Common use of Grantor’s Obligations Upon Default Clause in Contracts

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 7 contracts

Sources: Pledge and Security Agreement (Star Group, L.P.), Pledge and Security Agreement (Star Group, L.P.), Pledge and Security Agreement (Star Group, L.P.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Lender after the occurrence of a Default, each the Grantor will: (a) assemble and make available to the Collateral Agent Lender the Collateral and all books and records relating thereto at any place or places specified by the Collateral AgentLender, whether at a the Grantor’s premises or elsewhere; (b) permit the Collateral AgentLender, by the Collateral AgentLender’s representatives and agents, to enter any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Lender may request, all in form and substance satisfactory to the Collateral AgentLender, and furnish to the Collateral AgentLender, or cause an issuer of Pledged Collateral to furnish to the Collateral AgentLender, any information regarding the Pledged Collateral in such detail as the Collateral Agent Lender may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Lender to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each the Grantor to prepare and deliver to the Collateral Agent Lender and each Lender, at any time, and from time to time, promptly upon the Collateral AgentLender’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such AccountsAccounts as the Lender may request.

Appears in 7 contracts

Sources: Pledge and Security Agreement (Magnetek Inc), Pledge and Security Agreement (Magnetek Inc), Pledge and Security Agreement (Magnetek Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 7 contracts

Sources: Pledge and Security Agreement (Escalade Inc), Pledge and Security Agreement (Intapp, Inc.), Pledge and Security Agreement (PLAYSTUDIOS, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Secured Party after the occurrence of a an Event of Default, each Grantor will: (ai) assemble and make available to the Collateral Agent Secured Party the Collateral and all books and records relating thereto at any place or places specified by the Collateral AgentSecured Party, whether at a Grantor’s premises or elsewhere; (bii) permit the Collateral AgentSecured Party, by the Collateral AgentSecured Party’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the applicable Grantor for such use and occupancy; (ciii) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Secured Party may request, all in form and substance satisfactory to the Collateral AgentSecured Party, and furnish to the Collateral AgentSecured Party, or cause an issuer of Pledged Collateral to furnish to the Collateral AgentSecured Party, any information regarding the Pledged Collateral in such detail as the Collateral Agent Secured Party may specify; (div) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Secured Party to consummate a public sale or other disposition of the Pledged Collateral; and (ev) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each LenderSecured Party, at any time, and from time to time, promptly upon the Collateral AgentSecured Party’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 5 contracts

Sources: Junior Security Agreement (TILT Holdings Inc.), Junior Security Agreement (TILT Holdings Inc.), Security Agreement (TILT Holdings Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Subordinated Collateral Agent after the occurrence and during the continuance of a an Event of Default, each the Grantor will: (a) assemble and make available to the Subordinated Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Subordinated Collateral Agent, whether at a the Grantor’s premises or elsewhere; (b) permit the Subordinated Collateral Agent, by the Subordinated Collateral Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Subordinated Collateral Agent may request, all in form and substance satisfactory to the Subordinated Collateral Agent, and furnish to the Subordinated Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Subordinated Collateral Agent, any information regarding the Pledged Collateral in such detail as the Subordinated Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Subordinated Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each the Grantor to prepare and deliver to the Subordinated Collateral Agent and each LenderHolder, at any time, and from time to time, promptly upon the Subordinated Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Bluestem Brands, Inc.), Securities Purchase Agreement (Bluestem Brands, Inc.), Credit Agreement (Bluestem Brands, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence of a and during the continuation of an Event Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a such Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay any Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may reasonably request, all in form and substance reasonably satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions reasonably necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each the Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s reasonable request, the following reports with respect to the applicable GrantorGrantors: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 3 contracts

Sources: Pledge and Security Agreement, Pledge and Security Agreement (Planet Fitness, Inc.), Pledge and Security Agreement (Planet Fitness, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuance of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 3 contracts

Sources: Pledge and Security Agreement (Ddi Corp), Pledge and Security Agreement (Altra Holdings, Inc.), Pledge and Security Agreement (Smithfield Foods Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Holder after the occurrence and during the continuance of a an Event of Default, each the Grantor will: (a) assemble and make available to the Collateral Agent Holder the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral AgentHolder, whether at a the Grantor’s premises or elsewhere; (b) permit the Collateral AgentHolder, by the Collateral AgentHolder’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral (if such issuer is Controlled by a Grantor) to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Holder may request, all in form and substance satisfactory to the Collateral AgentHolder, and furnish to the Collateral AgentHolder, or cause an issuer of Pledged Collateral (if such issuer is Controlled by a Grantor) to furnish to the Collateral AgentHolder, any information regarding the Pledged Collateral in such detail as the Collateral Agent Holder may specify;; and (d) take, or cause an issuer of Pledged Collateral (if such issuer is Controlled by a Grantor) to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Holder to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 3 contracts

Sources: Pledge Agreement (Magellan Petroleum Corp /De/), Exchange Agreement (Magellan Petroleum Corp /De/), Exchange Agreement (Magellan Petroleum Corp /De/)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuation of a Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lenderother Secured Party, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 3 contracts

Sources: Credit Agreement (Interline Brands, Inc./De), Pledge and Security Agreement (Interline Brands, Inc./De), Pledge and Security Agreement (Interline Brands, Inc./De)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence of a Default, each the Grantor willshall: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a the Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each the Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 2 contracts

Sources: Pledge and Security Agreement (Escalade Inc), Pledge and Security Agreement (Escalade Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuation of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified in writing (which may be by electronic mail) by the Collateral Administrative Agent, whether at a such Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, agents (i) to enter any premises where all or any part of the Collateral, or the books and records relating theretoto the Collateral are located for the purposes of downloading all or any part of such books and records that are in electronic form and to take possession of and remove all or any part of such books and records, all without any obligation to pay such Grantor for such use and occupancy and (ii) subject to the terms of any lease or bothsublease applicable to such premises, are to enter, occupy and use any premises where all or any part of the Collateral is located, to take possession of all or any part of the such Collateral or the books and records relating thereto, or bothnot described under clause (i), to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of all or any part of the Collateral, without any obligation to pay such Grantor for such use and occupancy (it being acknowledged that the terms of any applicable lease or sublease may require the Administrative Agent to make payments to the lessor or sublessor in respect thereof); (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and that is Controlled by such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral Grantor to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral that is Controlled by such Grantor to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale (other than an offering registered under the Securities Act or an offering pursuant to Rule 144A under the Securities Act) or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor the Grantors to prepare and deliver to the Collateral Administrative Agent and (for further delivery to each Lender), at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable GrantorGrantors: (i) a reconciliation of all AccountsAccounts constituting Collateral; (ii) an aging of all AccountsAccounts constituting Collateral; (iii) trial balancesbalances of Accounts constituting Collateral; and (iv) a test verification of such AccountsAccounts constituting Collateral.

Appears in 2 contracts

Sources: Pledge and Security Agreement (Marketaxess Holdings Inc), Pledge and Security Agreement (Marketaxess Holdings Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuance of a Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 2 contracts

Sources: Pledge and Security Agreement (Fiesta Restaurant Group, Inc.), Pledge and Security Agreement (Fiesta Restaurant Group, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after following the occurrence and during the continuance of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Administrative Agent, whether at a such Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each other Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 2 contracts

Sources: Term Loan Pledge and Security Agreement (Global Brass & Copper Holdings, Inc.), Abl Pledge and Security Agreement (Global Brass & Copper Holdings, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a such Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 2 contracts

Sources: Pledge and Security Agreement (Vera Bradley, Inc.), Pledge and Security Agreement (SEACOR Marine Holdings Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each LenderAgent, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 2 contracts

Sources: Pledge and Security Agreement (Wanxiang Group Corp), Pledge and Security Agreement (A123 Systems, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence and during the occurrence and continuance of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each LenderAgent, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 2 contracts

Sources: Second Lien Term Loan Credit Agreement (Horizon Global Corp), Credit Agreement (Horizon Global Corp)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Lender after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral Agent Lender the Collateral and all books and records relating thereto at any place or places specified by the Collateral AgentLender, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral AgentLender, by the Collateral AgentLender’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the applicable Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Lender may request, all in form and substance satisfactory to the Collateral AgentLender, and furnish to the Collateral AgentLender, or cause an issuer of Pledged Collateral to furnish to the Collateral AgentLender, any information regarding the Pledged Collateral in such detail as the Collateral Agent Lender may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Lender to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral AgentLender’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 2 contracts

Sources: Pledge and Security Agreement (Franklin Covey Co), Pledge and Security Agreement (Arotech Corp)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuation of a Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a such Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 2 contracts

Sources: Pledge and Security Agreement (Clarus Corp), Pledge and Security Agreement (Clarus Corp)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence and during the occurrence and continuance of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each LenderAgent, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 2 contracts

Sources: Foreign Facility Guarantee and Collateral Agreement (Horizon Global Corp), Loan Agreement (Horizon Global Corp)

Grantor’s Obligations Upon Default. Upon Subject to the Intercreditor Agreement, upon the request of the Collateral Agent after the occurrence and during the continuance of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) after the Discharge of First Priority Credit Agreement Secured Obligations, permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) after the Discharge of First Priority Credit Agreement Secured Obligations, prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agentnecessary, and furnish to the Collateral Agent, Agent or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, Agent any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Altra Holdings, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Holder after the occurrence and during the continuance of a an Event of Default, each the Grantor will: : (a) assemble a)assemble and make available to the Collateral Agent Holder the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral AgentHolder, whether at a the Grantor’s premises or elsewhere; ; (b) permit b)permit the Collateral AgentHolder, by the Collateral AgentHolder’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral; , without any obligation to pay the Grantor for such use and occupancy; (c) prepare c)prepare and file, or cause an issuer of Pledged Collateral (if such issuer is Controlled by a Grantor) to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Holder may request, all in form and substance satisfactory to the Collateral AgentHolder, and furnish to the Collateral AgentHolder, or cause an issuer of Pledged Collateral (if such issuer is Controlled by a Grantor) to furnish to the Collateral AgentHolder, any information regarding the Pledged Collateral in such detail as the Collateral Agent Holder may specify; ; and (d) taked)take, or cause an issuer of Pledged Collateral (if such issuer is Controlled by a Grantor) to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Holder to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Exchange Agreement

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agentsCollateral Agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an the issuer of any Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an the issuer of any Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause request that the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Lev Pharmaceuticals Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence of a and during the continuance of an Event of Default, subject to the terms of the ABL-Term Loan Intercreditor Agreement, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Administrative Agent, whether at a Grantor’s 's premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s 's representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance reasonably satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may reasonably specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, use commercially reasonable efforts to cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent, the Canadian Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Credit Agreement (Wesco International Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence and during the continuance of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify; (d) upon receipt by it of any revenue, income, profits or other sums in which a security interest is granted by this Security Agreement, payable pursuant to any agreement or otherwise, or of any check, draft, note, trade acceptance or other instrument evidencing an obligation to pay any such sum, hold the sum or instrument in trust for the Collateral Agent (for the benefit of the Collateral Agent and the Secured Parties), segregate such sum or instrument from their own assets and forthwith, without any notice, demand or other action whatsoever (all notices, demands, or other actions on the part of the Collateral Agent being expressly waived), endorse, transfer and deliver any such sums or instruments or both, to the Collateral Agent to be applied in accordance with the provisions of Section 7.3 hereof; and (e) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Lions Gate Entertainment Corp /Cn/)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence and during the occurrence and continuance of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each LenderAgent, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: : (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Foreign Facility Guarantee and Collateral Agreement

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuation of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Chefs' Warehouse, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Noteholder Collateral Agent after the occurrence and during the continuance of a an Event of Default, subject to the terms, conditions and provisions of the Intercreditor Agreement, each Grantor will: (a) assemble and make available to the Noteholder Collateral Agent the tangible Collateral and all books and records relating thereto at any place or places specified by the Noteholder Collateral Agent, whether at a Grantor’s premises or elsewhere;; and (b) permit the Noteholder Collateral Agent, by the Noteholder Collateral Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral;, without any obligation to pay the Grantor for such use and occupancy. (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Noteholder Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Noteholder Collateral Agent, any information regarding the Pledged Collateral in such detail as the Noteholder Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (ed) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Noteholder Collateral Agent and each LenderNoteholder Secured Party, at any time, and from time to time, promptly upon the Noteholder Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Us Concrete Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence of a and during the continuance of an Event of Default, subject to the terms of the ABL-Term Loan Intercreditor Agreement, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Administrative Agent, whether at a Grantor’s 's premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s 's representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance reasonably satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may reasonably specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, use commercially reasonable efforts to cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent, the Canadian Administrative Agent and each Canadian Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Credit Agreement (Wesco International Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuation of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission SEC or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition Disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Gorman Rupp Co)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence and during the continuation of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify;; and (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Chefs' Warehouse, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuation of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify;; and (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Chefs' Warehouse, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuation of a an Event of Default, each the Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a the Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each the Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Superior Offshore International Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuance of a an Event of Default, each the Grantor will: : (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a the Grantor’s premises or elsewhere; ; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral; , without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; ; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and and (e) at its own expense, cause the independent certified public accountants then engaged by each the Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Secured Party after the occurrence of a an Event of Default, each Grantor willshall promptly: (a) assemble and make available to the Collateral Agent Secured Party the Collateral and all books and records relating thereto at any place or places specified by the Collateral AgentSecured Party, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral AgentSecured Party, by the Collateral AgentSecured Party’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the applicable Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Secured Party may request, all in form and substance satisfactory to the Collateral AgentSecured Party, and furnish to the Collateral AgentSecured Party, or cause an issuer of Pledged Collateral to furnish to the Collateral AgentSecured Party, any information regarding the Pledged Collateral in such detail as the Collateral Agent Secured Party may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Secured Party to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each LenderSecured Party, at any time, and from time to time, promptly upon the Collateral AgentSecured Party’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Security Agreement (TILT Holdings Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence and during the occurrence and continuance of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each LenderAgent, at any time, and from time to to (f) time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Credit Agreement (Horizon Global Corp)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s 's premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s 's representatives and agents, to enter any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s 's request, the following reports with respect to the applicable Grantor: : (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Newpark Resources Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Lender after the occurrence of a Default, each the Grantor will: (a) assemble and make available to the Collateral Agent Lender the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral AgentLender, whether at a the Grantor’s premises or elsewhere; (b) permit the Collateral AgentLender, by the Collateral AgentLender’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Lender may request, all in form and substance satisfactory to the Collateral AgentLender, and furnish to the Collateral AgentLender, or cause an issuer of Pledged Collateral to furnish to the Collateral AgentLender, any information regarding the Pledged Collateral in such detail as the Collateral Agent Lender may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Lender to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each the Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral AgentLender’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Material Sciences Corp)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a such Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral Interests to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral Interests as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral Interests to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral Interests in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral Interests to take, any and all actions necessary to register or qualify the Pledged Collateral Interests to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged CollateralInterests; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Credit Agreement (Hi-Crush Partners LP)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuance of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a Grantor’s 's premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s 's representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s 's request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Smithfield Foods Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Lender after the occurrence and during the continuance of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent Lender the Collateral and all books and records relating thereto at any place or places specified by the Collateral AgentLender, whether at a such Grantor’s premises or elsewhere; (b) permit the Collateral AgentLender, by the Collateral AgentLender’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay such Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Lender may request, all in form and substance satisfactory to the Collateral AgentLender, and furnish to the Collateral AgentLender, or cause an issuer of Pledged Collateral to furnish to the Collateral AgentLender, any information regarding the Pledged Collateral in such detail as the Collateral Agent Lender may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Lender to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each such Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral AgentLender’s request, the following reports with respect to the applicable such Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Servicesource International, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Lender after the occurrence and during the continuation of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent Lender the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral AgentLender, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral AgentLender, by the Collateral AgentLender’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the CollateralCollateral (other than Medical Equipment in Rental Service), or the books and records relating theretoto Collateral, or both, are located, to take possession of all or any part of the Collateral (other than Medical Equipment in Rental Service) or the books and records relating theretoto Collateral, or both, to remove all or any part of the Collateral (other than Medical Equipment in Rental Service) or the books and records relating theretoto Collateral, or both, and to conduct sales of the Collateral, without any obligation to pay the applicable Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Lender may request, all in form and substance satisfactory to the Collateral AgentLender, and furnish to the Collateral AgentLender, or cause an issuer of Pledged Collateral to furnish to the Collateral AgentLender, any information regarding the Pledged Collateral in such detail as the Collateral Agent Lender may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Lender to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to timelime, promptly upon the Collateral AgentLender’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (InfuSystem Holdings, Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Action Performance Companies Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral US Administrative Agent after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral US Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral US Administrative Agent, whether at a Grantor’s the Grantors' premises or elsewhere; (b) permit the Collateral US Administrative Agent, by the Collateral US Administrative Agent’s 's representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay any Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral US Administrative Agent may request, all in form and substance satisfactory to the Collateral US Administrative Agent, and furnish to the Collateral US Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral US Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral US Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral US Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor the Grantors to prepare and deliver to the Collateral US Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral US Administrative Agent’s 's request, the following reports with respect to the applicable each Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Systemax Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause (if within its control and, if not within its control, use commercially reasonably efforts to cause) an issuer of Pledged Collateral to take, any and all reasonable actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Techteam Global Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Lender after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral Agent Lender the Collateral and all books and records relating thereto at any place or places specified by the Collateral AgentLender, whether at a such Grantor’s premises or elsewhere; (b) permit the Collateral AgentLender, by the Collateral AgentLender’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Lender may request, all in form and substance satisfactory to the Collateral AgentLender, and furnish to the Collateral AgentLender, or cause an issuer of Pledged Collateral to furnish to the Collateral AgentLender, any information regarding the Pledged Collateral in such detail as the Collateral Agent Lender may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Lender to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral AgentLender’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Par Technology Corp)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Lender after the occurrence and during the continuation of a Default, each the Grantor will: (a) assemble and make available to the Collateral Agent Lender the Collateral and all books and records relating thereto at any place or places specified by the Collateral AgentLender, whether at a the Grantor’s premises or elsewhere; (b) permit the Collateral AgentLender, by the Collateral AgentLender’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Lender may request, all in form and substance satisfactory to the Collateral AgentLender, and furnish to the Collateral AgentLender, or cause an issuer of Pledged Collateral to furnish to the Collateral AgentLender, any information regarding the Pledged Collateral in such detail as the Collateral Agent Lender may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Lender to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each the Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral AgentLender’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Supreme Industries Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence of a and during the continuance of an Event of Default, subject to the terms of the ABL-Term Loan Intercreditor Agreement, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Administrative Agent, whether at a Grantor’s 's premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s 's representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance reasonably satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may reasonably specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, use commercially reasonable efforts to cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent, the Canadian Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Credit Agreement (Wesco International Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuance of a an Event of Default, each the Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a the Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each the Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Bluestem Brands, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence and during the continuance of a an Event of Default, each Grantor will: : (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; ; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral; , without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify;; (d) upon receipt by it of any revenue, income, profits or other sums in which a security interest is granted by this Security Agreement, payable pursuant to any agreement or otherwise, or of any check, draft, note, trade acceptance or other instrument evidencing an obligation to pay any such sum, hold the sum or instrument in trust for the Collateral Agent (for the benefit of the Collateral Agent and the Secured Parties), segregate such sum or instrument from their own assets and forthwith, without any notice, demand or other action whatsoever (all notices, demands, or other actions on the part of the Collateral Agent being expressly waived), endorse, transfer and deliver any such sums or instruments or both, to the Collateral Agent to be applied in accordance with the provisions of Section 7.3 hereof; and (de) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral. ARTICLE VI ATTORNEY IN FACT; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such AccountsPROXY 6.

Appears in 1 contract

Sources: Pledge and Security Agreement

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuation of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the CollateralCollateral (other than Medical Equipment in Rental Service), or the books and records relating theretoto Collateral, or both, are located, to take possession of all or any part of the Collateral (other than Medical Equipment in Rental Service) or the books and records relating theretoto Collateral, or both, to remove all or any part of the Collateral (other than Medical Equipment in Rental Service) or the books and records relating theretoto Collateral, or both, and to conduct sales of the Collateral, without any obligation to pay the applicable Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance reasonably satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (InfuSystem Holdings, Inc)

Grantor’s Obligations Upon Default. Upon At the request of the Collateral Administrative Agent after upon the occurrence and during the continuation of a Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specifyReserved; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; provided, that, no Grantor shall be required to take any actions to register or qualify any Pledged Collateral under any federal or state securities laws or any other similar or equivalent rules or regulations; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Farmer Brothers Co)

Grantor’s Obligations Upon Default. Upon At the request of the Collateral Administrative Agent after upon the occurrence and during the continuance of a Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a such Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay such Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (CarParts.com, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a Grantor’s the Grantors’ premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay any Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor the Grantors to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable each Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Systemax Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Secured Party after the occurrence of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent Secured Party the Collateral owned or controlled by such Grantor and all books and records relating thereto at any place or places specified by the Collateral AgentSecured Party, whether at a any Grantor’s premises or elsewhere; (b) permit the Collateral AgentSecured Party, by the Collateral AgentSecured Party’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the CollateralCollateral owned or controlled by such Grantor, or the books and records relating thereto, or both, are located, to take possession of all or any part of the such Collateral or the books and records relating thereto, or both, to remove all or any part of the such Collateral or the books and records relating thereto, or both, and to conduct sales of the such Collateral, without any obligation to pay Grantor or any other Person for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral owned or controlled by such Grantor to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the such Pledged Collateral as the Collateral Agent Secured Party may request, all in form and substance satisfactory to the Collateral AgentSecured Party, and furnish to the Collateral AgentSecured Party, or cause an issuer of such Pledged Collateral to furnish to the Collateral AgentSecured Party, any information regarding the such Pledged Collateral in such detail as the Collateral Agent Secured Party may specify; (d) take, or cause an issuer of Pledged Collateral owned or controlled by such Grantor to take, any and all actions necessary to register or qualify the such Pledged Collateral to enable the Collateral Agent Secured Party to consummate a public sale or other disposition of the such Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each such Grantor to prepare and deliver to the Collateral Agent and each LenderSecured Party, at any time, and from time to time, promptly upon the Collateral AgentSecured Party’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all AccountsAccounts owned or controlled by such Grantor; (ii) an aging of all such Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Debt and Security Agreement (TILT Holdings Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the applicable Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (JOINT Corp)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause (if within its control and, if not, use commercially reasonable efforts to cause) an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Kelly Services Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Lender after the occurrence of a Default, each Grantor will:: AUS:0041907/00169:445549v8 11 (a) assemble and make available to the Collateral Agent Lender the Collateral and all books and records relating thereto at any place or places specified by the Collateral AgentLender, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral AgentLender, by the Collateral AgentLender’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Lender may request, all in form and substance satisfactory to the Collateral AgentLender, and furnish to the Collateral AgentLender, or cause an issuer of Pledged Collateral to furnish to the Collateral AgentLender, any information regarding the Pledged Collateral in such detail as the Collateral Agent Lender may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Lender to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral AgentLender’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Macquarie CNL Global Income Trust, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence and during the continuance of a an Event of Default, each the Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a the Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each the Grantor to prepare and deliver to the Collateral Administrative Agent and each Canadian Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Ddi Corp)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Lender after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral Agent Lender the Collateral and all books and records relating thereto at any place or places specified by the Collateral AgentLender, whether at a such Grantor’s premises or elsewhere; (b) permit the Collateral AgentLender, by the Collateral AgentLender’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay such Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Lender may request, all in form and substance satisfactory to the Collateral AgentLender, and furnish to the Collateral AgentLender, or cause an issuer of Pledged Collateral to furnish to the Collateral AgentLender, any information regarding the Pledged Collateral in such detail as the Collateral Agent Lender may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Lender to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral AgentLender’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Security Agreement (Skyline Corp)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Lender after the occurrence of a Default, each the Grantor will: (a) assemble and make available to the Collateral Agent Lender the Collateral and all books and records relating thereto at any place or places specified by the Collateral AgentLender, whether at a the Grantor’s premises or elsewhere; (b) permit the Collateral AgentLender, by the Collateral AgentLender’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Lender may request, all in form and substance satisfactory to the Collateral AgentLender, and furnish to the Collateral AgentLender, or cause an issuer of Pledged Collateral to furnish to the Collateral AgentLender, any information regarding the Pledged Collateral in such detail as the Collateral Agent Lender may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Lender to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each the Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral AgentLender’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Koss Corp)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence and during the continuance of a an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify;; and (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Smithfield Foods Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent Lender after the occurrence of a Defaultan Event of Default and during the continuation thereof, each Grantor will: (a) assemble and make available to the Collateral Agent Lender the Collateral and all books and records relating thereto at any place or places specified by the Collateral AgentLender, whether at a such Grantor’s premises or elsewhere; (b) permit the Collateral AgentLender, by the Collateral AgentLender’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay such Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent Lender may request, all in form and substance satisfactory to the Collateral AgentLender, and furnish to the Collateral AgentLender, or cause an issuer of Pledged Collateral to furnish to the Collateral AgentLender, any information regarding the Pledged Collateral in such detail as the Collateral Agent Lender may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent Lender to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each such Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral AgentLender’s request, the following reports with respect to the applicable such Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Security Agreement (XTI Aerospace, Inc.)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Administrative Agent after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Administrative Agent, whether at a such Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay such Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Collateral Administrative Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Friedman Industries Inc)

Grantor’s Obligations Upon Default. Upon the request of the Collateral Agent after the occurrence of a Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Collateral Agent may specify; (d) take, or cause (if within its control and, if not within its control, use commercially reasonably efforts to cause) an issuer of Pledged Collateral to take, any and all reasonable actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each LenderSecured Party, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Sources: Pledge and Security Agreement (Kelly Services Inc)