Common use of Collateral Documents Clause in Contracts

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 33 contracts

Samples: Credit Agreement (Procaps Group, S.A.), Credit Agreement (Braemar Hotels & Resorts Inc.), Credit Agreement (Ashford Inc.)

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Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 24 contracts

Samples: Credit Agreement (TopBuild Corp), Credit Agreement (TopBuild Corp), Credit Agreement (TopBuild Corp)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section Sections 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 9 contracts

Samples: Transportation Services Agreement (Tesoro Logistics Lp), Transportation Services Agreement (Tesoro Corp /New/), Transportation Services Agreement (QEP Midstream Partners, LP)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.01, 6.12 or 6.12 6.20 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on the Collateral purported to be covered thereby; or.

Appears in 9 contracts

Samples: Credit Agreement (Bojangles', Inc.), Credit Agreement (Bojangles', Inc.), Credit Agreement (Bojangles', Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Permitted Liens permitted by Section 7.01that are senior in priority under applicable Law) on the Collateral purported to be covered thereby; or

Appears in 9 contracts

Samples: Credit Agreement (NOODLES & Co), Credit Agreement (NOODLES & Co), Credit Agreement (NOODLES & Co)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 7 contracts

Samples: Credit Agreement (Starwood Property Trust, Inc.), Credit Agreement (Corporate Property Associates 16 Global Inc), Credit Agreement (Colony Financial, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section Sections 4.01 or 6.12 6.11 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.017.01 and other than as a result of the acts or omissions of the Administrative Agent with respect to perfection requirements) on a material portion of the Collateral purported to be covered thereby; or

Appears in 7 contracts

Samples: Credit Agreement (USD Partners LP), Credit Agreement (USD Partners LP), Credit Agreement (USD Partners LP)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Article 4 or Section 4.01 or 6.12 6.11 shall for any reason (other than pursuant to the terms thereofhereof) cease to create a valid and perfected first priority Lien (subject as to priority to Permitted Liens permitted by Section 7.01(other than with respect to Equity Interests pledged under any Pledge Agreement)) on the Collateral purported to be covered thereby; or

Appears in 6 contracts

Samples: Credit Agreement (ACCO BRANDS Corp), Credit Agreement (ACCO BRANDS Corp), Credit Agreement (ACCO BRANDS Corp)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on the Collateral purported to be covered thereby; or.

Appears in 6 contracts

Samples: Security and Pledge Agreement (BJs RESTAURANTS INC), Credit Agreement (Tile Shop Holdings, Inc.), Credit Agreement (Tile Shop Holdings, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section Sections 4.01 or 6.12 6.08 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.017.03) on the Collateral purported to be covered thereby, to the extent such Lien is required to be perfected pursuant to the Loan Documents; or any Loan Party shall, directly or indirectly, contest in any manner such effectiveness, validity, binding nature or enforceability; or

Appears in 6 contracts

Samples: Credit Agreement (SWIFT TRANSPORTATION Co), Credit Agreement (SWIFT TRANSPORTATION Co), Guarantee and Collateral Agreement (SWIFT TRANSPORTATION Co)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 5 contracts

Samples: Credit Agreement (McClatchy Co), Credit Agreement (McClatchy Co), Restatement Agreement (McClatchy Co)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby except to the extent any such perfection or priority is not required thereby; or

Appears in 5 contracts

Samples: Credit Agreement (Claros Mortgage Trust, Inc.), Credit Agreement (Starwood Property Trust, Inc.), Credit Agreement (Starwood Property Trust, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.1 or 6.12 shall for any reason (other than pursuant to the terms thereofof the Loan Documents and other than as a result of any action or omission of any Secured Party) cease to create a valid and perfected first priority Lien (subject only to Liens permitted by Section 7.01Permitted Liens) on a material portion of the Collateral purported to be covered thereby; or

Appears in 5 contracts

Samples: Revolving Credit Agreement (PBF Energy Co LLC), Revolving Credit Agreement (PBF Logistics LP), Revolving Credit Agreement (Philadelphia Energy Solutions Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on a material portion of the Collateral purported to be covered thereby; or

Appears in 5 contracts

Samples: Credit Agreement (Mantech International Corp), Credit Agreement (Mantech International Corp), Credit Agreement (Mantech International Corp)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or Sections 6.12 and 6.18 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on and security interest in the Collateral purported to be covered thereby, subject only to nonconsensual Permitted Prior Liens, or any Loan Party shall assert in writing such invalidity or lack of perfection or priority; or

Appears in 4 contracts

Samples: Credit Agreement (ClubCorp Holdings, Inc.), Credit Agreement (ClubCorp Holdings, Inc.), Credit Agreement (ClubCorp Club Operations, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.017.01(a)) on the Collateral purported to be covered thereby; or

Appears in 4 contracts

Samples: Credit Agreement (American Residential Properties, Inc.), Credit Agreement (American Residential Properties, Inc.), Credit Agreement (American Residential Properties, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Article IV or Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority First Priority Lien (subject to Liens permitted by Section 7.01) ), on the Collateral purported to be covered thereby, with an aggregate fair market value for such Collateral of $5,000,000, for any reason other than the failure of Administrative Agent to maintain control over any Collateral in its possession; or

Appears in 4 contracts

Samples: Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, Inc.)

Collateral Documents. Any any Collateral Document after delivery thereof pursuant to Section 4.01 3.01 or 6.12 5.01(k) hereof shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) lien on and security interest in the Collateral purported to be covered thereby; or

Appears in 4 contracts

Samples: Restructuring Support Agreement (Accuride Corp), Restructuring Support Agreement (Accuride Corp), Convertible Notes Commitment Agreement (Accuride Corp)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by under Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 3 contracts

Samples: Credit Agreement (Einstein Noah Restaurant Group Inc), Credit Agreement (Einstein Noah Restaurant Group Inc), Credit Agreement (Einstein Noah Restaurant Group Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject only to Liens permitted by Section 7.01Permitted Liens) on the Collateral purported to be covered thereby; or

Appears in 3 contracts

Samples: Credit Agreement (Alexion Pharmaceuticals Inc), Credit Agreement (Alexion Pharmaceuticals Inc), Credit Agreement (Alexion Pharmaceuticals Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to the Security Agreement or Section 4.01 4.01, Section 6.12 or 6.12 Section 6.14 hereof shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first first-priority Lien (subject to Liens permitted by Section 7.01) on any material portion of the Collateral purported to be covered thereby; orby the Collateral Documents;

Appears in 3 contracts

Samples: Credit Agreement (Sandridge Energy Inc), Credit Agreement (Sandridge Energy Inc), Credit Agreement (Sandridge Energy Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section Sections 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on a material portion of the Collateral purported to be covered thereby; or

Appears in 3 contracts

Samples: Amendment and Restatement Agreement (CrossAmerica Partners LP), Credit Agreement, Credit Agreement (CrossAmerica Partners LP)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 6.13 shall for any reason (other than pursuant to the terms hereof or thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on any portion of the Collateral purported to be covered thereby; orhereby or thereby that the Administrative Agent deems material.

Appears in 3 contracts

Samples: Credit Agreement (Helix Energy Solutions Group Inc), Assignment and Assumption (Helix Energy Solutions Group Inc), Assignment and Assumption (Helix Energy Solutions Group Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 or the terms of the Loan Documents shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.017.01 and the Intercreditor Agreement) on the Collateral purported to be covered thereby; or

Appears in 3 contracts

Samples: Credit Agreement (Ply Gem Holdings Inc), Credit Agreement (Ply Gem Holdings Inc), Credit Agreement (Ply Gem Holdings Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.01, 6.12 or 6.12 6.14 shall for any reason (other than pursuant to the terms thereofthereof or as permitted hereunder) cease to create a valid and perfected first priority Lien (subject to Liens permitted under Section 7.01 that are mandatorily preferred by Section 7.01Law or as permitted hereunder) on any portion of the Collateral purported to be covered therebyencumbered pursuant to the Collateral Documents; or

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Atlantica Sustainable Infrastructure PLC), Credit and Guaranty Agreement (Atlantica Sustainable Infrastructure PLC), Credit and Guaranty Agreement (Atlantica Yield PLC)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 of the Original Credit Agreement or Section 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on a material portion of the Collateral purported to be covered thereby; or

Appears in 3 contracts

Samples: Credit Agreement (Novanta Inc), Credit Agreement (Gsi Group Inc), Credit Agreement (Gsi Group Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Article 4 or Section 4.01 or 6.12 6.11 shall for any reason (other than pursuant to the terms thereofhereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Prior Liens) on the Collateral purported to be covered thereby; or.

Appears in 3 contracts

Samples: Credit Agreement (Post Holdings, Inc.), Credit Agreement (Post Holdings, Inc.), Credit Agreement (Bellring Brands, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on a material portion of the Collateral purported to be covered thereby; or

Appears in 3 contracts

Samples: Credit Agreement (Novanta Inc), Credit Agreement (Novanta Inc), Credit Agreement (Novanta Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms hereof or thereof) cease to create a valid and perfected (subject to Section 4.7(b) of the Security Agreement in the case of IP Rights) first priority Lien (subject to Liens permitted by Section 7.01Permitted Prior Liens) on the Collateral purported to be covered thereby; or

Appears in 3 contracts

Samples: Credit Agreement, Credit Agreement (NRG Yield, Inc.), Credit Agreement (NRG Yield, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereofthereof or as a result of any action or inaction within the control of the Administrative Agent) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or;

Appears in 3 contracts

Samples: Credit Agreement (Ichor Holdings, Ltd.), Credit Agreement (Ichor Holdings, Ltd.), Credit Agreement (Ichor Holdings, Ltd.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or Section 6.12 shall for any reason (other than pursuant to the terms hereof or thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 3 contracts

Samples: Credit Agreement (Plains Gp Holdings Lp), Credit Agreement (Plains All American Pipeline Lp), Credit Agreement (Plains All American Pipeline Lp)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.01, or 6.12 shall for any reason (other than pursuant to the terms thereofof the Loan Documents) cease to create a valid and perfected first priority Lien (subject only to Liens permitted by Section 7.01the Permitted Encumbrances) on the Collateral with a fair market value equal to or greater than $3,000,000 purported to be covered thereby; or;

Appears in 3 contracts

Samples: Option Agreement and Permanent Easement Agreement (Antero Midstream Partners LP), Credit Agreement (Antero Resources Midstream LLC), Option Agreement And

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 3 contracts

Samples: Credit Agreement (Dayton Power & Light Co), Credit Agreement (Dayton Power & Light Co), Credit Agreement (Textainer Group Holdings LTD)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 6.13 or 6.12 6.14 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on in any material portion of the Collateral purported to be covered thereby; or.

Appears in 3 contracts

Samples: Credit Agreement (Texas Industries Inc), Credit Agreement (Texas Industries Inc), Credit Agreement (Texas Industries Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 3 contracts

Samples: Credit Agreement (NorthStar Realty Europe Corp.), Credit Agreement (NorthStar Realty Europe Corp.), Credit Agreement (NorthStar Realty Europe Corp.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.02 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority First Priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 3 contracts

Samples: Credit Agreement (Carriage Services Inc), Credit Agreement (Carriage Services Inc), Credit Agreement (Carriage Services Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on any material portion of the Collateral purported to be covered thereby; orby the Collateral Documents;

Appears in 3 contracts

Samples: Credit Agreement (Sandridge Energy Inc), Credit Agreement (Sandridge Energy Inc), Credit Agreement (Sandridge Energy Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 6.14 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.017.01 and Disposition permitted by Section 4.10 of the Indenture) on the Collateral purported to be covered thereby; or

Appears in 3 contracts

Samples: Credit Agreement (Tri-State Generation & Transmission Association, Inc.), Credit Agreement (Tri-State Generation & Transmission Association, Inc.), Credit Agreement (Tri-State Generation & Transmission Association, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereofthereof including as a result of a transaction permitted under Section 7.04 or 7.05) cease to create a valid and perfected first priority Lien (lien on and security interest in the Collateral covered thereby, subject to Liens permitted by under Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (Michael Foods Inc/New), Credit Agreement (Michael Foods Inc/New)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on the Collateral purported to be covered thereby; orthereby (except to the extent such failure is the result of any action or inaction by the Administrative Agent).

Appears in 2 contracts

Samples: Credit Agreement (Cambium Learning Group, Inc.), Credit Agreement (Cambium Learning Group, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 Section 6.13(b) shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Kaman Corp), Term Loan Credit Agreement (Kaman Corp)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on all of the Collateral purported to be covered therebythereby or on any portion of the Collateral purported to be covered thereby with a value (as reasonably determined by the Administrative Agent) in excess of $5,000,000 individually or in the aggregate; or

Appears in 2 contracts

Samples: Credit Agreement (Ferrellgas Partners Finance Corp), Security Agreement (Ferrellgas Partners Finance Corp)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first Lien with the priority Lien (subject to Liens permitted required by Section 7.01) the applicable Collateral Document and the Intercreditor Agreement on any material portion of the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Hyster-Yale Materials Handling, Inc.), Term Loan Credit Agreement (Hyster-Yale Materials Handling, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on any material portion of the Collateral purported to be covered thereby; or;

Appears in 2 contracts

Samples: Security Agreement (Sandridge Energy Inc), Credit Agreement (Sandridge Energy Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.02 or 6.12 shall for any reason (other than pursuant to or as provided in the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 2 contracts

Samples: Credit Agreement (Arris Group Inc), Credit Agreement (Arris Group Inc)

Collateral Documents. Any Collateral Document Document, whether (i) existing on the Closing Date, (ii) after delivery thereof pursuant to Section 4.01 4.01, Section 6.12, Section 6.13, or 6.12 (iii) otherwise, shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 2 contracts

Samples: Credit Agreement (Media General Inc), Credit Agreement (Media General Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (Fresh Del Monte Produce Inc), Credit Agreement (Fresh Del Monte Produce Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 5.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.016.01) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (Saga Communications Inc), Credit Agreement (Saga Communications Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on a material portion of the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (Ascent Capital Group, Inc.), Security Agreement (Gsi Group Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 6.13 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (GENTHERM Inc), Credit Agreement (GENTHERM Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereofthereof or as expressly permitted hereunder) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 2 contracts

Samples: Credit Agreement (Halozyme Therapeutics, Inc.), Credit Agreement (Halozyme Therapeutics, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.01, 6.10 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (Engility Holdings, Inc.), Credit Agreement (Engility Holdings, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on Collateral consisting of Accounts of the type included in the Borrowing Base unless such occurrence results solely from action of the Administrative Agent or any Lender and involves no Default by the Borrower or any Guarantor hereunder or under any Collateral purported to be covered thereby; orDocument.

Appears in 2 contracts

Samples: Abl Credit Agreement (U.S. Well Services, Inc.), Abl Credit Agreement (U.S. Well Services, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (PureCycle Technologies, Inc.), Credit Agreement (PureCycle Technologies, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on any material portion of the Collateral purported to be covered thereby; or.

Appears in 2 contracts

Samples: Credit Agreement, Credit Agreement (JP Energy Partners LP)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms hereof of thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (Cenveo, Inc), Credit Agreement (Cenveo, Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereofof the Loan Documents) cease to create a valid and perfected first priority Lien (subject only to Liens permitted by Section 7.01Permitted Encumbrances) on the Collateral purported to be covered thereby; or;

Appears in 2 contracts

Samples: Credit Agreement (Western Refining Logistics, LP), Credit Agreement (Western Refining Logistics, LP)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on the Collateral purported to be covered therebythereby (with respect to IP Rights, in the United States, and except to the extent such failure is the result of any action or inaction by the Administrative Agent); or

Appears in 2 contracts

Samples: Credit Agreement (GTT Communications, Inc.), Credit Agreement (GTT Communications, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby, other than if such failure of perfection is due to the Administrative Agent’s failure to file properly or properly file any applicable continuations; or

Appears in 2 contracts

Samples: Credit Agreement (Harvard Bioscience Inc), Credit Agreement (Harvard Bioscience Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.02 or 6.12 6.13 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (Health Management Associates Inc), Credit Agreement (Amerigon Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms hereof of thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.017.01 and the Term Intercreditor Agreement) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (Cenveo, Inc), Credit Agreement (Cenveo, Inc)

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Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 6.13 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on any material portion of the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Security Agreement (Asyst Technologies Inc), Credit Agreement (Asyst Technologies Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (and subject to rights of other secured parties under the Intercreditor Agreement and subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (Clean Harbors Inc), Credit Agreement (Clean Harbors Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 the terms of this Agreement shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (Lydall Inc /De/), Credit Agreement (Lydall Inc /De/)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereofthereof or any Loan Document or, to the extent governed by foreign law, due to the effect of such foreign law or action of any foreign Governmental Authority) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on a material amount or value of the Collateral purported to be covered thereby; or.

Appears in 2 contracts

Samples: Credit Agreement (Intersil Corp/De), Credit Agreement (Intersil Corp/De)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.02 or 6.12 6.13 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 2 contracts

Samples: Security Agreement (Health Management Associates Inc), Security Agreement (Health Management Associates Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 Section 6.13 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (GENTHERM Inc), Credit Agreement (Revett Minerals Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Article 4 or Section 4.01 or 6.12 6.11 shall for any reason (other than pursuant to the terms thereofhereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement, Credit Agreement (Post Holdings, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 Section 6.13 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Kaman Corp), Term Loan Credit Agreement (Kaman Corp)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.01, 4.02 or 6.12 shall for any reason (other than pursuant to the terms thereof) thereof cease to create a valid and perfected (to the extent perfection is required pursuant to the relevant Collateral Document) first priority Lien (subject to Liens permitted by Section 7.01) on any material portion of the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (Kinetic Concepts Inc /Tx/), Guarantee and Security Agreement (Kinetic Concepts Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on the Collateral purported to be covered thereby; or

Appears in 2 contracts

Samples: Credit Agreement (Dynamics Research Corp), Credit Agreement (Salix Pharmaceuticals LTD)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereofthereof or as expressly permitted hereunder) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on a material portion of the Collateral purported to be covered thereby; or.

Appears in 1 contract

Samples: Credit Agreement (Tandem Diabetes Care Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Permitted Collateral Liens) Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; orthereby free and clear of all Liens other than Permitted Collateral Liens.

Appears in 1 contract

Samples: Term Loan Agreement (Textainer Group Holdings LTD)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section Sections 4.01 or 6.12 6.08 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.017.03) on the Collateral purported to be covered thereby, to the extent such Lien is required to be perfected pursuant to the Loan Documents; or

Appears in 1 contract

Samples: Credit Agreement (Swift Transportation Co)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 6.13 or 6.12 6.14 shall cease for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on in any material portion of the Collateral purported to be covered thereby; or.

Appears in 1 contract

Samples: Credit Agreement (Texas Industries Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereofhereof or thereof including as a result of a transaction permitted under Section 7.04 or 7.05) cease to create a valid and perfected first priority Lien (subject to Liens permitted lien on and security interest in a material portion of Collateral covered by Section 7.01) on the Collateral purported to be covered thereby; orDocuments as a whole, subject to

Appears in 1 contract

Samples: Version Term Loan Credit Agreement (Better Choice Co Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 2.19, 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 1 contract

Samples: Credit Agreement (Nortek Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 6.09 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; orthereby having a fair market value in excess of $5,000,000 that is purported to be covered thereby unless such occurrence results solely from action of the Administrative Agent or any Lender and involves no Default by the Borrower or any Guarantor hereunder or under any Collateral Document.

Appears in 1 contract

Samples: Assignment and Assumption (Parker Drilling Co /De/)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.1 or 6.12 shall for any reason (other than pursuant to the terms thereofof the Loan Documents and other than as a result of any action or omission of any Secured Party) cease to create a valid and perfected first priority Lien (subject only to Liens permitted by Section 7.01Permitted Liens) on the Collateral purported to be covered thereby; or

Appears in 1 contract

Samples: Revolving Credit Agreement (PBF Logistics LP)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien other than due to or failure by the Administrative Agent to take appropriate perfection action (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 1 contract

Samples: Credit Agreement (Intersections Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.02, 6.12 or 6.12 6.13 shall for any reason (other than pursuant to the terms thereof) ), cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 1 contract

Samples: Credit Agreement (Main Street Acquisition CORP)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.1, 6.12 or 6.12 6.13 shall for any reason (other than pursuant to to, or as permitted by, the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on the Collateral purported to be covered thereby, which Collateral has a Fair Market Value in excess of the Threshold Amount; oror (m)

Appears in 1 contract

Samples: And Guaranty Agreement (U.S. Concrete, Inc.)

Collateral Documents. Any Collateral Document after -------------------- delivery thereof pursuant to Section 4.01 or 6.12 shall for any ------------ ---- reason (other than pursuant to the terms 119 hereof of thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the ------------- Collateral purported to be covered thereby; or

Appears in 1 contract

Samples: Credit Agreement (Cenveo, Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 of the Original Credit Agreement or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 1 contract

Samples: Credit Agreement (International Money Express, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Article 4, Section 4.01 9.12 or 6.12 Section 9.14 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by under Section 7.0110.1) on any portion of the Collateral purported to be covered therebyencumbered pursuant to the Collateral Documents; or

Appears in 1 contract

Samples: Facility Agreement (Atlantica Yield PLC)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease ceases to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on the Collateral purported to be covered thereby; or

Appears in 1 contract

Samples: Credit Agreement (Spark Networks Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Article 4 or Section 4.01 or 6.12 shall 6.11 shall, for any reason (other than pursuant to the terms thereof) hereof), cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Prior Liens) on the Collateral purported to be covered thereby; or.

Appears in 1 contract

Samples: Credit Agreement (Yesway, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.01, Section 4.02 or Section 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien Lien, as the case may be (subject to Liens permitted by Section 7.01) on the Collateral that is not immaterial purported to be covered thereby; or

Appears in 1 contract

Samples: Revolving Credit Agreement (Spansion Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereofthereof or resulting from any act or omission of the Administrative Agent) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 1 contract

Samples: Credit Agreement (Perella Weinberg Partners)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Article 4 or Section 4.01 6.11 or 6.12 6.17 shall for any reason (other than pursuant to the terms thereofhereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01Permitted Liens) on the Collateral purported to be covered thereby; or.

Appears in 1 contract

Samples: Credit Agreement (Diamond Foods Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 6.13 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 1 contract

Samples: Credit Agreement (Wiley John & Sons Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 6.15 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or

Appears in 1 contract

Samples: Credit Agreement (FreightCar America, Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to the Second Amendment, Section 4.01 4.01, Section 6.12 or 6.12 Section 6.13, or otherwise, shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or.

Appears in 1 contract

Samples: Credit Agreement (Media General Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 Sections 3.1, 6.12 or 6.12 6.17 shall for any reason (other than pursuant to the terms hereof or thereof) cease to create a valid and perfected first priority Lien (in the case of ABL Priority Collateral) or second priority Lien (in the case of the CS Term Loan Priority Collateral), in each case subject to Liens permitted by Section 7.01) Permitted Liens, on any material portion of the Collateral purported to be covered thereby; or

Appears in 1 contract

Samples: Credit Agreement (Diamond Foods Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereofthereof and except to the extent resulting from the negligent or willful failure by the Administrative Agent to perfect Liens granted pursuant thereto) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on any material portion of the Collateral purported to be covered thereby; or.

Appears in 1 contract

Samples: Credit Agreement (Fairpoint Communications Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral having a fair market value in excess of $5,000,000 that is purported to be covered thereby; orthereby unless such occurrence results solely from action of the Administrative Agent or any Lender and involves no Default by the Borrower or any Guarantor hereunder or under any Collateral Document.

Appears in 1 contract

Samples: Assignment and Assumption (Basic Energy Services Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 4.01, Section 4.02 or Section 6.12 shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected first priority Lien or second priority Lien, as the case may be (subject to Liens permitted by Section 7.01) on the Collateral that is not immaterial purported to be covered thereby; or

Appears in 1 contract

Samples: Credit Agreement (Spansion Inc.)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereof) thereof cease to create a valid and perfected (to the extent perfection is required pursuant to the relevant Collateral Document) first priority Lien (subject to Liens permitted by Section 7.01) on any material portion of the Collateral purported to be covered thereby; or

Appears in 1 contract

Samples: Credit Agreement (Kinetic Concepts Inc)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereofthereof or resulting from any act or omission of the Administrative Agent) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or. 8.02

Appears in 1 contract

Samples: Credit Agreement (Perella Weinberg Partners)

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or 6.12 shall for any reason (other than pursuant to the terms thereofthereof or as a result of any action or inaction within the control of the Administrative Agent) cease to create a valid and perfected first priority Lien (subject to Liens permitted by Section 7.01) on the Collateral purported to be covered thereby; or135

Appears in 1 contract

Samples: Credit Agreement (Ichor Holdings, Ltd.)

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