Perfection Actions definition

Perfection Actions. (i) the filing or recording of the Financing Statements, any mortgages to the extent required by the Indenture or any other Priority Lien Document, any Intellectual Property Security Agreement as set forth in Schedule 3, and any filings after the date hereof in any other jurisdiction as may be necessary under any Requirement of Law, (ii) the delivery to and continuing possession by the Collateral Agent of all Instruments and Pledged Securities a security interest in which is perfected by possession, (iii) the actions contemplated in the proviso in clause (y) of Section 3(b) and (iv) the obtaining and maintenance of “control” (as described in the UCC) by the Collateral Agent of all Deposit Accounts and Securities Accounts a security interest in which is perfected by control.
Sample 1
Perfection Actions. With respect to any Receivable, including, without limitation, any Receivable acquired by the Borrower pursuant to the PSA, each of the following actions: (i) the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdictions under the UCC as necessary in order to Perfect the security interest granted by the Borrower to the Agent in such Receivable and the proceeds thereof pursuant to Section 8.01, (ii) any other actions which are agreed upon in writing by the Borrower and the Agent in order to Perfect such security interest.
Sample 1
Perfection Actions means (i) in the case of all Collateral in which a security interest may be perfected by filing a financing statement under the UCC, the completion of the filings and other actions specified on Schedule 1 (which, in the case of all filings and other documents referred to on such schedule, have been filed or delivered to the Agent in completed and duly authorized form, as applicable); (ii) with respect to any Deposit Account and any Securities Account the execution of control agreements in form and substance satisfactory to the Agent; (iii) in the case of all Intellectual Property for which UCC filings are insufficient, all appropriate filings having been made with the United States Copyright Office or the United States Patent and Trademark Office, as applicable; (iv) in the case of “letter-of-credit rights” including those rights that are “supporting obligations” of Collateral, the execution of a Contractual Obligation in form and substance satisfactory to the Agent granting control to the Agent over such “letter-of-credit rights”; (v) in the case of “electronic chattel paper”, the completion of all steps necessary to grant control to the Agent over such “electronic chattel paper”; (vi) in the case of all “instruments” and “investment property”, the delivery thereof to the Agent of such “instruments” and “investment property” consisting of instruments and certificates, in each case properly endorsed for transfer to the Agent or in blank; (vii) in the case of all “investment property” not in certificated form, the execution of control agreements, in form and substance satisfactory to the Agent; and (viii) in the case of all “tangible chattel paper”, the delivery thereof to the Agent of such “tangible chattel paper”.
Sample 1

Examples of Perfection Actions in a sentence

  • The Parties further agree that any costs associated with the Perfection Actions (including, but not limited to, applicable stamp duties, registration fees, filing fees as well as judicial scrivener fees or patent attorney fees, if applicable) shall be borne by Newco.

  • In addition, notwithstanding anything to the contrary contained herein or in any other Credit Document, the Borrower and its Subsidiaries will not be required to perform any Excluded Perfection Actions.

  • Notwithstanding anything else in this Agreement to the contrary, no Grantor shall be required to take any Excluded Perfection Actions.

  • In addition, notwithstanding anything to the contrary contained herein or in any other Credit Document, the Parent and its Restricted Subsidiaries will not be required to perform any Excluded Perfection Actions.

  • Each Security Document (other than any Security Document relating solely to the Post-closing Perfection Actions) shall have been duly authorized, executed and delivered by the parties thereto and shall be in full force and effect on the Closing Date.

  • On the Closing Date, all filings, recordings, registrations and other actions (other than the Post-closing Perfection Actions) necessary or desirable to perfect and make valid and enforceable the Security Interests will have been taken or otherwise provided for in a manner reasonably satisfactory to the Representative subject to any exceptions permitted or contemplated by the Indenture and the Security Documents.

  • Whether or not the DIP Agent, in its sole discretion, chooses to take such Perfection Actions, the liens and security interests were deemed valid, perfected, allowed, enforceable, non-avoidable and not subject to challenge, dispute or subordination, at the time and on the date of entry of the Interim Order.

  • In addition, notwithstanding anything to the contrary contained herein or in any other Credit Document, the Parent Borrower and its Restricted Subsidiaries will not be required to perform any Excluded Perfection Actions.

  • In addition, the Borrower shall (or shall cause the Servicer to) prepare, authorize and record any applicable assignments or certificates necessary to Perfect the interest of the Agent in the Collateral in all related states; provided that with respect to the Receivables, the Borrower shall complete the Perfection Actions.

  • Submission and approval of measures, such as screening, mufflers and silencers to mitigate the noise impact of roof plant, to be installed prior to first occupation of the residential units and Opening for Trade in Phase 1.


More Definitions of Perfection Actions

Perfection Actions. (i) the filing or recording of the Financing Statements, the Mortgages, any Intellectual Property Security Agreement as set forth in Schedule 3, and any filings after the Closing Date in any other jurisdiction as may be necessary under any Requirement of Law, (ii) the delivery to and continuing possession by the Agent of all Instruments, Chattel Paper and Documents a security interest in which is perfected by possession, and (iii) the obtaining and maintenance of “control” (as described in the UCC) by the Agent of all Deposit Accounts, the Collateral Account and Electronic Chattel Paper a security interest in which is perfected by control.
Sample 1

Related to Perfection Actions

  • Perfection shall have corresponding meanings;

  • Perfection Certificates is defined in Section 5.1.

  • Perfection Certificate means a certificate in the form of Exhibit H hereto or any other form reasonably approved by the Collateral Agent, as the same shall be supplemented from time to time.

  • Excluded Perfection Assets means, collectively:

  • Agent’s Liens means the Liens granted by each Loan Party or its Subsidiaries to Agent under the Loan Documents and securing the Obligations.

  • Perfection Representations means the representations, warranties and covenants set forth in Schedule 1 attached hereto.

  • Perfection Requirements means the making or procuring of filings, stampings, registrations, notarisations, endorsements, translations and/or notifications of any Finance Document (and/or any Security created under it) necessary for the validity, enforceability (as against the relevant Obligor or any relevant third party) and/or perfection of that Finance Document.

  • UCC Filing Collateral means any Collateral, including Collateral constituting investment property, for which a security interest can be perfected by filing a UCC-1 financing statement.

  • Additional Collateral Documents as defined in the Base Intercreditor Agreement.

  • Financing Statements The meaning specified in Section 9-102(a)(39) of the UCC.

  • Collateral and Guarantee Requirement means, at any time, the requirement that:

  • Senior Collateral Documents means the Security Agreement and the other “Collateral Documents” as defined in the Credit Agreement, the First Lien Intercreditor Agreement (upon and after the initial execution and delivery thereof by the initial parties thereto) and each of the collateral agreements, security agreements and other instruments and documents executed and delivered by the Borrower or any other Grantor for purposes of providing collateral security for any Senior Obligation.

  • Credit Agreement Collateral Documents means the Security Agreement, the other Collateral Documents (as defined in the Credit Agreement) and each other agreement entered into in favor of the Credit Agreement Collateral Agent for the purpose of securing any Credit Agreement Obligations.

  • Transaction Liens means the Liens granted by the Lien Grantors under the Security Documents.

  • Second Priority Collateral Documents means the Noteholder Collateral Documents and any other agreement, document or instrument pursuant to which a Lien is now or hereafter granted securing any Second Priority Claims or under which rights or remedies with respect to such Liens are at any time governed.

  • ABL Collateral Documents means all “Security Documents” as defined in the Original ABL Credit Agreement, and all other security agreements, mortgages, deeds of trust and other collateral documents executed and delivered in connection with any ABL Credit Agreement, and any other agreement, document or instrument pursuant to which a Lien is granted securing any ABL Obligations or under which rights or remedies with respect to such Liens are governed, in each case as the same may be amended, supplemented, waived or modified from time to time.

  • Second Lien Collateral Documents means the “Security Documents” or “Collateral Documents” (as defined in the applicable Second Lien Documents) and any other agreement, document or instrument pursuant to which a Lien is granted securing any Second Lien Obligations or pursuant to which any such Lien is perfected.

  • First Lien Collateral Documents means the “Security Documents” or “Collateral Documents” or similar term (as defined in the applicable First Lien Loan Documents) and any other agreement, document or instrument pursuant to which a Lien is granted securing any First Lien Obligations or pursuant to which any such Lien is perfected.

  • Permitted Priority Liens means Liens permitted under any of the clauses (b), (c), (d), (e), (f) or (i) of Section 9.02.

  • First Priority Liens means all Liens that secure the First Priority Lien Obligations.

  • Perfection Certificate Supplement means a certificate supplement in the form of Exhibit L-2 or any other form approved by the Collateral Agent.

  • First Priority Documents means the First Priority Agreement, each First Priority Security Document and each First Priority Guarantee.

  • Collateral Documents means, collectively, the Security Agreement, the Holdings Pledge Agreement, each of the Mortgages, collateral assignments, security agreements, pledge agreements, intellectual property security agreements or other similar agreements delivered to the Administrative Agent pursuant to Section 4.02, Section 6.11 or Section 6.13, and each of the other agreements, instruments or documents that creates or purports to create a Lien in favor of the Collateral Agent for the benefit of the Secured Parties.

  • Pledge Agreement Collateral means all "Collateral" as defined in the Pledge Agreement.

  • Actions means all actions, litigation, complaints, claims, charges, accusations, investigations, petitions, suits, arbitrations, mediations or other proceedings, whether civil or criminal, at law or in equity, or before any arbitrator or Governmental Entity.

  • Third Party Reports With respect to any Mortgaged Property, the related Appraisal, Phase I environmental report, Phase II environmental report, seismic report or property condition report, if any.