German Collateral Sample Clauses
German Collateral. In relation to any Collateral created under Security Documents governed by German law (the “German Collateral”) the appointment pursuant to paragraph (b) above includes the appointment as trustee (Treuhänder) under German law and administrator for the purpose of accepting and administering the German Collateral for the benefit and account of the other Secured Parties and the Administrative Agent hereby accepts such appointment. The Administrative Agent shall, with respect to any security interest created under any Collateral Documents, or any other Collateral, which in each case is subject to German law, hold, administer and, as the case may be, release and (subject to it having become enforceable) realize in its own name as trustee (treuhänderisch) for the benefit and account of the Secured Parties, and not as trustee on behalf of any other party.
German Collateral. Pursuant to the German Collateral Documents, Instron Sche▇▇▇ ▇▇▇ting Systems, GmbH and Instron Wolp▇▇▇ ▇▇▇H shall each grant to the Administrative Agent for the benefit of the Banks, the Designated German Swing Line Lender, the Designated German Letter of Credit Issuer and any Designated Hedge Creditor, effective as of the Closing Date, a Lien on the German Collateral to secure the prompt payment and performance of all Obligations of Instron
German Collateral. With respect to any Collateral subject to the laws of Germany:
(i) in case of non-accessory (nicht akzessorische) security rights, hold, administer and, as the case may be, enforce the Collateral in its own name, but for the account of the Beneficiaries;
(ii) in case of accessory (akzessorische) security rights created by way of pledge or other accessory instruments, administer and, as the case may be, enforce the Collateral in the name and for and on behalf of the Beneficiaries or in its own name on the basis of an Abstract Acknowledgement of Debt and/or the Parallel Debt and/or any other guarantee granted to the Collateral Agent for such purposes but in each case for the account of the Beneficiaries; and
(iii) for the purposes of performing its rights and obligations as Collateral Agent hereunder, each of the Beneficiaries hereby authorises the Collateral Agent to act as its agent (Stellvertreter), and releases the Collateral Agent from the restrictions imposed by Section 181 German Civil Code (Bürgerliches Gesetzbuch) (and any equivalent restriction under any applicable other laws). This power also includes the power and authority of the Collateral Agent to enter, also on behalf of the Beneficiaries and the Secured Parties as parties thereto, into a security trust and agency agreement with respect to the Collateral that is subject to German law and/or the German Collateral Documents with the Credit Parties, and to subsequently amend, restate, change, extend or terminate such security trust and agency agreement. At the request of the Collateral Agent, each of the Beneficiaries shall provide the Collateral Agent with a separate written power of attorney (Spezialvollmacht) for the purposes of executing any relevant agreements and documents on their behalf.
German Collateral. (i) Each of the Secured Parties (other than the Collateral Agent) hereby appoints the Collateral Agent as trustee (Treuhänder) and administrator for the purpose of accepting and administering the German Transaction Security for and on behalf of the other Secured Parties. The Collateral Agent shall: (i) hold and administer any German Transaction Security which is security assigned (Sicherungseigentum/Sicherungsabtretung) or otherwise transferred under a non-accessory security right (nichtakzessorische Sicherheit) to it as trustee (treuhänderisch) for the benefit of the Secured Parties; and (ii) administer any German Transaction Security which is pledged (Verpfändung) or otherwise transferred to any Secured Party under an accessory security right (akzessorische Sicherheit) as agent. Each Secured Party hereby authorizes the Collateral Agent (whether or not by or through employees or agents): (i) to exercise such rights, remedies, powers and discretions as are specifically delegated to or conferred upon the Collateral Agent under the German Security Documents together with such powers and discretions as are reasonably incidental thereto; (ii) to take such action on its behalf as may from time to time be authorized under or in accordance with the German Security Documents; and (iii) to accept as its representative (Stellvertreter) any pledge or other creation of any accessory security right granted in favor of such Secured Party in connection with the Secured Debt Documents and to agree to and execute on its behalf as its representative (Stellvertreter) any amendments and/or alterations to any German Security Document which creates a pledge or any other accessory security right (akzessorische Sicherheit) including the release or confirmation of release of such Security. Each Secured Party hereby ratifies and approves all acts and declarations previously done by the Collateral Agent on such Secured Party’s behalf.
(ii) For the purpose of the exercise of all rights, claims, powers and authorizations as well as the performance of all duties and obligations of the Collateral Agent under this Agreement and under or in connection with the Security Documents, the Collateral Agent shall be released by each Secured Party (to the extent legally possible) from any restrictions on representing several persons and self-dealing under any applicable law, and in particular from the restrictions of Section 181 of the German Civil Code (Bürgerliches Gesetzbuch).
German Collateral. (a) Definitions:
German Collateral. 52 4.2 PERFECTION..........................................................................................53 4.3