan Document or any Related Document.
(ii) The Borrower or a Guarantor is the record and beneficial owner of all of the presently existing Collateral covered by (A) the Security Agreements, (B) the Pledge Agreements and (C) the Mortgages, in each case free and clear of all mortgages, deeds of trust, pledges, liens, security interests, options and other charges or encumbrances, except for those created or permitted by this Agreement, the Other Financing Documents and the Collateral Documents.
(iii) The Borrower or a Guarantor has good, marketable and insurable fee simple title to all Real Property and a valid and indefeasible leasehold interest in all Leaseholds, free and clear of all liens, charges and encumbrances of every kind and character, except for those created or permitted by this Agreement, the Other Financing Documents and the Collateral Documents.
(iv) Each Ground Lease (as defined in the Mortgages) is a valid and subsisting lease in full force and effect in accordance with the terms thereof; the Borrower or a Guarantor, as the case may be, is in possession of all Real Property and the Leaseholds constituting part of the Collateral and no material default by the Borrower or such Guarantor, as the case may be, exists and neither the Borrower nor any Guarantor has knowledge of any other default under such Ground Lease or other agreement relating to any Real Property or Leaseholds constituting part of the Collateral; and no lien, charge or encumbrance of any kind or character exists on or with respect to the Borrower's or the Guarantor's, as the case may be, interest in any such Real Property or Leasehold, other than Permitted Liens.
COLLATERAL, ETC. (a) Each document (including, without limitation, Uniform Commercial Code financing statements) required by law or requested by the Administrative Agent to be filed, registered or recorded in order to create in favor of the Collateral Agent a first priority perfected security interest in the Collateral shall have been properly filed, registered or recorded in each jurisdiction where required and the Collateral Agent shall have a first priority perfected security interest in the Collateral, subject only to Permitted Encumbrances.
(b) All accounts payable of the Loan Parties shall be within invoice terms (subject only to good faith disputes).
(c) The Inventory Purchase Agreement shall have been executed and delivered by all the Loan Parties, shall be in full force and effect and shall be satisfactory to the Administrative Agent.
COLLATERAL, ETC. (a) After the Lien Trigger Date, with respect to any property (other than any Excluded Property) acquired after the Closing Date by any Loan Party, including without limitation pursuant to Section 7.02(h) of the Senior Credit Agreement, and any property that ceases to be Excluded Property promptly (i) execute and deliver to the Administrative Agent such amendments or addendums to the Security Documents or such other documents as the Administrative Agent reasonably deems necessary to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in such property and (ii) take all actions necessary to grant to the Administrative Agent, for the benefit of the Secured Parties, a perfected first priority security interest in such property (subject only to applicable Permitted Liens and Liens granted under the Senior Security Documents), including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Security Documents or by law or as may be reasonably requested by the Administrative Agent, in each case within a reasonable time following the applicable requests of the Administrative Agent and receipt of applicable documents, if any.
(b) After the Lien Trigger Date, with respect to any new Subsidiary (other than, (y) a Subsidiary that, promptly upon its formation incurs Indebtedness pursuant to Section 7.03(h) of the Senior Credit Agreement, to the extent such Subsidiary is prohibited under the documents governing such Indebtedness from taking any of the following actions and (z) in the case of clause (iii) below, a Foreign Subsidiary, and in the case of all clauses below, an Immaterial Foreign Subsidiary or an Excluded Foreign Subsidiary) created or acquired after the Closing Date, including without limitation pursuant to Section 7.02(h) of the Senior Credit Agreement, (which, for the purposes of this paragraph, shall include any existing Subsidiary that ceases to be an Immaterial Foreign Subsidiary or an Excluded Foreign Subsidiary), by any Loan Party, promptly (i) execute and deliver to the Administrative Agent such amendments or addendums to the Security Documents as the Administrative Agent deems necessary to grant to the Administrative Agent, for the benefit of the Secured Parties, a perfected first priority security interest in the Equity Interests of such new Subsidiary that is owned by such Loan Party (subject only to applicable Permitted Liens), (ii)...
COLLATERAL, ETC. The Grantor shall maintain each material item of Collateral in the same condition, repair and working order as when acquired, ordinary wear and tear excepted, and in accordance with any manufacturer’s manual, and shall as quickly as practicable provide all maintenance, service and repairs necessary for such purpose and shall promptly furnish to the Lenders a statement respecting any material loss or damage to any material portion of the Collateral.
COLLATERAL, ETC. In the event of an occurrence of an Event of Default, Lender:
COLLATERAL, ETC. The Loan Documents and the Collateral, as such term is defined in the Credit Agreement, shall continue to secure the payment of the Term Note, as hereby modified.
COLLATERAL, ETC. If a Default or Event of Default occurs, Lender may accelerate and declare to be immediately due and payable the Loan and may proceed to protect and enforce its rights by suit in equity, action at law or other appropriate proceedings, whether for the specific performance of any agreement contained herein or in any other Loan Document, or for an injunction against a violation of any of the terms hereof or thereof, or in aid of the exercise of any right, power or remedy granted thereby or by law, equity or otherwise.
COLLATERAL, ETC. 1. The Company hereby agrees to assign goods and documents relating to goods to the Bank, as collateral to secure the obligations owed by the Company under any and all BPO transactions and the payments of interest, discount premiums, damages, commissions, guaranty fees and other expenses incidental to such BPO transactions. If there is any residual amount after the Bank enforces such security interest in goods and documents relating to goods and applies the proceeds arising therefrom to the payments of the obligations owed by the Company under any and all BPO transactions and the payments of interest, discount premiums, damages, commissions, guaranty fees and other expenses incidental to such BPO transactions, the Bank is entitled to apply such residual amount to the payments of any other obligations owed by the Company to the Bank irrespective of the order of application provided by law.
2. Upon the Bank’s request, in connection with a Trade Transaction in which the Company is an importer, the Company shall deliver the Bank promissory notes in such form and substance as separately designated by the Bank prior to the fulfillment by the Bank of the BPO with respect to such Trade Transaction.
COLLATERAL, ETC. The Collateral includes without limitation Debtor’s right, title and interest in and to the following:
COLLATERAL, ETC. Schedule 4.01(t) contains a complete and accurate description and list as of the Effective Date of the location, by state, county and street address and operating division, of all of the Real Property of the Borrower and its Subsidiaries, together with the lessors thereof, the status of any consent from the lessor with respect to any such Leasehold obtained or proposed to be obtained in connection with any Loan Document or any Related Document.