DIP Collateral. As used herein, “DIP Collateral” shall mean, all now owned or hereafter acquired assets and property, whether real or personal, of the Debtors including, without limitation, all Prepetition Collateral, all assets and property pledged under the DIP Loan Documents, and all cash, any investment of such cash, inventory, accounts receivable, including intercompany accounts (and all rights associated therewith), other rights to payment whether arising before or after the Petition Date, contracts, contract rights, chattel paper, goods, investment property, inventory, deposit accounts (including the cash collection, “lockbox” and “concentration” accounts described in paragraph 14 or otherwise under the DIP Loan Documents), “core concentration accounts,” “cash collateral accounts”, and in each case all amounts on deposit therein from time to time, equity interests, securities accounts, securities
DIP Collateral. As used herein, “DIP Collateral” shall mean all goods, accounts (including health care insurance receivables), equipment, inventory, contract rights or rights to payment of money, leases, license agreements and other licenses, franchise agreements, general intangibles, commercial tort claims (including any Identified Claims as defined in the DIP Credit Agreement), documents, instruments (including any promissory notes) (and any distribution of property made on, in respect of or in exchange for such instruments from time to time), chattel paper (whether tangible chattel paper or electronic), cash, Cash Equivalents (as defined in DIP Credit Agreement), deposit accounts, securities accounts, commodities accounts, Intellectual Property (as defined in DIP Credit Agreement), Intellectual Property Licenses (as defined in DIP Credit Agreement), securities accounts, fixtures, letter-of-credit rights (whether or not the letter of credit is evidenced by a writing), securities, all other Pledged Collateral (as defined in DIP Credit Agreement) and Pledged Investment Property (as defined in DIP Credit Agreement) (including any distribution of property made on, in respect of or in exchange for such Pledged Collateral and/or Pledged Investment Property from time to time) and all supporting obligations related to any of the foregoing, and financial assets, wherever located; all books and records relating to any of the foregoing; all property of any DIP Loan Party held by any DIP Secured Party, including all property of every description, in the custody of or in transit to such DIP Secured Party for any purpose, including safekeeping, collection or pledge, for the account of such DIP Loan Party or as to which such DIP Loan Party may have any right or power, including but not limited to cash; and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, Proceeds (as defined in DIP Credit Agreement) and insurance Proceeds of any or all of the foregoing, it being understood that where the context requires, terms relating to the DIP Collateral or any part thereof, when used in relation to a DIP Loan Party, shall refer to such DIP Loan Party’s DIP Collateral or the relevant part thereof. Notwithstanding the foregoing, DIP Collateral shall not include Excluded Property (as defined in DIP Credit Agreement); provided, however, that if and when any assets cea...
DIP Collateral. As used herein, “DIP Collateral” shall mean (i) the Distribution Account, (ii) 65% of the voting equity and 100% of the non-voting equity in GulfMark Capital, LLC, GulfMark Foreign Investments, and GM Offshore, Inc., and (iii) cash collateral securing Letters of Credit issued by DNB funded with proceeds of DIP Intercompany Extensions of Credit pursuant to the DIP Intercompany Credit Agreement. Upon entry of the Final Order, the DIP Collateral shall include the proceeds of the Debtor’s claims under sections 544, 545, 547 and 548 of the Bankruptcy Code.
DIP Collateral. All property identified in sub-paragraphs (ii) through (v) of this Paragraph 13 is collectively referred to as the “DIP Collateral”. The Post-Petition Liens in the DIP Collateral are subject and, in all cases, subordinate, to the Carve-out (defined below) and the interests (if any) described in Paragraph 30 below. DIP Collateral excludes the Debtors’ claims and causes of action under sections 544, 547, 548, 549 and 550 of the Bankruptcy Code, including any proceeds of, or property and interests, unencumbered or otherwise, recovered in respect of any of the foregoing claims and causes of action (“Avoidance Action Property”). Notwithstanding anything to the contrary herein, including the preceding sentence, any property that would otherwise be Avoidance Action Property which: (i) involves or results from payments made by the Debtors or debtors in possession from funds which were provided to the Debtors under the Pre-Petition Loan Documents or the debtors in possession under the DIP Credit Agreement or Original DIP Credit Agreement; and
DIP Collateral. Subject to customary exceptions and to the Carve-Out, the DIP Facility shall be secured by: (a) priming, automatically perfected first priority (subject to Prepetition Priming Liens) liens and security interests on all collateral securing the Prepetition Secured Indebtedness (such collateral, the “Prepetition Collateral”); (b) automatically perfected first priority liens and security interests on all property of the Debtors that is not subject to valid, perfected and non-avoidable liens as of the Petition Date and the proceeds thereof; and (c) automatically perfected junior liens and security interests on all property of the Debtors that is subject to valid, perfected and non-avoidable liens in existence as of the Petition Date, other than liens securing the Prepetition Secured Indebtedness (“Prepetition Priming Liens”) ((a) through (c) collectively, the “DIP Collateral”); provided further that no such liens or security interests shall be granted on any receivables or related assets, or proceeds thereof, transferred to, or constituting collateral of, the Securitization Facilities (as defined below) (as in effect on the date hereof). All DIP Liens authorized and granted pursuant to the DIP Orders shall be deemed valid, binding, enforceable, effective and automatically perfected and non-avoidable as of the Petition Date, and no further filing, notice, or act under applicable law or otherwise will be required to effect such perfection. The DIP Lenders, or the DIP Agent, acting upon the instruction of the Required DIP Lenders, shall be permitted, but not required, to make any filings, deliver any notices, make recordations, perform any searches or take any other acts as may be necessary under state law or other applicable law in order to enforce the security, perfection or priority of the DIP Liens and the DIP Loans.
DIP Collateral
