Common use of Turnover of Collateral Clause in Contracts

Turnover of Collateral. Upon the Discharge of the ABL Obligations, the ABL Agents shall deliver to the Second Lien Agent or shall execute such documents as the Second Lien Agent may reasonably request (at the expense of the Second Lien Borrower) to enable the Second Lien Agent to have control over any Control Collateral still in the ABL Agents’ possession, custody, or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 below. Upon the Discharge of Second Lien Obligations, the Second Lien Agent shall deliver to the ABL Agents or shall execute such documents as the ABL Agents may reasonably request (at the expense of the ABL Borrowers) to enable the ABL Agents to have control over any Control Collateral still in the Second Lien Agent’s possession, custody or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct.

Appears in 3 contracts

Samples: Guarantee and Collateral Agreement (Sears Holdings Corp), Intercreditor Agreement (Sears Holdings Corp), Intercreditor Agreement (Sears Holdings Corp)

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Turnover of Collateral. Upon the Discharge of the ABL ObligationsObligations and as long as the Discharge of Term Obligations has not occurred, the ABL Agents Agent shall deliver to the Second Lien Term Agent or shall execute such documents as the Second Lien Term Agent may reasonably request (at the expense of the Second Lien BorrowerTerm Borrower in accordance with the terms of the Term Documents) to enable the Second Lien Term Agent to have control over any Control Collateral still in the ABL AgentsAgent’ possession, custody, or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 below. Upon the Discharge of Second Lien ObligationsTerm Obligations and as long as the Discharge of ABL Obligations has not occurred, the Second Lien Term Agent shall deliver to the ABL Agents Agent or shall execute such documents as the ABL Agents Agent may reasonably request (at the expense of the ABL BorrowersBorrower in accordance with the terms of the ABL Documents) to enable the ABL Agents Agent to have control over any Control Collateral still in the Second Lien Term Agent’s possession, custody or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 below.

Appears in 1 contract

Samples: Credit Agreement (Pier 1 Imports Inc/De)

Turnover of Collateral. Upon the Discharge of the ABL Obligations, the ABL Agents Agent shall deliver to the Second Lien Term Agent or shall execute such documents as the Second Lien Term Agent may reasonably request (at the expense of the Second Lien Term Borrower) to enable the Second Lien Term Agent to have control over any Control Collateral still in the ABL Agents’ Agent’s possession, custody, or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 below. Upon the Discharge of Second Lien Term Obligations, the Second Lien Term Agent shall deliver to the ABL Agents Agent or shall execute such documents as the ABL Agents Agent may reasonably request (at the expense of the ABL Borrowers) to enable the ABL Agents Agent to have control over any Control Collateral still in the Second Lien Term Agent’s possession, custody or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 hereof.

Appears in 1 contract

Samples: Intercreditor Agreement (Zale Corp)

Turnover of Collateral. Upon the Discharge of the ABL Obligations, the ABL Agents Agent shall deliver to the Second Lien Term Agent or shall execute such documents as the Second Lien Term Agent may reasonably request (at the expense of the Second Lien Term Borrower) to enable the Second Lien Term Agent to have control over any Control Collateral still in the ABL Agents’ Agent’s possession, custody, or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 below. Upon the Discharge of Second Lien Term Obligations, the Second Lien Term Agent shall deliver to the ABL Agents Agent or shall execute such documents as the ABL Agents Agent may reasonably request (at the expense of the ABL Borrowers) to enable the ABL Agents Agent to have control over any Control Collateral still in the Second Lien Term Agent’s possession, custody or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct., subject to the reinstatement provisions of Section 5.3 below. 26 Section 4.2

Appears in 1 contract

Samples: Intercreditor Agreement

Turnover of Collateral. Upon the Discharge of the ABL Obligations, the ABL Agents Agent shall deliver to the Second Lien Designated Notes Collateral Agent or shall execute such documents as the Second Lien Designated Notes Collateral Agent may reasonably request (at the expense of the Second Lien BorrowerIssuer) to enable the Second Lien Designated Notes Collateral Agent to have control over any Control Collateral still in the ABL Agents’ Agent’s possession, custody, or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 below. Upon the Discharge of Second Lien Notes Obligations, the Second Lien Agent Notes Collateral Agents shall deliver to the ABL Agents Agent or shall execute such documents as the ABL Agents Agent may reasonably request (at the expense of the ABL Borrowers) to enable the ABL Agents Agent to have control over any Control Collateral still in the Second Lien any Notes Collateral Agent’s possession, custody or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 below.

Appears in 1 contract

Samples: Intercreditor Agreement (Abercrombie & Fitch Co /De/)

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Turnover of Collateral. Upon the Discharge of the ABL Obligations, the ABL Agents Agent shall deliver to the Second Lien Term Agent or shall execute such documents as the Second Lien Term Agent may reasonably request (at the expense of the Second Lien Term Borrower) to enable the Second Lien Term Agent to have control over any Control Collateral still in the ABL Agents’ Agent’s possession, custody, or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 below. Upon the Discharge of Second Lien Term Obligations, the Second Lien Term Agent shall deliver to the ABL Agents Agent or shall execute such documents as the ABL Agents Agent may reasonably request (at the expense of the ABL Borrowers) to enable the ABL Agents Agent to have control over any Control Collateral still in the Second Lien Term Agent’s possession, custody or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 below.

Appears in 1 contract

Samples: Intercreditor Agreement (Abercrombie & Fitch Co /De/)

Turnover of Collateral. Upon the Discharge of the ABL Obligations, the ABL Agents Agent shall deliver to the Second Lien Term Agent or shall execute such documents as the Second Lien Term Agent may reasonably request (at the expense of the Second Lien BorrowerTerm Borrowers) to enable the Second Lien Term Agent to have control over any Control Collateral still in the ABL Agents’ Agent’s possession, custody, or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 below. Upon the Discharge of Second Lien Term Obligations, the Second Lien Term Agent shall deliver to the ABL Agents Agent or shall execute such documents as the ABL Agents Agent may reasonably request (at the expense of the ABL Borrowers) to enable the ABL Agents Agent to have control over any Control Collateral still in the Second Lien Term Agent’s possession, custody or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 hereof.

Appears in 1 contract

Samples: Intercreditor Agreement (Zale Corp)

Turnover of Collateral. Upon the Discharge of the ABL Obligations, the ABL Agents Agent shall deliver to the Second Lien Term Agent or shall execute such documents as the Second Lien Term Agent may reasonably request (at the expense of the Second Lien BorrowerTerm Borrower in accordance with the terms of the Term Documents) to enable the Second Lien Term Agent to have control over any Control Collateral still in the ABL AgentsAgent’ possession, custody, or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 below. Upon the Discharge of Second Lien Term Obligations, the Second Lien Term Agent shall deliver to the ABL Agents Agent or shall execute such documents as the ABL Agents Agent may reasonably request (at the expense of the Domestic ABL BorrowersBorrowers in accordance with the terms of the ABL Documents) to enable the ABL Agents Agent to have control over any Control Collateral still in the Second Lien Term Agent’s possession, custody or control in the same form as received with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct, subject to the reinstatement provisions of Section 5.3 below.

Appears in 1 contract

Samples: Abl Credit Agreement (Lands End Inc)

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