Post-Closing Collateral Clause Samples
The Post-Closing Collateral clause establishes the requirements for providing or maintaining collateral after the closing of a transaction. Typically, this clause outlines the types of collateral that must be delivered, the timeline for delivery, and any ongoing obligations to perfect or update the collateral documentation. Its core practical function is to ensure that the secured party retains adequate protection for its interests even after the transaction has formally closed, thereby mitigating the risk of loss or default.
Post-Closing Collateral. To the extent the Company and the Guarantors are not able to execute and deliver all Security Documents required in connection with the creation and perfection of the Liens of the Collateral Agent on the Collateral (to the extent required by this Indenture or such Security Documents) on or prior to the Issue Date, the Company and the Guarantors will use their commercially reasonable efforts to have all security interests in the Collateral duly created and enforceable and perfected, to the extent required by this Indenture or such Security Documents, within the time period required by the Security Documents.
Post-Closing Collateral. The Borrower shall have satisfied, and shall have caused each Loan Party to have satisfied, the Term Loan Priority Collateral Requirements on or prior to (x) the date that is 90 days after the Closing Date (or such later date as may be agreed by the Administrative Agent in its sole discretion) with respect to Term Loan Priority Collateral consisting of Real Estate Collateral Properties and Related Real Estate Collateral located thereon, and (y) within 120 days after the Closing (or such later date as may be agreed by the Administrative Agent in its sole discretion) with respect to Term Loan Priority Collateral consisting of Related Real Estate Collateral located at Material Related Collateral Locations. After the Closing Date, the Borrower may substitute one or more fee-owned or ground leasehold interests in Real Estate (and the Equipment located thereon) for any Term Loan Priority Collateral on the Applicable Collateral List subject to the satisfaction of the terms and conditions set forth in Section 9.21, but provided that any such substitution prior to the completion of the requirements of the previous sentence shall not affect the amount of time permitted for taking any action required under this Section 5.25. In addition to the foregoing, Loan Parties shall deliver or cause to be delivered to the Administrative Agent on or before May 21, 2013 (unless the Administrative Agent, in its sole discretion, shall have agreed to any longer period), a lender’s loss payable endorsement for each of the property insurance policies (including Marine insurance policies insuring inventory) required to be maintained pursuant to Section 5.07, each in form and substance reasonably satisfactory to the Administrative Agent and naming the Administrative Agent as a loss payee and additional insured. Such endorsements shall, or the insurer shall otherwise agree in writing, to make the Administrative Agent a payee on any payment of a claim under such policies and provide for delivery of such payment directly to the ABL Facility Agent (subject to the rights of the Administrative Agent with respect to Term Loan Priority Collateral).
Post-Closing Collateral. The Company shall provide or cause to be provided:
(a) within 45 days after the Original Closing Date, such surveys and title insurance as may be reasonably requested by the Administrative Agent for the Property subject to the Mortgages;
(b) within 45 days after receipt of written request of the Administrative Agent made no earlier than six months after the Original Closing Date, a Mortgage granting an Acceptable Security Interest in any of the real estate of the Company and its Subsidiaries held for sale on the Original Closing Date that has not been sold as of the date of the Company's receipt of such notice and such surveys and title insurance for such real estate as the Administrative Agent may reasonably request;
(c) within 30 days after the Original Closing Date, (i) a Guaranty executed by the Company and the Guaranties described in Part II of Schedule 3.01(a)(iv) duly executed by the Guarantors party thereto, (ii) Pledge Agreements duly executed by the pledgors party thereto, pledging all of the equity interests held by the Company and its Subsidiaries in the Company's Material Domestic Subsidiaries not pledged as of the Original Closing Date and 66% of the equity interests held by the Company and its Subsidiaries in the Company's Material Foreign Subsidiaries, in each case together with stock certificates, stock powers executed in blank, UCC-1 financing statements, and any other documents, agreements, on instruments necessary to create an Acceptable Security Interest in such equity interests; (iii) Security Agreements duly executed by the Company and Pipelines, Incorporated granting to the Administrative Agent for the benefit of the Lenders a Lien in substantially all of the personal property of such Persons (other than personal property not subject to the Uniform Commercial Code ("UCC") and the MARAD Collateral) to secure the Obligations, in each case together with UCC-1 financing statements and any other documents, agreements, instruments or actions necessary at any time hereafter to create an Acceptable Security Interest in such pledged collateral, including any action required to comply with the Revised Article 9 of the UCC, (iv) the Vessel Mortgages executed by each of the Company and each of its Subsidiaries which owns a Vessel listed on Schedule 5.13 duly executed by the parties thereto, granting a Lien to the Administrative Agent for the benefit of the Lenders in such Vessels listed on Schedule 5.13 (which Schedule does not list the MARAD V...
Post-Closing Collateral. The Issuer and the Guarantors will take the actions required by Section 4.10 (Post-Closing Collateral Matters) of the Security Agreement.
Post-Closing Collateral. Notwithstanding anything herein to the contrary, certain matters relating to Collateral and Mortgaged Properties shall be completed by the Post Closing Collateral Date as provided in Section 10.08 of the Indenture.
Post-Closing Collateral. Within (a) 14 days after the Effective Date (or such longer period as agreed to by the Administrative Agent in its sole discretion), the Borrower shall deliver Control Agreements between the Collateral Agent and each depository bank with which the applicable Consolidated Company maintains a deposit account, (b) 21 days after the Effective Date (or such longer period as agreed to by the Administrative Agent in its sole discretion), the Borrower shall cause Intermet International, Inc. to execute and deliver a Deed of Pledge (which shall contain a waiver of the existing Deed of Pledge delivered in connection with the Existing Loan Agreement) and such other documents, and take all such actions as shall be necessary, for the Collateral Agent to receive a first priority, perfected pledge of 65% of the Capital Securities of Intermet Netherlands B.V.; in connection with such pledge, the Borrower shall deliver to the Administrative Agent and the Secured Parties an opinion of Dutch counsel in form and substance satisfactory to the Administrative Agent and (c) 30 days after the Effective Date (or such longer period as agreed to by the Administrative Agent in its sole discretion), the Borrower shall (x) execute and deliver, and cause Tool Products, Inc. or Intermet International, Inc. to execute and deliver, a pledge agreement and such other documents, and take all such actions as shall be necessary, for the Collateral Agent to receive a first priority, perfected pledge of 65% of the Capital Securities of ▇▇▇▇▇▇▇ Inter-met Machining, S. de ▇.
Post-Closing Collateral. After the Closing Date, Borrower shall concurrently take the actions contemplated by clauses (a) through (e) of Section 1.02 above with respect to any and all additional collateral acquired by Borrower (including, without limitation, any newly issued Equity Interests of a Pledged Entity, any conversion of a pre-existing Equity Interest, and any Non-Cash Distributions (defined herein), as applicable).
Post-Closing Collateral. To the extent not completed prior to the Issue Date, the Issuer or the applicable Guarantor will take the actions and satisfy the requirements set forth on Schedule B on or prior to the date set forth on Schedule B with respect to each Mortgaged Property listed on Schedule A. At any time that the Company or any Guarantor shall acquire or own any real property with a fair market value in excess of $2,000,000 which does not constitute Excluded Property and which is not subject to a Mortgage in favor of the Collateral Agent for the benefit of the Noteholder Secured Parties, the Company or such Guarantor shall within one-hundred eighty (180) days after the acquisition of such real property, duly execute and deliver to the Collateral Agent counterparts of a Mortgage together with other items set forth in Schedule B, with respect to any such real property.
Post-Closing Collateral. It is acknowledged and agreed that:
(a) on the Issue Date, the Notes and the Note Guarantees will be secured only by a First Priority Lien in 100% of the Capital Stock of the Company; and
(b) the Company shall cause the Notes and the Note Guarantees to be secured by First Priority Liens over all other Collateral within 120 days following the Issue Date; provided that in the event that the Company shall fail to cause the Notes and the Notes Guarantees to be secured by a First Priority Lien over any of the other Collateral within 120 days following the Issue Date and such failure to cause is due solely to governmental restrictions imposed as a consequence of the COVID-19 pandemic, such 120 day period shall be extended such that it ends 30 days after the first Business Day after the cessation of the governmental restrictions imposed as a consequence of the COVID-19 pandemic.
Post-Closing Collateral. Within ninety (90) days after Closing, provide Holders with a fully-executed leasehold mortgage in respect to its leaseholds in Cincinnati, Ohio, Staten Island, New York and College Station, Texas, in the form of Exhibit 1.02(e) hereof.