Further Assurances; Additional Collateral Sample Clauses

Further Assurances; Additional Collateral. (a) Each Borrower shall execute and deliver, and cause the Borrower Subsidiaries to execute and deliver, within the time periods set forth with respect to such items on the Closing List, all agreements, documents and instruments designated as "post-closing items" on the Closing List. In the event that any such agreement, document or instrument is not delivered within such time periods, in addition to any other remedies provided hereunder or under the Loan Documents, the Collateral Value of Collateral subject to such agreement, document or instrument, if any, shall be deemed to be zero or, if such Collateral does not otherwise have Collateral Value, the Administrative Agent shall have the right to establish appropriate Availability Reserves based on the value of such Collateral, until such agreements, documents and instruments with respect thereto are executed and delivered. (b) In addition to and not in lieu of the rights and obligations of the parties under CLAUSE (a) above, with respect to each jurisdiction where the aggregate amount of Receivables owing by account debtors (each, a "FOREIGN ACCOUNT DEBTOR") located in such jurisdiction to the UK Borrower is in excess of $1,000,000 and such jurisdiction is a jurisdiction with respect to which Receivables would be given eligibility pursuant to CLAUSES (i) and (ii) of the defined term "Eligible Foreign Receivable" (each, a "MATERIAL FOREIGN ACCOUNT DEBTOR JURISDICTION"), the UK Borrower shall, on or before June 29, 2002, with respect to jurisdictions constituting Material Foreign Account Debtor Jurisdictions as of the Closing Date, cause to be delivered to the Administrative Agent an opinion of counsel, addressed to the Administrative Agent, the Lenders and the Issuing Bank, in form and substance reasonably satisfactory to the Administrative Agent and, without limiting the generality of the foregoing, concluding that, under the laws of the Material Foreign Account Debtor Jurisdiction, (i) the courts of the Material Foreign Account Debtor Jurisdiction would recognize the stated choice of law governing the Receivables (being Netherlands law, English law, and, if Receivables governed by Italian law are then included, Italian law) owing from the Foreign Account Debtors in such Material Foreign Account Debtor Jurisdiction; (ii) a judgment under or in respect of such Receivables obtained in the courts of the jurisdiction whose law governs the Receivables would be enforced in the Material Foreign Account Debtor Ju...

Further Assurances; Additional Collateral. (a) The Borrower and the MLP shall cause the MLP and each Subsidiary of the Borrower or the MLP to take such actions and to execute and deliver such documents and instruments as the Administrative Agent shall require to ensure that the Administrative Agent on behalf of the Lenders shall, at all times, have received currently effective duly executed Loan Documents granting Liens and security interests in substantially all of the assets of the MLP and each Subsidiary of the Borrower and the MLP, including all capital stock, partnership, joint venture, membership interests, or other equity interests; provided, however that (i) MarkWest Energy Appalachia, L.L.C. shall not be required to ▇▇▇▇▇ ▇ ▇▇▇▇ on its interests in the Equitable Leases, and (ii) unless otherwise requested by the Administrative Agent acting upon the direction of the Required Lenders, neither MW Pinnacle, MW PNG, MW Texas PNG nor MW Blackhawk shall be required to ▇▇▇▇▇ ▇ ▇▇▇▇ on any of their assets, other than assets constituting part of or related to the lateral pipeline transmission systems located in Texas, and the ▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇▇ gas gathering, compressor and processing pipeline systems, as applicable. (b) In connection with the actions required pursuant to the foregoing subsection (a), the Borrower and the MLP shall cause the MLP and each Subsidiary of the Borrower and the MLP to execute and deliver such stock certificates, blank stock powers, evidence of corporate authorization, opinions of counsel, current valuations, evidence of title, title opinions, title insurance and other documents, and shall use commercially reasonable efforts to obtain landlord and mortgagee waivers and third party consents, as shall be requested by the Administrative Agent, in each case in form and substance satisfactory to the Administrative Agent. (c) The Liens required by this Section 6.15 shall be first priority perfected Liens in favor of the Administrative Agent for the benefit of the Lenders, subject to no other Liens except Permitted Liens of the type described in Section 7.01 (other than Section 7.

Further Assurances; Additional Collateral. (a) The Borrower and the MLP shall, and shall cause each Subsidiary of the Borrower and the MLP to, take such actions and execute and deliver such documents and instruments as the Administrative Agent shall request pursuant to this Section 6.17(a) to ensure that the Collateral Agent, on behalf of the Lenders, shall, at all times, have currently effective duly executed Loan Documents granting Liens and security interests in substantially all of the (x) material Vessels and material Fixed Assets, (y) accounts receivable, inventory, equipment, general intangibles, and deposit accounts, and (z) other material assets and properties of the MLP, the Borrower, and their Subsidiaries, including all capital stock, partnership, joint venture, membership interests, or other equity interests; provided that, (i) general partnership interests in the Borrower shall not be pledged by the Borrower General Partner until (A) such time as the Borrower General Partner Organization Documents no longer prohibit the Borrower General Partner from granting a Lien and security interest in the general partnership interests of the Borrower and (B) such pledge shall not result in any material adverse tax consequences to the MLP or its Subsidiaries; (ii) with respect to (A) property of C▇ ▇▇▇▇▇▇ Sulphur, L.P. (including the Vessels that are pledged as of the Closing Date to secure the MARAD Indebtedness as permitted by Section 7.01(b)(ii) and Section 7.04(e)) and (B) property of C▇ ▇▇▇▇▇▇ Sulphur, LLC (including the general partnership interest in C▇ ▇▇▇▇▇▇ Sulphur, L.P.), Liens and security interests on such Vessels and other property shall not be required hereunder until March 31, 2006, or, if the MARAD Indebtedness is repaid on an earlier date, then such Liens and security interest shall be required on such earlier date; (iii) the grant of a Lien on the assets described on Schedule 6.17 shall not be required until such time as indicated on Schedule 6.17; (iv) if the grant of a Lien on (A) any specific lease, contract right, governmental license or approval or similar property (it being understood by the parties hereto that equity interests in Persons are not included in this clause (A)) or (B) subject to the Administrative Agent’s consent, any property acquired by an Obligor after the Closing Date (the property described in this clause (iv) is herein referred to collectively as the “Non-Pledgeable Collateral”) is expressly prohibited by, or would cause a default under or termination, ...

Further Assurances; Additional Collateral. (a) The Borrower and the MLP shall cause the MLP and each Subsidiary of the Borrower and the MLP to take such actions and to execute and deliver such documents and instruments as the Administrative Agent shall require to ensure that the Administrative Agent on behalf of the Lenders shall, at all times, have received currently effective duly executed Loan Documents granting Lien and security interest in substantially all of the assets of the MLP and each Subsidiary of the Borrower and the MLP, including all capital stock, partnership, joint venture, membership interests, or other equity interest; provided, however that MarkWest Energy Appalachia, L.L.C. shall not be required to ▇▇▇▇▇ ▇ ▇▇▇▇ on its interests in the Equitable Leases. (b) In connection with the actions required pursuant to the foregoing subsection (a), the Borrower and the MLP shall cause the MLP and each Subsidiary of the Borrower and the MLP to execute and deliver such stock certificates, blank stock powers, evidence of corporate authorization, opinions of counsel, current valuations, evidence of title, title opinions, title insurance and other documents, and shall use commercially reasonable efforts to obtain landlord and mortgagee waivers and third party consents, as shall be requested by the Administrative Agent, in each case in form and substance satisfactory to the Administrative Agent. (c) The Liens required by this SECTION 6.16 shall be first priority perfected Liens in favor of the Administrative Agent for the benefit of the Lenders, subject to no other Liens except Permitted Liens of the type described in SECTION 7.01 (other than SECTION 7.01(h)). If the Administrative Agent shall determine that, as of any date, the Borrower or the MLP shall have failed to comply with this SECTION 6.16, the Administrative Agent may (and at the direction of the Required Lenders, shall) notify the Borrower in writing of such failure and, within 30 days from and after receipt of such written notice by the Borrower, the Borrower shall execute and deliver to the Administrative Agent supplemental or additional Loan Documents, in form and substance satisfactory to the Administrative Agent and its counsel, securing payment of the Notes and the other Obligations and covering additional assets and properties not then encumbered by any Loan Documents (together with such other information, as may be requested by the Administrative Agent, each of which shall be in form and substance reasonably satisfactory to th...

Further Assurances; Additional Collateral. (a) Each of Holdings and the Borrowers shall execute and deliver, and cause its Subsidiaries to execute and deliver, within the time periods set forth with respect to such items on the Closing List, all agreements, documents and instruments designated as "post-closing items" on the Closing List. (b) In addition to and not in lieu of the rights and obligations of the parties under clause (a) above, (i) at any time and from time to time, promptly following the Agent's written request and at the expense of the applicable Person, each of Holdings and the Borrowers agrees to duly execute and deliver, and to cause its Subsidiaries to duly execute and deliver, any and all such further instruments and documents and take such further action as the Agent may reasonably deem desirable in order to perfect and protect any Lien granted or purported to be granted pursuant to the Loan Documents or to enable the Agent, in accordance with the terms of the applicable Loan Documents, to exercise and enforce its rights and remedies under the Loan Documents with respect to such Collateral and (ii) in the event that the average aggregate Revolving Credit Availability under all Credit Facilities during any thirty day period is less than $10,000,000, each Borrower agrees to grant, and cause any of its Subsidiaries to grant, to the Agent or the Canadian Agent, as applicable, a security interest in any additional property which, as of the Closing Date, does not constitute Collateral. Notwithstanding the foregoing, the granting of such further assurances or security interest under this Section 8.11(b) shall not be required if it would (w) be prohibited by other Contractual Obligations to which such Borrower or such Subsidiary is a party, (x) be prohibited by applicable law, (y) attach to assets constituting the "Term Loan Lenders Collateral" under (and as defined in) the Intercreditor Agreement or (z) result in material adverse tax consequences to the Domestic Borrowers, taken as a whole, or the Canadian Borrower, individually. The obligation to provide such further assurances or additional security interests may be avoided with respect to any Borrower or Subsidiary if the assets with respect to which the related security arrangements are proposed to be altered are excluded from the Domestic Borrowing Base or the Canadian Borrowing Base, as applicable. In the event that the Company notifies the Agent that the granting of such further assurances or additional security interests reques...

Further Assurances; Additional Collateral. (a) The Borrower shall take and shall cause each of its Subsidiaries to take such actions and to execute and deliver such documents and instruments as the Administrative Agent shall require to ensure that the Administrative Agent and/or Collateral Agent, on behalf of the Secured Parties, shall at all times have received currently effective duly executed Loan Documents granting Liens and security interests in substantially all of the assets of the Borrower and each of its Subsidiaries, including all capital stock, partnership, joint venture, membership interests, or other equity interests. (b) In connection with the actions required pursuant to the foregoing subsection (a), the Borrower shall cause each of its Subsidiaries to execute and deliver such stock certificates, blank stock powers, evidence of corporate authorization, opinions of counsel, current valuations, evidence of title, title opinions, title insurance and other documents, and shall use commercially reasonable efforts to obtain landlord and mortgagee waivers and third party consents, as shall be requested by the Administrative Agent, in each case in form and substance satisfactory to the Administrative Agent. (c) The Liens required by this Section 6.15 shall be first priority perfected Liens in favor of the Administrative Agent and/or Collateral Agent, for the benefit of the Secured Parties, subject to no other Liens except Permitted Liens of the type described in Section 7.01 (other than Section 7.

Further Assurances; Additional Collateral. The Agent shall have received the results of a search to be performed within thirty (30) days of the Closing Date by a Person reasonably satisfactory to the Agent, of the Uniform Commercial Code lien filings showing the filing of UCC-1 financing statements in favor of the Agent for the benefit of the Lenders and confirming the first priority position of liens of the Agent in the Collateral under this Agreement and the other Credit Documents.

Further Assurances; Additional Collateral. The Company will and will cause its Subsidiaries to do, execute, acknowledge, deliver, record, re-record, file, re-file, register and re-register, any and all such further acts, deeds, conveyances, security agreements, mortgages, assignments, estoppel certificates, financing statements and continuations thereof, termination statements, notices of assignment, transfers, certificates, assurances and other instruments the Collateral Agent or the Holder may reasonably require from time to time in order to (i) carry out the purposes of this Agreement or any other Loan Documents, (ii) subject any of the Properties, rights or interests covered by any of the Collateral Documents to the Liens created by any of the Collateral Documents, (iii) perfect and maintain the validity, effectiveness and priority of any of the Collateral Documents and the Liens intended to be created thereby and the First Priority nature thereof and (iv) assure, convey, grant, assign, transfer, preserve, protect and confirm to the Collateral Agent or the Holders the rights granted or now or hereafter intended to be granted to the Collateral Agent or any Holders under any Loan Document or under any other document executed in connection therewith.

Further Assurances; Additional Collateral. (a) The Parent and the Borrower will, and will cause each of their Subsidiaries to, execute any and all further documents, financing statements, agreements and instruments, and take all such further actions (including the filing and recording of U.C.C. financing statements, and other documents), which may be required under any applicable Law, or which the Administrative Agent or the Required Lenders may reasonably request, to effectuate the transactions contemplated by the Loan Documents or to grant, preserve, protect or perfect the Liens (subject to the Liens permitted by Section 7.2.3) securing all Obligations and created or intended to be created by the