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

Delivery and Control of Security Collateral. (a) With respect to any certificates or instruments representing or evidencing Security Collateral (other than instruments representing or evidencing Investments permitted by Section 7.02(b) of the Credit Agreement), to the extent that any relevant Grantor has Knowledge of the existence of such certificates and instruments, such certificates and instruments shall be delivered to and held by or on behalf of the Collateral Trustees pursuant to this Security Agreement and the Collateral Trust Agreement 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 Trustees. After the occurrence and during the continuance of an Event of Default, the Collateral Trustees shall have the right, at any time in their discretion and with notice to the Borrower, to transfer to or to register in the name of the Collateral Trustees or any of their nominees any or all of the Security Collateral, provided, however, that the failure to deliver any such notice to the Borrower shall not affect the validity of such actions of the Collateral Trustees. In addition, after the occurrence and during the continuance of an Event of Default, the Collateral Trustees shall have the right at any time to exchange certificates or instruments representing or evidencing Security Collateral for certificates or instruments of smaller or larger denominations.

Appears in 2 contracts

Samples: Dynegy Security Agreement, Security Agreement (Dynegy Inc /Il/)

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Delivery and Control of Security Collateral. (a) With Subject to Section 5(h), with respect to any certificates or instruments representing or evidencing Security Collateral (other than instruments representing or evidencing Investments permitted by Section 7.02(b) of the Credit AgreementPermitted Investments), to the extent that any relevant Grantor has Knowledge of the existence of such certificates and instruments, such certificates and instruments shall be delivered to and held by or on behalf of the Collateral Trustees Trustee pursuant to this Second Lien Shared Security Agreement and the Collateral Trust Agreement 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 TrusteesTrustee. After the occurrence and during the continuance of an Event of DefaultDefault following the First Priority Lien Satisfaction Date, the Collateral Trustees Trustee shall have the right, at any time in their its discretion and with Dynegy Second Lien Shared Security Agreement notice to the BorrowerDHI, to transfer to or to register in the name of the Collateral Trustees Trustee or any of their its nominees any or all of the Security Collateral, subject only to the revocable rights specified in Section 13(a), provided, however, that the failure to deliver any such notice to the Borrower DHI shall not affect the validity of such actions of the Collateral TrusteesTrustee. In addition, after the occurrence and during the continuance of an Event of DefaultDefault and subject to the Intercreditor Agreement, the Collateral Trustees Trustee shall have the right at any time to exchange certificates or instruments representing or evidencing Security Collateral for certificates or instruments of smaller or larger denominations.

Appears in 1 contract

Samples: Shared Security Agreement (Dynegy Inc /Il/)

Delivery and Control of Security Collateral. (a) With respect to any All certificates or instruments representing or evidencing Security Collateral (other than instruments representing or evidencing Investments permitted by Section 7.02(b) of the Credit Agreement), to the extent that any relevant Grantor has Knowledge of the existence of such certificates and instruments, such certificates and instruments shall be delivered to and held by or on behalf of the Collateral Trustees Agent pursuant to this Security Agreement and the Collateral Trust Agreement 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 TrusteesAgent. After the occurrence and during the continuance of an Event of Default, the Collateral Trustees Agent shall have the right, at any time in their its discretion and with without notice to the Borrowerany Pledgor, to transfer to or to register in the name of the Collateral Trustees Agent or any of their its nominees any or all of the Security Collateral, provided, however, that the failure to deliver any such notice subject only to the Borrower shall not affect revocable rights specified in Section 8(a). For the validity of such actions better perfection of the Collateral Trustees. In additionAgent’s rights in and to the Security Collateral, each Pledgor shall forthwith, at the request of the Collateral Agent, after the occurrence and during the continuance of an Event of Default, cause such Security Collateral to be registered in the name of the Collateral Trustees Agent or such of its nominees as the Collateral Agent shall direct, subject only to the revocable rights specified in Section 8(a). In addition, the Collateral Agent shall have the right at any time to exchange certificates or instruments representing or evidencing Security Collateral for certificates or instruments of smaller or larger denominations.

Appears in 1 contract

Samples: Credit Agreement (Cracker Barrel Old Country Store, Inc)

Delivery and Control of Security Collateral. (a) With Subject to Section 5(h), with respect to any certificates or instruments representing or evidencing Security Collateral (other than instruments representing or evidencing Investments permitted by Section 7.02(b) of the Credit AgreementPermitted Investments), to the extent that any relevant Grantor has Knowledge of the existence of such certificates and instruments, such certificates and instruments shall be delivered to and held by or on behalf of the Collateral Trustees Trustee pursuant to this Second Lien Non-Shared Security Agreement and the Collateral Trust Agreement 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 TrusteesTrustee. After the occurrence and during the continuance of an Event of DefaultDefault following the First Priority Lien Satisfaction Date, the Collateral Trustees Trustee shall have the right, at any time in their its discretion and with notice to the BorrowerDHI, to transfer to or to register in the name of the Collateral Trustees Trustee or any of their its nominees any or all of the Security Collateral, subject only to the revocable rights specified in Section 13(a), provided, however, that the failure to deliver any such notice to the Borrower DHI shall not affect the validity of such actions of the Collateral TrusteesTrustee. In addition, after the occurrence and during the continuance of an Event of DefaultDefault and subject to the Intercreditor Agreement, the Collateral Trustees Trustee shall have the right at any time to exchange certificates or instruments representing or evidencing Security Collateral for certificates or instruments of smaller or larger denominations.

Appears in 1 contract

Samples: Non Shared Security Agreement (Dynegy Inc /Il/)

Delivery and Control of Security Collateral. (a) With respect to any certificates or instruments representing or evidencing Security Collateral (other than instruments representing or evidencing Investments permitted by Section 7.02(b) of the Credit Agreement), to the extent that any relevant Grantor has Knowledge of the existence of such certificates and instruments, such certificates and instruments shall be delivered to and held by or on behalf of the Collateral Trustees pursuant to this Shared Security Agreement and the Collateral Trust Agreement 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 Trustees. After the occurrence and during the continuance of an Event of Default, the Collateral Trustees shall have the right, at any time in their discretion and with notice to the Borrower, to transfer to or to register in the name of the Collateral Trustees or any of their nominees any or all of the Security Collateral, subject only to the revocable rights specified in Section 13(a), provided, however, that the failure to deliver any such notice to the Borrower shall not affect the validity of such actions of the Collateral Trustees. In addition, after the occurrence and during the continuance of an Event of Default, the Collateral Trustees shall have the right at any time to exchange certificates or instruments representing or evidencing Security Collateral for certificates or instruments of smaller or larger denominations.

Appears in 1 contract

Samples: Shared Security Agreement (Dynegy Inc /Il/)

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Delivery and Control of Security Collateral. (a) With respect to any All certificates or instruments representing or evidencing Security Collateral (other than instruments representing or evidencing Investments permitted by Section 7.02(b) of the Credit Agreement), to the extent that any relevant Grantor has Knowledge of the existence of such certificates and instruments, such certificates and instruments shall be delivered to and held by or on behalf of the Collateral Trustees Agent pursuant to this Security Agreement and the Collateral Trust Agreement 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 TrusteesAgent. After the occurrence and during the continuance of If an Event of DefaultDefault shall have occurred and be continuing, the Collateral Trustees Agent shall have the right, at any time after the occurrence and during the continuance of such Event of Default, in their its discretion and with without notice to the Borrowerany Grantor other than as required by law, to transfer to or to register in the name of the Collateral Trustees Agent or any of their its nominees any or all of the Security Collateral, provided, however, that the failure to deliver any such notice to the Borrower shall not affect the validity of such actions of the Collateral Trustees. In addition, the Collateral Agent shall have the right at any time, after the occurrence and during the continuance of an Event of Default, the Collateral Trustees shall have the right at any time to exchange certificates or instruments representing or evidencing Security Collateral for certificates or instruments of smaller or larger denominations. Also, the Collateral Agent shall have the right at any time, after the occurrence and during the continuance of an Event of Default, to convert Security Collateral consisting of financial assets credited to the Securities Accounts to Security Collateral consisting of financial assets held directly by the Collateral Agent.

Appears in 1 contract

Samples: Security Agreement (Cogentrix Energy Inc)

Delivery and Control of Security Collateral. (a) With respect to any certificates or instruments representing or evidencing Security Collateral (other than instruments representing or evidencing Investments permitted by Section 7.02(b) of the Credit Agreement), to the extent that any relevant Grantor has Knowledge of the existence of such certificates and instruments, such certificates and instruments shall be delivered to and held by or on behalf of the Collateral Trustees Agent pursuant to this Non-Shared Security Agreement and the Collateral Trust Agreement 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 TrusteesAgent. After the occurrence and during the continuance of an Event of Default, the Collateral Trustees Agent shall have the right, at any time in their discretion and with notice to the Borrower, to transfer to or to register in the name of the Collateral Trustees Agent or any of their its nominees any or all of the Security Collateral, subject only to the revocable rights specified in Section 13(a), provided, however, that the failure to deliver any such notice to the Borrower shall not affect the validity of such actions of the Collateral TrusteesAgent. In addition, after the occurrence and during the continuance of an Event of Default, the Collateral Trustees Agent shall have the right at any time to exchange certificates or instruments representing or evidencing Security Collateral for certificates or instruments of smaller or larger denominations.

Appears in 1 contract

Samples: Non Shared Security Agreement (Dynegy Inc /Il/)

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