CERTAIN COLLATERAL DOCUMENTS Sample Clauses

CERTAIN COLLATERAL DOCUMENTS. The Agent shall have received all ---------------------------- other notices, consents, waivers, estoppel certificates and other documents relating to the Collateral or the Collateral Documents that the Agent may request.
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CERTAIN COLLATERAL DOCUMENTS. 1. Stock certificates relating to 65% of the voting stock (to the extent certificated) of first-tier Foreign Subsidiaries of Domestic Loan Parties existing on the Closing Date and stock powers related thereto 2. Counterpart signature pages to the Global Intercompany Note signed by all Subsidiaries of VNUHF that are debtors under intercompany debt
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CERTAIN COLLATERAL DOCUMENTS. Dutch law notarial deed of amendment relating to (i) the pledge of shares dated 9 August 2006 made between VNU Intermediate Holding B.V. as Pledgor, Citibank N.A. as Pledgee and Xxxxxxx Holding and Finance B.V. as the Company (all as defined therein); (ii) the pledge of shares dated 9 August 2006 made between Xxxxxxx Holding and Finance B.V. as Pledgor, Citibank N.A. as Pledgee and VNU International B.V. (all as defined therein), (iii) the intercompany receivables pledge dated 9 August 2006 made between, amongst others, The Xxxxxxx Company B.V. (formerly known as VNU Group B.V.), VNU Intermediate Holding B.V., Xxxxxxx Holding and Finance B.V. (formerly known as VNU Holding and Finance B.V.) and VNU International B.V. as Pledgors and Citibank, N.A. as Pledgee (all as defined therein); and (iv) the intercompany receivables pledge date 13 February 2009 made between AGB Xxxxxxx Media Research B.V. as the Pledgor and Citibank, N.A. as the Pledgee (all as defined therein). SCHEDULE 9.02 ADMINISTRATIVE AGENT’S OFFICE, CERTAIN ADDRESSES FOR NOTICES Administrative Agent’s Address: Xxxxxxx Xxxxx Lending Partners LLC c/o Goldman, Sachs & Co. 00 Xxxxxx Xxxxxx, 36th Floor Jersey City, NJ 07302 Attention: Xxxxxx Xxxxxxx Fax: (000) 000-0000 Collateral Agent’s Address: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 0xx Xxxxx Xxx Xxxx, Xxx Xxxx, 00000 Attention: Xxxx Xxxxx Telecopy: (000) 000-0000 Email: xxxxxxxx.x.xxxxx@xxxxxxxxx.xxx Borrowers’ Address: Xxxxxxx Finance LLC 000 Xxxxxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxx Telephone: 0-000-000-0000 Facsimile: 0-000-000-0000 xxxxxxx@xxxxxx.xxx With copies to: O’Melveny & Xxxxx LLP Xxxxx Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxxxx Xxxxxx, Esq. Telephone: (000) 000-0000 Facsimile: (000) 000-0000
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CERTAIN COLLATERAL DOCUMENTS. 1. A Mortgage for each of the following parcels of Real Property (each a “Mortgaged Property”):
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CERTAIN COLLATERAL DOCUMENTS. Items required under Section 6.13(c) of the Credit Agreement with respect to Halyard North Carolina, Inc.’s property located at 000 Xxxxx Xxxxxxxxxx Rd., Linwood, North Carolina 27299. Intellectual Property Security Agreements, covering any owned United States Patents, Trademarks and Copyrights, as applicable, executed by the Borrower and the Guarantors, as applicable. Stock certificate number 3 representing 325 shares of the Capital Stock of Halyard Health South Africa Pte. Ltd. Promissory notes evidencing the loans set forth under Item 2 on Schedule 1.01E, to the extent pledged pursuant to the Security Agreement SCHEDULE 7.01(b) EXISTING LIENS Cash Pool Agreement dated as of August 27, 2014, by and among Halyard Health, Inc., Halyard Nederland B.V., and Bank Mendes Xxxx N.V.
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CERTAIN COLLATERAL DOCUMENTS. The Administrative Agent shall have received each of the following in form and substance reasonably satisfactory to the Administrative Agent and the Majority Lenders:
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CERTAIN COLLATERAL DOCUMENTS. The Lenders shall have received counterparts of each of the following, each dated on or before the Effective Date, in form and substance reasonably satisfactory to the Requisite Lenders:
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CERTAIN COLLATERAL DOCUMENTS. 1. First Lien Pledge Agreement, dated as of the date hereof by and among LCPR VENTURES LLC, a Delaware limited liability company, LCPR CAYMAN HOLDINGS INC., a company incorporated under the laws of the Cayman Islands, and The Bank of Nova Scotia, as administrative agent and collateral agent, for the Secured Parties.
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CERTAIN COLLATERAL DOCUMENTS. Prior to the Closing Date, the Company shall deliver to Parent (i) counterpart signature pages to the Stockholders Agreement, executed by each Stockholder who will receive Parent Stock in the Merger, and (ii) a noncompetition agreement, substantially in the form attached hereto as Exhibit 6.3(ii) (a "Noncompetition Agreement"), executed by John L. Hilt, and Parent shall countersign such Noncompetition Agreexxxx xx xx xrior to the Closing Date. Notwithstanding anything to the contrary herein, it shall be a condition to a Stockholder's right to receive shares of Parent Stock pursuant to the Merger that such Stockholder shall have executed and delivered to Parent a counterpart signature page to the Stockholders Agreement. In the event a Stockholder does not so execute and deliver a counterpart signature page to the Stockholders Agreement, such Stockholder shall not be entitled to receive any shares of Parent Stock in the Merger and shall receive, in lieu thereof, cash in an amount equal to the product of (a) the shares of Parent Stock such Stockholder would have been entitled to and (b) the Determination Price.
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Related to CERTAIN COLLATERAL DOCUMENTS

  • Collateral Documents The provisions of the Collateral Documents are effective to create in favor of the Administrative Agent for the benefit of the Secured Parties a legal, valid and enforceable first priority Lien (subject to Liens permitted by Section 7.01) on all right, title and interest of the respective Loan Parties in the Collateral described therein. Except for filings completed prior to the Closing Date and as contemplated hereby and by the Collateral Documents, no filing or other action will be necessary to perfect or protect such Liens.

  • Execution of Collateral Documents The Lenders hereby empower and authorize the Agent to execute and deliver to the Borrower on their behalf the Collateral Documents and all related financing statements and any financing statements, agreements, documents or instruments as shall be necessary or appropriate to effect the purposes of the Collateral Documents.

  • Release of Liens on Collateral (a) The Collateral Trustee’s Liens upon the Collateral will be automatically released:

  • Security Documents The due and punctual payment of the principal of, interest, Additional Amounts and premium, if any, on the Notes and any Note Guarantee when and as the same shall be due and payable, whether on an interest payment date, at maturity, by acceleration, repurchase, redemption or otherwise, and interest on the overdue principal of and interest and Additional Amounts (to the extent permitted by law), if any, on the Notes and any Note Guarantee and performance of all other obligations of the Issuer and any Guarantor to the Holders of Notes, the Trustee and the Security Agent under this Indenture, the Notes and any Note Guarantee, according to the terms hereunder or thereunder, are secured as provided in the Collateral Documents and the Intercreditor Agreement. Each Holder of Notes, by its acceptance thereof, consents and agrees to the terms of the Collateral Documents and the Intercreditor Agreement and any additional intercreditor agreement (including, without limitation, the provisions providing for foreclosure and release of Collateral and authorizing the Security Agent to enter into any Collateral Document on its behalf) as the same may be in effect or may be amended from time to time in accordance with its terms and authorizes and directs the Security Agent to enter into the Collateral Documents and the Intercreditor Agreement and any additional intercreditor agreement and to perform its obligations and exercise its rights thereunder in accordance therewith. The Issuer will deliver to the Trustee copies of all documents delivered to the Security Agent pursuant to the Collateral Documents, and the Issuer and the Parent will, and the Parent will cause each of its Restricted Subsidiaries to, do or cause to be done all such acts and things as may be required, or which the Security Agent from time to time may reasonably request, to assure and confirm to the Trustee that the Security Agent holds, for the benefit of the Trustee and the Holders, duly created, enforceable and perfected Liens as contemplated hereby and by the Collateral Documents and the Intercreditor Agreement, so as to render the same available for the security and benefit of this Indenture and of the Notes and any Note Guarantee secured hereby, according to the intent and purposes herein expressed. The Issuer and any Guarantor will each take, and will cause their respective Restricted Subsidiaries to take (including as may be requested by the Trustee) any and all actions reasonably required to cause the Collateral Documents and the Intercreditor Agreement to create and maintain, as security for the Obligations of the Issuer and any Guarantor hereunder, in respect of the Collateral, valid and enforceable perfected Liens in and on such Collateral ranking in right and priority of payment as set forth in the Intercreditor Agreement and subject to no other Liens other than as permitted by the terms of this Indenture and the Intercreditor Agreement.

  • Collateral Documents and Guaranties Each Lender (which term shall include, for purposes of this Section 8.6, any Hedge Agreement Counterparty) hereby further authorizes Administrative Agent, on behalf of and for the benefit of Lenders, to enter into each Collateral Document as secured party and to be the agent for and representative of Lenders under each Guaranty, and each Lender agrees to be bound by the terms of each Collateral Document and the Guaranties; provided that Administrative Agent shall not (a) enter into or consent to any material amendment, modification, termination or waiver of any provision contained in any Collateral Document or the Guaranties or (b) release any Collateral (except as otherwise expressly permitted or required pursuant to the terms of this Agreement or the applicable Collateral Document), in each case without the prior consent of Requisite Lenders (or, if required pursuant to Section 9.6, all Lenders); provided further, however, that, without further written consent or authorization from Lenders, Administrative Agent may execute any documents or instruments necessary to (i) release any Lien encumbering any item of Collateral that is the subject of a sale or other disposition of assets permitted by this Agreement or to which Requisite Lenders have otherwise consented, (ii) release any Subsidiary Guarantor from the Subsidiary Guaranty if all of the Capital Stock of such Subsidiary Guarantor is sold to any Person (other than an Affiliate of Company) pursuant to a sale or other disposition permitted hereunder or to which Requisite Lenders have otherwise consented or (iii) subordinate the Liens of Administrative Agent, on behalf of Secured Parties, to any Liens permitted by clause (v) of Section 6.2(a); provided that, in the case of a sale or other disposition of such item of Collateral or stock referred to in subdivision (i) or (ii), the requirements of Section 9.14 are satisfied. Anything contained in any of the Loan Documents to the contrary notwithstanding, (A) no Lender shall have any right individually to realize upon any of the Collateral under any Collateral Document or to enforce any Guaranty, it being understood and agreed that all powers, rights and remedies under the Collateral Documents and the Guaranties may be exercised solely by Administrative Agent for the benefit of Lenders in accordance with the terms thereof and (B) in the event of a foreclosure by Administrative Agent on any of the Collateral pursuant to a public or private sale, Administrative Agent or any Lender may be the purchaser of any or all of such Collateral at any such sale and Administrative Agent, as agent for and representative of Lenders (but not any Lender or Lenders in its or their respective individual capacities unless Requisite Lenders shall otherwise agree in writing) shall be entitled, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such public sale, to use and apply any of the Obligations as a credit on account of the purchase price for any Collateral payable by Administrative Agent at such sale.

  • Agents under Collateral Documents and Guaranty Each Secured Party hereby further authorizes Administrative Agent or Collateral Agent, as applicable, on behalf of and for the benefit of Secured Parties, to be the agent for and representative of Secured Parties with respect to the Guaranty, the Collateral and the Collateral Documents; provided that neither Administrative Agent nor Collateral Agent shall owe any fiduciary duty, duty of loyalty, duty of care, duty of disclosure or any other obligation whatsoever to any holder of Obligations with respect to any Hedge Agreement. Subject to Section 10.5, without further written consent or authorization from any Secured Party, Administrative Agent or Collateral Agent, as applicable may execute any documents or instruments necessary to (i) in connection with a sale or disposition of assets permitted by this Agreement, release any Lien encumbering any item of Collateral that is the subject of such sale or other disposition of assets or to which Requisite Lenders (or such other Lenders as may be required to give such consent under Section 10.5) have otherwise consented or (ii) release any Guarantor from the Guaranty pursuant to Section 7.12 or with respect to which Requisite Lenders (or such other Lenders as may be required to give such consent under Section 10.5) have otherwise consented. Collateral Agent further declares that it holds all Australian Collateral acquired by the Collateral Agent after the date hereof on trust for the benefit of the Secured Parties from time to time (it being understood that the provisions of this Section 9 apply to Collateral Agent in its capacity as trustee of such trust).

  • The Security Documents (a) None of the Collateral is subject to any Liens except Permitted Liens.

  • Release of Lien on Collateral At the same time as (i) any Collateral expires by its terms and all amounts in respect thereof have been paid in full by the related Obligor and deposited in the Collection Account, (ii) such Loan has been the subject of a Discretionary Sale pursuant to Section 2.14, has been sold to the Seller as required under the Sale Agreement or has been sold pursuant to Section 6.5 or (iii) this Agreement terminates in accordance with Section 12.6, the Administrative Agent, as agent for the Secured Parties will, to the extent requested by the Collateral Manager, release its interest in such Collateral. In connection with any sale of such Collateral, the Administrative Agent, as agent for the Secured Parties, will after the deposit by the Collateral Manager of the Proceeds of such sale into the Collection Account, at the sole expense of the Collateral Manager, execute and deliver to the Collateral Manager any assignments, bills of sale, termination statements and any other releases and instruments as the Collateral Manager may reasonably request in order to effect the release and transfer of such Collateral; provided that, the Administrative Agent, as agent for the Secured Parties, will make no representation or warranty, express or implied, with respect to any such Collateral in connection with such sale or transfer and assignment. Nothing in this section shall diminish the Collateral Manager’s obligations hereunder with respect to the Proceeds of any such sale.

  • Collateral Documents and Guaranty (a) The Secured Parties irrevocably authorize the Collateral Agent, at its option and in its discretion,

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