Personal Property Collateral. The Administrative Agent shall have received: (i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC filings in the jurisdiction of incorporation or formation, as applicable, of each Credit Party and each jurisdiction where a filing would need to be made in order to perfect the Administrative Agent’s security interest in the Collateral and copies of the financing statements on file in such jurisdictions and (B) tax lien and judgment searches; (ii) searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property; (iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s security interest in the Collateral; (iv) stock or membership interest certificates, if any, evidencing the Equity Interests pledged to the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers duly executed in blank; and (v) to the extent required to be delivered pursuant to the terms of the Security Documents, all instruments, documents and chattel paper in the possession of any of the Credit Parties, together with allonges or assignments as may be necessary or appropriate to perfect the Administrative Agent’s and the Lenders’ security interest in the Collateral.
Appears in 4 contracts
Sources: Credit Agreement (Fluent, Inc.), Credit Agreement (Fluent, Inc.), Credit Agreement (Fluent, Inc.)
Personal Property Collateral. The Administrative Agent shall have received, in form and substance reasonably satisfactory to the Administrative Agent:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC filings in the jurisdiction of incorporation or formation, as applicable, of each Credit Party and each jurisdiction where a filing would need to be made in order to perfect the Administrative Agent’s security interest in the Collateral and Loan Party, copies of the financing statements on file in such jurisdictions and evidence that no Liens exist other than Permitted Liens and (B) tax lien lien, judgment and judgment bankruptcy searches;
(ii) searches of ownership of material Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as reasonably requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;
(iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, required by Law to perfect the Administrative Agent’s security interest in the Collateral;
(iv) stock or membership interest certificates, if any, evidencing the Pledged Equity Interests pledged to the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers duly executed in blank; in each case to the extent such Pledged Equity is certificated; and
(v) to the extent required to be delivered delivered, filed, registered or recorded pursuant to the terms and conditions of the Security Collateral Documents, all instruments, documents and chattel paper in the possession of any of the Credit Loan Parties, together with allonges or assignments as may be necessary or appropriate to create and perfect the Administrative Agent’s and the Lenders’ security interest in the Collateral.;
Appears in 4 contracts
Sources: Credit Agreement (Nuvasive Inc), Credit Agreement (Nuvasive Inc), Credit Agreement (Nuvasive Inc)
Personal Property Collateral. The Receipt by the Administrative Agent shall have receivedof the following:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC Uniform Commercial Code filings in the jurisdiction of incorporation or formation, as applicable, formation of each Credit Loan Party and each other jurisdiction where a filing would need to be made in order to perfect deemed appropriate by the Administrative Agent’s security interest in the Collateral and copies of the financing statements on file in such jurisdictions and (B) tax lien and judgment searches;
(ii) searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;
(iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s security interest in the Collateral;
(iviii) stock or membership interest certificates, if any, all certificates evidencing the any certificated Equity Interests pledged to, and in the case of Equity Interests of Foreign Subsidiaries, to the extent required by, the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers Security Agreement, together with duly executed in blank; and, undated stock powers attached thereto (unless, with respect to the pledged Equity Interests of any Foreign Subsidiary, such stock powers are deemed unnecessary by the Administrative Agent in its discretion under the Law of the jurisdiction of organization of such Person);
(iv) searches of ownership of, and Liens on, United States registered intellectual property of each Loan Party in the appropriate governmental offices;
(v) to duly executed notices of grant of security interest in the extent form required to be delivered pursuant to the terms of by the Security DocumentsAgreement as are necessary, all instruments, documents and chattel paper in the possession of any of the Credit PartiesAdministrative Agent’s discretion, together with allonges or assignments as may be necessary or appropriate to perfect the Administrative Agent’s and the Lenders’ security interest in the CollateralUnited States registered intellectual property of the Loan Parties; and
(vi) in the case of any personal property Collateral located at a premises leased by a Loan Party, such estoppel letters, consents and waivers from the landlords on such real property as may be required by the Administrative Agent.
Appears in 2 contracts
Sources: Credit Agreement (Synnex Corp), Credit Agreement (Synnex Corp)
Personal Property Collateral. The Administrative Agent shall have received, in form and substance satisfactory to the Administrative Agent:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC filings in the jurisdiction of incorporation or formation, as applicable, of each Credit Loan Party and each jurisdiction where any Collateral is located or where a filing would need to be made in order to perfect the Administrative Agent’s security interest in the Collateral and Collateral, copies of the financing statements on file in such jurisdictions and evidence that no Liens exist other than Permitted Liens and (B) tax lien lien, judgment and judgment bankruptcy searches;
(ii) searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;
(iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s security interest in the Collateral;
(iv) stock or membership interest certificates, if any, evidencing the Pledged Equity Interests pledged to the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers duly executed in blank; andin each case to the extent such Pledged Equity is certificated;
(v) [reserved];
(vi) to the extent required to be delivered delivered, filed, registered or recorded pursuant to the terms and conditions of the Security Collateral Documents, all instruments, documents and chattel paper in the possession of any of the Credit Loan Parties, together with allonges or assignments as may be necessary or appropriate to create and perfect the Administrative Agent’s and the Lenders’ security interest in the Collateral; and
(vii) Statement of Purpose for a Credit Extension Secured by Margin Stock (Federal Reserve Form U–1).
Appears in 2 contracts
Sources: Credit Agreement (Agilysys Inc), Credit Agreement (Agilysys Inc)
Personal Property Collateral. The Administrative Agent shall have received, in form and substance satisfactory to the Administrative Agent:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC Uniform Commercial Code filings in the jurisdiction of the State of incorporation or formation, as applicable, organization of each Credit Party and each other jurisdiction where a filing would need to be made in order to perfect deemed necessary by the Administrative Agent’s security interest in the Collateral and , copies of the financing statements on file in such jurisdictions and (B) tax lien and judgment searchesevidence that no Liens exist other than Permitted Liens;
(ii) UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s security interest in the Collateral;
(iii) all stock certificates, if any, evidencing the Capital Stock pledged to the Administrative Agent pursuant to the Pledge Agreement, together with duly executed in blank undated stock powers attached thereto;
(iv) searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;
(iiiv) completed UCC financing statements for each appropriate jurisdiction such patent/trademark/copyright filings as is necessary, in requested by the Administrative Agent’s sole discretion, Agent in order to perfect the Administrative Agent’s security interest in the CollateralIntellectual Property;
(ivvi) stock or membership interest certificates, if any, evidencing the Equity Interests pledged to the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers duly executed in blank; and
(v) to the extent required to be delivered pursuant to the terms of the Security Documents, all instruments, documents instruments and chattel paper in the possession of any of the Credit Parties, if any, together with allonges or assignments as may be necessary or appropriate to perfect the Administrative Agent’s and the Lenders’ security interest in the Collateral; and
(vii) to the extent requested by the Administrative Agent, copies of any Material Contract.
Appears in 1 contract
Personal Property Collateral. The Subject to the penultimate paragraph of this Section 4.1, the Administrative Agent shall have received, in form and substance reasonably satisfactory to the Administrative Agent:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC filings in the jurisdiction of incorporation or formation, as applicable, of each Credit Party the Company and each jurisdiction where a filing would need to be made in order to perfect the Administrative Agent’s security interest in the Collateral and Company Guarantor, copies of the financing statements on file in such jurisdictions and evidence that no Liens exist other than Permitted Liens and (B) tax lien and judgment searches;
(ii) searches of ownership of Intellectual Property Collateral in the appropriate governmental or other administrative offices and such patent/trademark/, trademark and copyright filings as reasonably requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual PropertyProperty Collateral;
(iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s security interest in the Collateral, for the benefit of the Secured Parties;
(iv) stock or membership interest certificates, if any, evidencing the Equity Interests pledged to the Administrative Agent pursuant to the Security Agreement or any Foreign Pledge Agreement and undated stock or transfer powers duly executed in blank;
(v) duly executed consents as are necessary, in the Administrative Agent’s reasonable discretion, to perfect the Administrative Agent’s security interest in the Collateral, for the benefit of the Secured Parties; and
(vvi) to the extent required to be delivered pursuant to the terms of the Security Documents, all instruments, documents and chattel paper in the possession of any of the Credit Parties, together with allonges or assignments as may be necessary or appropriate to perfect the Administrative Agent’s and the Lenders’ security interest in the Collateral, for the benefit of the Secured Parties.
Appears in 1 contract
Sources: Credit Agreement (Itron Inc /Wa/)
Personal Property Collateral. The Administrative Agent shall have received, in form and substance satisfactory to the Administrative Agent:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC filings in the jurisdiction of incorporation or formation, as applicable, of each Credit Loan Party and each jurisdiction where any Collateral is located or where a filing would need to be made in order to perfect the Administrative Agent’s security interest in the Collateral and Collateral, copies of the financing statements on file in such jurisdictions and evidence that no Liens exist other than Permitted Liens and (B) tax lien lien, judgment and judgment bankruptcy searches;
(ii) searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;
(iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s security interest in the Collateral;
(iv) stock or membership interest certificates, if any, evidencing the Pledged Equity Interests pledged to the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers duly executed in blank; andin each case to the extent such Pledged Equity is certificated;
(v) to the extent required to be delivered pursuant to the terms of the Security Collateral Documents, all instruments, documents and chattel paper in the possession of any of the Credit Loan Parties, together with allonges or assignments as may be necessary or appropriate to perfect the Administrative Agent’s and the Lenders’ security interest in the Collateral; and (vi) Qualifying Control Agreements satisfactory to the Administrative Agent to the extent required to be delivered pursuant to Section 6.14.
Appears in 1 contract
Personal Property Collateral. The Administrative Agent shall have received, in form and substance satisfactory to the Administrative Agent:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC filings in the jurisdiction of incorporation or formation, as applicable, of each Credit Party and each jurisdiction the Borrower or where a filing would need to be made in order to perfect the Administrative Agent’s security interest in the Collateral and Collateral, copies of the financing statements on file in such jurisdictions and evidence that no Liens exist other than Permitted Liens and Liens existing in connection with the Existing Credit Agreement (which shall be terminated promptly following the Closing Date) and (B) tax lien lien, judgment and judgment bankruptcy searches;
(ii) searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;
(iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s security interest in the Collateral;
(iviii) stock or membership interest certificates, if any, evidencing the Pledged Equity Interests pledged to the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers duly executed in blank; in each case to the extent such Pledged Equity is certificated; and
(viv) to the extent required to be delivered delivered, filed, registered or recorded pursuant to the terms and conditions of the Security Collateral Documents, all instruments, documents and chattel paper in the possession of any of the Credit PartiesBorrower, together with allonges or assignments as may be necessary or appropriate to create and perfect the Administrative Agent’s and the Lenders’ security interest in the Collateral.;
Appears in 1 contract
Sources: Credit Agreement (PJT Partners Inc.)
Personal Property Collateral. The Administrative Agent shall have received, in form and substance satisfactory to the Administrative Agent:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC filings in the jurisdiction of incorporation or formation, as applicable, of each Credit Loan Party and each jurisdiction where any Collateral is located or where a filing would need to be made in order to perfect the Administrative Agent’s security interest in the Collateral and Collateral, copies of the financing statements on file in such jurisdictions and evidence that no Liens exist other than Permitted Liens and (B) tax lien lien, judgment and judgment bankruptcy searches;
(ii) searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;
(iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s security interest in the Collateral;
(iv) stock or membership interest certificates, if any, evidencing the Pledged Equity Interests pledged to the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers duly executed in blank; andin each case to the extent such Pledged Equity is certificated;
(v) to the extent required to be delivered pursuant to the terms of the Security Collateral Documents, all instruments, documents and chattel paper in the possession of any of the Credit Loan Parties, together with allonges or assignments as may be necessary or appropriate to perfect the Administrative Agent’s and the Lenders’ security interest in the Collateral; and
(vi) Qualifying Control Agreements satisfactory to the Administrative Agent to the extent required to be delivered pursuant to Section 6.14.
Appears in 1 contract
Personal Property Collateral. The Administrative Agent shall have received, in form and substance satisfactory to the Administrative Agent:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC filings in the jurisdiction of incorporation or formation, as applicable, of each Credit Party and each jurisdiction or where a filing would need to be made in order to perfect the Administrative Agent’s security interest in the Collateral and Collateral, copies of the financing statements on file in such jurisdictions and evidence that no Liens exist other than Permitted Liens and (B) tax lien and judgment searches;
(ii) searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;
(iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s security interest in the Collateral;
(iv) stock or membership interest certificates, if any, evidencing the certificated Equity Interests pledged to the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers duly executed in blank; and;
(v) to the extent required to be delivered pursuant to the terms of the Security Documents, all instruments, documents and chattel paper in the possession of any of the Credit Parties, together with allonges or assignments as may be necessary or appropriate to perfect the Administrative Agent’s and the Lenders’ security interest in the CollateralCollateral (excluding all instruments, documents and chattel paper received in the ordinary course of the business of the Borrower and its Subsidiaries).
Appears in 1 contract
Sources: Credit Agreement (Ezcorp Inc)
Personal Property Collateral. The Administrative Agent shall have received, in form and substance satisfactory to the Administrative Agent:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC filings in the jurisdiction of incorporation or formation, as applicable, of each Credit Loan Party and each jurisdiction where any Collateral is located or where a filing would need to be made in order to perfect the Administrative Agent’s security interest in the Collateral and Collateral, copies of the financing statements on file in such jurisdictions and evidence that no Liens exist other than Permitted Liens and (B) tax lien lien, judgment and judgment bankruptcy searches;
(ii) searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;
(iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s security interest in the Collateral;
(iv) stock or membership interest certificates, if any, evidencing the Pledged Equity Interests pledged to the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers duly executed in blank; in each case to the extent such Pledged Equity is certificated; and
(v) to the extent required to be delivered pursuant to the terms of the Security Collateral Documents, all instruments, documents and chattel paper in the possession of any of the Credit Loan Parties, together with allonges or assignments as may be necessary or appropriate to perfect the Administrative Agent’s and the Lenders’ security interest in the Collateral.
Appears in 1 contract
Sources: Credit Agreement (Ixia)
Personal Property Collateral. The Administrative Agent shall have received:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC filings in such jurisdictions as deemed appropriate by the jurisdiction Administrative Agent, copies of incorporation or formation, as applicable, the financing statements on file in such jurisdictions and evidence that no Liens exist other than Permitted Liens;
(ii) proper financing statements in form appropriate for filing under the UCC in the jurisdictions of organization of each Credit Party and each jurisdiction where a filing would need to be made in order Party, to perfect the Administrative Agent’s security interest in the Collateral and copies for the benefit of the financing statements on file in such jurisdictions and (B) tax lien and judgment searches;
(ii) searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual PropertySecured Creditors;
(iii) completed UCC financing statements for searches of ownership of, and Liens on, the IP Rights of each appropriate jurisdiction as is necessary, Credit Party in the Administrative Agent’s sole discretionappropriate United States governmental offices;
(iv) if applicable, all certificates evidencing any Pledged Equity, together with duly executed in blank, undated stock powers attached thereto;
(v) duly executed notices for filing with the United States Patent and Trademark Office and United States Copyright Office of the grant of security interest in patents, trademarks and/or copyrights, each in the form required by the Security Agreement, to perfect the Administrative Agent’s security interest in the CollateralCollateral for the benefit of the Secured Creditors;
(ivvi) stock or membership interest certificates, if any, evidencing the Equity Interests pledged to the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers duly executed in blank; and
(v) to the extent required to be delivered pursuant to the terms of the Security Documentsapplicable, all instruments, documents debt instruments and chattel paper in the possession of any of the Credit Parties, together with allonges or assignments as may required to be necessary or appropriate pledged and delivered to perfect the Administrative Agent under the Security Agreement; and
(vii) a perfection certificate, in form and substance reasonably acceptable to the Administrative Agent’s , executed and delivered on behalf of the Lenders’ security interest in Credit Parties by an Authorized Officer of the CollateralBorrower.
Appears in 1 contract
Sources: Credit Agreement (Epiq Systems Inc)
Personal Property Collateral. The Administrative Agent shall have received, in form and substance satisfactory to the Administrative Agent:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC filings in the jurisdiction of incorporation or formation, as applicable, of each Credit Loan Party and each jurisdiction where any Collateral is located or where a filing would need to be made in order to perfect the Administrative Agent’s security interest in the Collateral and Collateral, copies of the financing statements on file in such jurisdictions and evidence that no Liens exist other than Permitted Liens and (B) tax lien lien, judgment and judgment bankruptcy searches;
(ii) searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;
(iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s security interest in the Collateral;
(iv) stock or membership interest certificates, if any, evidencing the Pledged Equity Interests pledged to the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers duly executed in blank; and, in each case to the extent such Pledged Equity is certificated;
(v) [reserved]
(vi) to the extent required to be delivered delivered, filed, registered or recorded pursuant to the terms and conditions of the Security Collateral Documents, all instruments, documents and chattel paper in the possession of any of the Credit Loan Parties, together with allonges or assignments as may be necessary or appropriate to create and perfect the Administrative Agent’s and the Lenders’ security interest in the Collateral.;
(vii) [reserved];
Appears in 1 contract
Personal Property Collateral. The Administrative Agent shall have received, in form and substance satisfactory to the Administrative Agent:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC filings in the jurisdiction of incorporation or formation, as applicable, of each Credit Party and each jurisdiction where a filing would need to be made in order to perfect the Administrative Agent’s security interest in the Collateral and copies of the financing statements on file in such jurisdictions and (B) tax lien lien, judgment and judgment pending litigation searches;
(ii) searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;
(iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s security interest in the Collateral;
(iviii) stock or membership interest certificates, if any, evidencing the Equity Interests Capital Stock pledged to the Administrative Agent pursuant to the Pledge Agreement Agreement, and duly executed in blank undated stock or transfer powers powers;
(iv) duly executed consents as are necessary, in blank; andthe Administrative Agent’s sole discretion, to perfect the Lenders’ security interest in the Collateral;
(v) to the extent required to be delivered pursuant to the terms of the Security Documentsconstituting Collateral, all instruments, documents instruments and chattel paper with an individual face amount in excess of $1,000,000 in the possession of any of the Credit Parties, together with allonges or assignments as may be necessary or appropriate to perfect the Administrative Agent’s and the Lenders’ security interest in the Collateral;
(vi) searches of ownership of Credit Party Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as reasonably requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;
(vii) Deposit Account Control Agreements reasonably satisfactory to the Administrative Agent with respect to each deposit account, except Excluded Accounts and to the extent otherwise determined by the Administrative Agent; and
(viii) Securities Account Control Agreements satisfactory to the Administrative Agent with respect to each securities account, except Excluded Accounts and to the extent otherwise determined by the Administrative Agent.
Appears in 1 contract
Sources: Credit Agreement (Eclipsys Corp)
Personal Property Collateral. The Receipt by the Administrative Agent shall have receivedof:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC Uniform Commercial Code filings in the jurisdiction of incorporation or formation, as applicable, the chief executive office of each Credit Party Obligor and each jurisdiction where any Collateral is located or where a filing would need to be made in order to perfect the Administrative Agent’s 's security interest in the Collateral and Collateral, copies of the financing statements on file in such jurisdictions and (B) tax lien and judgment searchesevidence that no Liens exist other than Permitted Liens;
(ii) duly executed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent's commercially reasonable judgment, to perfect the Administrative Agent's security interest in the Collateral;
(iii) searches of ownership of Intellectual Property intellectual property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;
(iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s 's security interest in the Collateral;
(iv) all stock or membership interest certificates, if any, certificates evidencing the Equity Interests Capital Stock pledged to the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers Agreement, together with duly executed in blank; andblank undated stock powers attached thereto;
(v) to the extent required to be delivered pursuant to the terms of the Security Documents, all instruments, documents instruments and chattel paper in the possession of any of the Credit PartiesObligors, together with allonges or assignments as may be necessary or appropriate to perfect the Administrative Agent’s and the Lenders’ 's security interest in the CollateralCollateral to the extent required under the Security Agreement; and
(vi) Lockbox Agreements with respect to all deposit accounts of the Obligors, except for pett▇ ▇▇▇h and payroll accounts.
Appears in 1 contract
Sources: Credit Agreement (Industrial Distribution Group Inc)
Personal Property Collateral. The Administrative Agent shall have received, in form and substance satisfactory to the Administrative Agent:
(i) (A) to the extent applicable under applicable law with respect to a Credit Party, searches of UCC filings in the jurisdiction of incorporation or formation, as applicable, of each Credit Loan Party and each jurisdiction where any material portion of the Collateral is located or where a filing would need to be made in order to perfect the Administrative Agent’s security interest in the Collateral and Collateral, copies of the financing statements on file in such jurisdictions and evidence that no Liens exist other than Permitted Liens and (B) tax lien lien, judgment and judgment bankruptcy searches;
(ii) searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Administrative Agent in order to perfect the Administrative Agent’s security interest in the Intellectual Property;; 174721465
(iii) completed UCC financing statements for each appropriate jurisdiction as is necessary, in the Administrative Agent’s sole discretion, to perfect the Administrative Agent’s security interest in the Collateral;
(iv) stock or membership interest certificates, if any, evidencing the Pledged Equity Interests pledged to the Administrative Agent pursuant to the Pledge Agreement and undated stock or transfer powers duly executed in blank; in each case to the extent such Pledged Equity is certificated; and
(v) to the extent required to be delivered delivered, filed, registered or recorded pursuant to the terms and conditions of the Security Collateral Documents, all instruments, documents and chattel paper in the possession of any of the Credit Loan Parties, together with allonges or assignments as may be necessary or appropriate to create and perfect the Administrative Agent’s and the Lenders’ security interest in the Collateral.
Appears in 1 contract