Agreement to Grant Additional Security Clause Samples
Agreement to Grant Additional Security. Promptly, and in any event within 30 days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by the Administrative Agent or Collateral Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required Lenders, the Borrower will, and will cause each of their respective Domestic Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and (ii) with respect to real estate, (A) the execution of a Mortgage, (B) to the extent reasonably requested by the Administrative Agent, an opinion with respect to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date...
Agreement to Grant Additional Security. (a) Other than as to (i) assets or investments subject to subsections (b), (c) or (d) below, and (ii) assets or investments subject to a Lien expressly permitted under Sections 6.1(c), (d), (g) or (h), promptly, and in any event within thirty (30) days after the acquisition of assets of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereof, including all of the capital stock of any direct or indirect Domestic Subsidiary of the Borrower and 65% of the capital stock of any Foreign Subsidiary, notify the Administrative Agent of the acquisition of such assets or investments and, to the extent not already Collateral in which the Administrative Agent has a perfected security interest pursuant to the Collateral Documents, such assets and investments will become additional Collateral hereunder to the extent the Administrative Agent deems the pledge of such assets practicable (the "ADDITIONAL COLLATERAL"), and the Borrower will, and will cause each of its direct and indirect Subsidiaries to, take all necessary action, including the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Administrative Agent, for the benefit of the Lenders, a perfected Lien in such Collateral (or comparable interest under foreign law in the case of foreign Collateral).
(b) Promptly, and in any event no later than thirty (30) days after any Person that was not a direct or indirect Domestic Subsidiary of the Borrower as of the date hereof (and, accordingly, did not execute a Subsidiary Guaranty as required pursuant to Section 3.1(a)(vi) hereof) becomes a direct or indirect Domestic Subsidiary of the Borrower, such Person shall execute and deliver a Subsidiary Guaranty or a Subsidiary Guaranty Supplement substantially in the form of Exhibit A to the Subsidiary Guaranty, guaranteeing to the Administrative Agent, for the benefit of the Lenders, the prompt payment, when and as due, of all Obligations of the Loan Parties under the Loan Documents, including all obligations under any Hedge Agreements or other hedging agreements.
(c) Promptly, and in any event no later than thirty (30) days after a request with respect thereto, cause each Guarantor created or established after the date hereof to grant to the Administrative Agent, f...
Agreement to Grant Additional Security. Promptly, and in any event within 30 days after the acquisition by Holdings, Borrower or any Subsidiary of assets or real or personal property that would have constituted Collateral on the Original Closing Date and investments of the type that would have constituted Collateral on the Original Closing Date (the "Additional Collateral"), Holdings and Borrower will take, or will cause their Subsidiaries to take, all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate and (ii) with respect to owned real property, the execution of a mortgage, the obtaining of Mortgage Policies, title surveys and real estate appraisals (or with respect to material leased real property, Landlord Consents) satisfying all Requirements of Law, to grant Collateral Agent a perfected Lien in such Collateral pursuant to and to the full extent required by the Security Documents and this Agreement.
Agreement to Grant Additional Security. Promptly, and in any event within 30 days after the acquisition by the Borrower or any Material Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral on the Amendment/Restatement Effective Date, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents and within 30 days after request by the Administrative Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required Lenders (the "ADDITIONAL COLLATERAL"), the Borrower will, and will cause each of its respective Material Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Creditors pursuant to the Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and (ii) with respect to real estate, the execution of a Mortgage, the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, title surveys, Mortgage Policies and real estate appraisals satisfying the Requirements of Law. In the event the Lien 109 against the Mortgaged California Real Estate is released pursuant to SECTION 12.15(b) but thereafter, the Leverage Ratio of the Borrower is equal to or greater than 2.00 to 1.00, the Administrative Agent shall have the right to require the Borrower to execute a Mortgage, or cause any of its Subsidiaries to execute a Mortgage, with respect to the Mortgaged California Real Estate and take all other necessary action on behalf of the Collateral Agent or the Administrative Agent for the benefit of the Secured Creditors, all in accordance with SECTION 7.12(e). In furtherance of the foregoing, except as otherwise permitted by SECTION 8.14, the Borrower hereby agrees that in no event shall it, in any manner or at any time, transfer, modify or otherwise affect, or permit any Subsidiary of the Borrower to transfer, modify or otherwise affect, the legal title of the Mortgaged California Property such that the Borrower or any such Subsidiary shall...
Agreement to Grant Additional Security. ▇▇▇▇ & ▇▇▇▇▇▇ Canada hereby agrees with the Agent and the Lenders:
(a) to grant forthwith in favour of the Agent for the benefit of the Lenders:
(i) a debenture in the principal amount of $200,000,000 containing a fixed charge over all of the real property interests of ▇▇▇▇ & ▇▇▇▇▇▇ Canada not currently charged in favour of the Agent under the Credit Agreement; and
(ii) a general security agreement creating a security interest over all present and after-acquired personal property of ▇▇▇▇ & Talbot Canada, except in each case any real property interests or personal property held by ▇▇▇▇ & ▇▇▇▇▇▇ Canada as general partner of ▇▇▇▇ & Talbot Spearfish Limited Partnership, and each in form and content satisfactory to the Agent; and
(b) to comply with Section 11.2 of the Credit Agreement in respect of the debenture and general security agreement referred to in subparagraph (a) above.
Agreement to Grant Additional Security. (i) Subject to subsection 5.01(p) below, promptly, and in any event within thirty (30) days after the acquisition of assets of the type that would have constituted Collateral at the Initial Funding Date and investments of the type that would have constituted Collateral on the Initial Funding Date (other than assets with a fair market value of less than $50,000), notify the Administrative Agent of the acquisition of such assets or investments and, to the extent not already Collateral in which the Administrative Agent has a perfected security interest pursuant to the Collateral Documents, such assets and investments will become additional Collateral hereunder to the extent the Administrative Agent deems the pledge of such assets practicable (the "ADDITIONAL COLLATERAL"), and the Borrower will, and will cause each applicable Loan Party, to take all necessary action, including the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Administrative Agent a perfected Lien in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Collateral Documents and this Agreement.
Agreement to Grant Additional Security. Promptly, and in any event within 30 days after the acquisition by Borrower or any Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral on the Fourth Amendment Effective Date and investments of the type that would have constituted Collateral on the Fourth Amendment Effective Date (the "Additional Collateral"), Borrower will take, or will cause its Subsidiaries to take, all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate and (ii) with respect to real estate with a fair market value in excess of $250,000 (or, with respect to leased real estate, at which Collateral with a fair market value in excess of $250,000 will be located), the execution of a mortgage, the obtaining of Mortgage Policies, title surveys, Landlord Consents and real estate appraisals satisfying all Requirements of Law, to grant Agent a perfected Lien in such Collateral pursuant to and to the full extent required by the Security Documents and this Agreement.
Agreement to Grant Additional Security. Promptly, and in any event within 30 days after the acquisition by Borrower of assets or real or personal property or leasehold interests of the type that would have constituted Collateral on the Closing Date and investments of the type that would have constituted Collateral on the Closing Date (the "Additional Collateral"), Borrower will take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate and (ii) with respect to real estate, the execution of a mortgage, the obtaining of Mortgage Policies, title surveys, Landlord Consents and real estate appraisals satisfying all Requirements of Law, to grant Agent a perfected Lien in such Collateral pursuant to and to the full extent required by the Security Documents and this Agreement.
Agreement to Grant Additional Security. Promptly, and in any event within 30 days after the acquisition by Borrower or any Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral on the Third Amended and Restated Effective Date and investments of the type that would have constituted Collateral on the Third Amended and Restated Effective Date (the "Additional Collateral"), Borrower will notify the Agent of such new Collateral and will execute all filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is, except with respect to Foreign Subsidiaries as otherwise set forth herein, necessary or appropriate and (ii) will with respect to real estate, execute a mortgage, obtain Mortgage Policies, title surveys, Landlord Consents and real estate appraisals satisfying all Requirements of Law, to grant Collateral Agent a perfected Lien in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Security Documents and this Agreement; provided, however, that Borrower shall not be required to notify the Agent for any Additional Collateral in the event Lenders' security interest therein has already been perfected.
Agreement to Grant Additional Security. Promptly, and in any event within 30 days after the acquisition by Holdings, Borrower or any Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral on the Closing Date and investments of the type that would have constituted Collateral on the Closing Date (the "Additional Collateral"), Holdings and Borrower will notify the Administrative Agent of such new Collateral and will execute all filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is, except with respect to Foreign Subsidiaries as otherwise set forth herein, necessary or appropriate and (ii) will with respect to real estate, execute a mortgage, obtain Mortgage Policies, title surveys, Landlord Consents and real estate appraisals satisfying all Requirements of Law, to grant Collateral Agent a perfected Lien in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Security Documents and this Agreement.