Common use of Delivery and Control of Receivables Clause in Contracts

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million individually that are evidenced by, or constitute, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Agent (or its agent or designee) appropriately indorsed to the Security Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million individually which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security Agent.

Appears in 3 contracts

Samples: Loans Pledge and Security Agreement (Altice USA, Inc.), Notes Pledge and Security Agreement (Altice USA, Inc.), Notes Pledge and Security Agreement (Altice USA, Inc.)

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Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 1,000,000 individually or $5,000,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days Business Days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 1,000,000 individually or $5,000,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security AgentCollateral Agent during the continuance of an Event of Default.

Appears in 2 contracts

Samples: First Lien Pledge and Security Agreement (CVR Energy Inc), Pledge and Security Agreement (CVR Energy Inc)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 50,000 individually or $50,000 in the aggregate that are is evidenced by, or constituteconstitutes, Tangible Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Agent Secured Party (or its agent or designee) appropriately indorsed to the Security Agent Secured Party or indorsed in blank: (ia) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (iib) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 50,000 individually or $50,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Agent Secured Party control over such Receivables (within the meaning of Section 9-105 of the UCC): ) over such Receivables: (ia) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (iib) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Agent Secured Party in accordance with this subsection (ciii) shall be delivered or subjected to such control upon request of the Security AgentSecured Party.

Appears in 2 contracts

Samples: Amended And (Xfit Brands, Inc.), Pledge and Security Agreement (Xfit Brands, Inc.)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 100,000 individually or $250,000 in the aggregate that are evidenced by, or constitute, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 100,000 individually or $250,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (cSection 4.3(c) shall be delivered or subjected to such control upon request of the Security Collateral Agent.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Independence Contract Drilling, Inc.), Guarantee and Collateral Agreement (Independence Contract Drilling, Inc.)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 100,000 individually or $1,000,000 in the aggregate that are evidenced by, or constitute, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Agent Secured Party (or its agent or designee) appropriately indorsed to the Security Agent Secured Party or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 100,000 individually or $1,000,000 in the aggregate which would constitute "electronic chattel paper" under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Agent Secured Party control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Agent Secured Party in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security AgentSecured Party.

Appears in 1 contract

Samples: Pledge and Security Agreement (Atlantic Coast Entertainment Holdings Inc)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 250,000 individually or $500,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 250,000 individually or $500,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall shall, subject to all Requirements of Law, take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security AgentCollateral Agent (acting upon a Direction of the Requisite Lenders).

Appears in 1 contract

Samples: Pledge and Security Agreement (Veritone, Inc.)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 50,000 individually or $100,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million individually the aggregate which would constitute "electronic chattel paper" under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security Collateral Agent.

Appears in 1 contract

Samples: Security and Pledge Agreement (Delta I Acquisition Inc)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 50,000 individually or $100,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Administrative Agent (or its agent or designee) appropriately indorsed to the Security Administrative Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days Business Days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 50,000 individually or $100,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Administrative Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days Business Days of such Grantor’s Grantor acquiring rights therein. Any If an Event of Default has occurred and is continuing, any Receivable not otherwise required to be delivered or subjected to the control of the Security Administrative Agent in accordance with this subsection paragraph (c) shall be delivered or subjected to such control upon the written request of the Security Administrative Agent.

Appears in 1 contract

Samples: Pledge and Security Agreement (Fusion Telecommunications International Inc)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 100,000 individually or $500,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 100,000 individually or $1,000,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security Collateral Agent.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Prommis Solutions Holding Corp.)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 250,000 individually or $500,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 250,000 individually or $500,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary reasonably requested by the Collateral Agent to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon the reasonable request of the Security Collateral Agent.

Appears in 1 contract

Samples: Pledge and Security Agreement (Paramount Acquisition Corp)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 500,000 individually or in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 500,000 individually in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon the reasonable request of the Security Collateral Agent.

Appears in 1 contract

Samples: Revolving Credit Agreement Pledge and Security Agreement (Dura Automotive Systems Inc)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 25,000 individually or $100,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 25,000 individually or $100,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security Collateral Agent.

Appears in 1 contract

Samples: Security Agreement (X Rite Inc)

Delivery and Control of Receivables. With Upon the written request of the Required Lenders, with respect to any Receivables with a value in excess of $5 million individually 500,000 that are evidenced by, or constitute, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof hereof, and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such written request. With respect to any Receivables with a value in excess of $500,000 which would constitute “electronic chattel paper” under Article 9 of the UCC, each Grantor shall take all steps necessary to give the Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (A) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof, and (B) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million individually which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon the reasonable written request of the Security Collateral Agent.

Appears in 1 contract

Samples: Pledge and Security Agreement (Danimer Scientific, Inc.)

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Delivery and Control of Receivables. With respect to any Receivables in excess of Receivable that evidences an amount greater than $5 million individually 250,000 and that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Administrative Agent (or its agent or designee) appropriately indorsed to the Security Administrative Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten thirty (1030) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of Receivable that evidences an amount greater than $5 million individually which 250,000 and that would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Administrative Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten thirty (1030) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Administrative Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon written request of the Security AgentAdministrative Agent at any time following the occurrence and during the continuance of an Event of Default.

Appears in 1 contract

Samples: Pledge and Security Agreement (TherapeuticsMD, Inc.)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million individually 25,000 singly or $50,000 in the aggregate that are is evidenced by, or constitute, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Administrative Agent (or its agent or designee) appropriately indorsed to the Security Administrative Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein, provided that no Receivable evidenced by, or constituting, Chattel Paper or Instruments in the possession of the Prepetition Agent on the Effective Date (for so long as the Prepetition Agent has possession), in either case, shall be required to be delivered to the Administrative Agent pursuant to this clause. With respect to any Receivables in excess of $5 million individually 25,000 singly or $50,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Administrative Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten fifteen (1015) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security Agent.

Appears in 1 contract

Samples: Pledge and Security Agreement (Clovis Oncology, Inc.)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 30,000 individually or $100,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 30,000 individually or $100,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security AgentCollateral Agent during the continuance of an Event of Default.

Appears in 1 contract

Samples: First Lien Pledge and Security Agreement (Day International Group Inc)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 1,000,000 individually or $5,000,000 that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days Business Days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 1,000,000 individually or $5,000,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security Collateral Agent.

Appears in 1 contract

Samples: First Lien Pledge and Security Agreement (Arizona Chemical Ltd.)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 500,000 individually or $1,000,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 500,000 individually or $1,000,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent (or its agent or designee) control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent (or its agent or designee) in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security Collateral Agent.

Appears in 1 contract

Samples: Pledge and Security Agreement (NewPage CORP)

Delivery and Control of Receivables. With Subject to the Intercreditor Agreement, with respect to any Receivables in excess of $5 million 500,000 individually or in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 500,000 individually in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon the reasonable request of the Security Collateral Agent.

Appears in 1 contract

Samples: Second Lien Pledge and Security Agreement (Dura Automotive Systems Inc)

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 100,000 individually or $1,000,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 100,000 individually or $1,000,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon reasonable request of the Security Collateral Agent.

Appears in 1 contract

Samples: Pledge and Security Agreement (Kraton Polymers LLC)

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