Common use of Delivery and Control of Security Collateral Clause in Contracts

Delivery and Control of Security Collateral. (a) All certificates representing or evidencing the Pledged Equity and all instruments representing or evidencing the Pledged Debt in an aggregate principal amount in excess of $2,000,000 shall be delivered to and held by or on behalf of the Collateral Agent pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral Agent. Upon the occurrence and during the continuation of an Event of Default, the Collateral Agent shall have the right, at any time in its discretion and without notice to any Grantor, to (A) transfer to or to register in the name of the Collateral Agent or any of its nominees any or all of the Security Collateral, subject only to the revocable rights specified in Section 11(a), (B) exchange certificates or instruments representing or evidencing Security Collateral for certificates or instruments of smaller or larger denominations, and (C) convert Security Collateral consisting of financial assets credited to any Securities Account to Security Collateral, consisting of financial assets held directly by the Collateral Agent, and to convert Security Collateral consisting of financial assets held directly by the Collateral Agent to Security Collateral, consisting of financial assets credited to any Securities Account.

Appears in 4 contracts

Samples: Intellectual Property Security Agreement (EWT Holdings I Corp.), First Lien Credit Agreement (EWT Holdings I Corp.), Intellectual Property Security Agreement (GMS Inc.)

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Delivery and Control of Security Collateral. (a) All certificates representing or evidencing the Pledged Equity Interests and all instruments representing or evidencing the Pledged Debt in an aggregate principal amount in excess of $2,000,000 7,500,000 shall be delivered to and held by or on behalf of the Collateral Administrative Agent pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Collateral Administrative Agent. Upon the occurrence and during During the continuation of an Event of Default, the Collateral Administrative Agent shall have the right, at any time in its discretion and without notice to any Grantor, to (Ai) transfer to or to register in the name of the Collateral Administrative Agent or any of its nominees any or all of the Security Collateral, subject only to the revocable rights specified in Section 11(a), (Bii) exchange certificates or instruments representing or evidencing Security Collateral for certificates or instruments of smaller or larger denominations, and (Ciii) convert Security Collateral consisting of financial assets Financial Assets credited to any Securities Account to Security Collateral, Collateral consisting of financial assets Financial Assets held directly by the Collateral Administrative Agent, and to convert Security Collateral consisting of financial assets Financial Assets held directly by the Collateral Administrative Agent to Security Collateral, Collateral consisting of financial assets Financial Assets credited to any Securities Account.

Appears in 1 contract

Samples: Security Agreement (Rapid Roaming Co)

Delivery and Control of Security Collateral. (a) All ------------------------------------------- certificates representing or evidencing the Pledged Equity and all instruments representing or evidencing the Pledged Debt in an aggregate principal amount in excess of $2,000,000 Security Collateral shall be delivered to and held by or on behalf of the Collateral Agent pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral Agent. Upon the occurrence and during the continuation of an Event of Default, the The Collateral Agent shall have the right, at any time time, after and during the continuance of a Default, in its discretion and without notice to any Grantor, to (A) transfer to or to register in the name of the Collateral Agent or any of its nominees any or all of the Security Collateral. In addition, subject only after and during the continuance of a Default, the Collateral Agent shall have the right at any time to the revocable rights specified in Section 11(a), (B) exchange certificates or instruments representing or evidencing Security Collateral for certificates or instruments of smaller or larger denominations. Also, and (C) the Collateral Agent shall have the right at any time to convert Security Collateral consisting of financial assets credited to any Securities Account securities account to Security Collateral, Collateral consisting of financial assets held directly by the Collateral Agent, and to convert Security Collateral consisting of financial assets held directly by the Collateral Agent to Security Collateral, Collateral consisting of financial assets credited to any Securities Accountsecurities account.

Appears in 1 contract

Samples: Security Agreement (Davel Communications Inc)

Delivery and Control of Security Collateral. (a) All certificates representing or evidencing the Pledged Equity and all instruments representing or evidencing the Pledged Debt in an aggregate principal amount in excess of $2,000,000 7,500,000 shall be delivered to and held by or on behalf of the Collateral Administrative Agent pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Collateral Administrative Agent. Upon the occurrence and during During the continuation of an Event of Default, the Collateral Administrative Agent shall have the right, at any time in its discretion and without notice to any Grantor, to (Ai) transfer to or to register in the name of the Collateral Administrative Agent or any of its nominees any or all of the Security Collateral, subject only to the revocable rights specified in Section 11(a), (Bii) exchange certificates or instruments representing or evidencing Security Collateral for certificates or instruments of smaller or larger denominations, and (Ciii) convert Security Collateral consisting of financial assets Financial Assets credited to any Securities Account to Security Collateral, Collateral consisting of financial assets Financial Assets held directly by the Collateral Administrative Agent, and to convert Security Collateral consisting of financial assets Financial Assets held directly by the Collateral Administrative Agent to Security Collateral, Collateral consisting of financial assets Financial Assets credited to any Securities Account.

Appears in 1 contract

Samples: Security Agreement (Solgar)

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Delivery and Control of Security Collateral. (a) All certificates representing or evidencing the Pledged Equity and all instruments representing or evidencing the Pledged Debt in an aggregate principal amount in excess of $2,000,000 shall be delivered to and held by or on behalf of the Collateral Agent pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral Agent. Upon the occurrence and during During the continuation of an Event of DefaultDefault and subject to Section 2.04(c), the Collateral Agent shall have the right, at any time in its discretion and without notice to any Grantor, to (Ai) transfer to or to register in the name of the Collateral Agent or any of its nominees any or all of the Security Collateral, subject only to the revocable rights specified in Section 11(a2.10(a), (Bii) exchange certificates or instruments representing or evidencing Security Collateral for certificates or instruments of smaller or larger denominations, and (Ciii) convert Security Collateral consisting of financial assets Financial Assets credited to any Securities Account to Security Collateral, Collateral consisting of financial assets Financial Assets held directly by the Collateral Agent, and to convert Security Collateral consisting of financial assets Financial Assets held directly by the Collateral Agent to Security Collateral, Collateral consisting of financial assets Financial Assets credited to any Securities Account.

Appears in 1 contract

Samples: Security Agreement (Warner Music Group Corp.)

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