Grant of Collateral Sample Clauses

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Grant of Collateral. The Borrower has good and marketable title to all of the Collateral. The Borrower has taken all actions necessary to perfect its interest in the Collateral transferred by the Transferor. Except as otherwise expressly permitted by the terms of this Agreement, no item of Collateral has been sold, transferred, assigned or pledged by the Borrower to any Person, other than as contemplated by Article II and the Grant of such Collateral to the Collateral Agent, for the benefit of the Secured Parties, pursuant to the terms of this Agreement.
Grant of Collateral. The Loan Parties have good and marketable title to all of the Collateral. Such Loan Party has taken all actions necessary to perfect its interest in the Collateral transferred by the Originator. Except as otherwise expressly permitted by the terms of this Agreement, no item of Collateral has been sold, transferred, assigned or pledged by such Loan Party to any Person, other than as contemplated by Article II and the Grant of such Collateral to the Collateral Agent, for the benefit of the Secured Parties, pursuant to the terms of this Agreement.
Grant of Collateral. To secure the prompt payment and performance of the Obligations, the Borrower pledges, assigns, transfers and grants to the Bank a continuing first priority security interest in the following property of the Borrower (collectively, the "Collateral"): (a) All accounts (the "Accounts"), as that term is defined in the Uniform Commercial Code as in effect from time to time in the State of Tennessee (the "UCC"), including, without limitation, all accounts receivable, book debts and other forms of obligations, other than forms of obligations evidenced by Chattel Paper or Instruments, as those terms are defined below, now owned or hereafter received or acquired by or belonging or owing to the Borrower, including, without limitation, under any trade name, style or division thereof, whether arising out of goods sold or services rendered by the Borrower or from any other transaction, whether or not the same involves the sale of goods or services by the Borrower, including, without limitation, any such obligation which may be characterized as an account or contract right under the UCC, and all of the Borrower's rights in, to and under all purchase orders or receipts now owned or hereafter acquired by it for goods or services, and all of the Borrower's rights to any goods represented by any of the foregoing, including, without limitation, unpaid seller's rights of rescission, replevin, reclamation or repossessed goods, and all monies due or to become due to the Borrower under all purchase orders and contracts for the sale of goods or the performance of services or both by the Borrower, whether or not yet earned by performance on the part of the Borrower or in connection with any other transaction, now in existence or hereafter occurring, including, without limitation, the right to receive the proceeds of such purchase orders and contracts, and all collateral security and guaranties of any kind given by any person with respect to any of the foregoing; (b) All chattel paper (the "Chattel Paper"), as that term is defined in the UCC, now owned or hereafter acquired by the Borrower; (c) All contracts, undertakings, franchise agreements or other agreements (collectively, the "Contracts"), other than rights evidenced by Chattel Paper, Documents or Instruments, as those terms are defined below, in or under which the Borrower may now or hereafter have any right, title or interest, including, without limitation, with respect to an Account, any agreement relating to the terms of...
Grant of Collateral. The Borrower has good and marketable title to (or a valid participation interest in) all of the Collateral, provided that, for the avoidance of doubt, with respect to any participation interest purchased by the Borrower, the Borrower shall not be the record owner of the relevant Loan Asset until the elevation of such participation interest. The Borrower has taken all actions necessary to perfect its interest in the Collateral transferred by the Fund. Except as otherwise expressly permitted by the terms of this Agreement, no item of Collateral has been sold, transferred, assigned or pledged by the Borrower to any Person, other than as contemplated by Article II and the Grant of such Collateral to the Collateral Agent, for the benefit of the Secured Parties, pursuant to the terms of this Agreement.
Grant of Collateral. (a) On or prior to the Closing Date, the Grantor shall have Transferred any combination of Qualified Securities, Cash and Letters of Credit to the Collateral Agent or any Collateral Account having a Collateral Value equal to at least the Required Value and shall have delivered a Pledge Supplement pledging all such Qualified Securities, Cash and Letters of Credit as Collateral and the Collateral Agent shall have a valid, first priority perfected security interest in all such Collateral. (b) No later than 11:00 a.m. New York time on each Transfer Date, the Grantor shall promptly Transfer any combination of Qualified Securities, Cash and Letters of Credit to the Collateral Agent or any Collateral Account having a Collateral Value as of the applicable Valuation Date at least equal to the Delivery Amount and shall have delivered a Pledge Supplement pledging all such Qualified Securities, Cash and Letters of Credit as Collateral and the Collateral Agent shall have a valid, first priority perfected security interest in all such Collateral and such Transfer shall have been fully effected by no later than 2:00 p.m. (New York Time), on such Transfer Date. (c) The Grantor agrees that at all times with respect to any Collateral it shall comply with the provisions of this Section 3.2(c). With respect to any Posted Securities that are represented by a certificate or that is an "instrument" (other than any Posted Securities credited to a Collateral Securities Account) it shall cause such certificate or instrument to be delivered to the Collateral Agent, indorsed in blank by an "effective indorsement" (as defined in Section 8-107 of the UCC), regardless of whether such certificate constitutes a "certificated security" for purposes of the UCC. In addition to the foregoing, if any Issuer of any Posted Securities is located in a jurisdiction outside of the United States, the Grantor shall take such additional actions, including, without limitation, causing the Issuer to register the pledge on its books and records or making such filings or recordings, in each case as may be necessary or advisable, under the laws of such issuer's jurisdiction to insure the validity, perfection and priority of the security interest of the Collateral Agent. All Posted Securities which are not represented by a certificate or which are not "instruments" shall be registered in the name of the Collateral Agent or the name of its nominee or agent. In addition, the Collateral Agent shall have the rig...
Grant of Collateral. In the event that (a) after giving effect to a requested Revolving Credit Loan on or after the First Amendment Effective Date (a "Requested Loan") the aggregate Revolving Credit Loans then outstanding under the Revolving Credit Commitment would exceed the Revolving Credit Loan Cap or (b) the Company incurs a Net Loss in excess of $500,000 (x) for the fiscal quarter ending September 30, 2000 (calculated with respect to such fiscal quarter only), (y) for the fiscal quarter ending December 31, 2000 (calculated with respect to such fiscal quarter alone and with respect to the two fiscal quarters ending December 31, 2000) or (z) for the fiscal quarter ending March 31, 2001 (calculated with respect to such fiscal quarter alone and with respect to the three fiscal quarters ending March 31, 2001), then (1) the Company and each Guarantor shall grant to the Lender a first priority perfected security interest in all present and future accounts receivable of each such entity and in connection therewith, shall promptly execute and deliver to the Lender security agreements, UCC-1 financing statements, a legal opinion in form and substance satisfactory to the Lender as to the due execution, delivery and enforceability of such documents and such other matters as the Lender may reasonably request, and all such other documentation as shall be reasonably required by the Lender (all of the foregoing documentation to be in form and substance satisfactory to the Lender in all respects) in order to enable the Lender to obtain and perfect a first priority security interest in such collateral, with all expenses relating thereto (including, without limitation, the reasonable fees and expenses of counsel to the Lender in connection with the preparation of such documentation and UCC search and filing fees) to be paid by the Company and the Guarantor and (2) the Company and the Lender shall execute an amendment, in form and substance satisfactory to the Lender, to the Agreement pursuant to which the aggregate outstanding amount of all Revolving Credit Loans and the Term Loan shall thereafter be required to be equal to or less than a borrowing base to be determined with respect to accounts receivable of the Company, such borrowing base formula and all aspects of such borrowing base arrangement including, but not limited to, the advance rate to be applied to eligible accounts receivable, the definition of eligible accounts receivable, reporting requirements and the requirement for perio...
Grant of Collateral. As security for the payment of the Obligations, Borrower shall grant Lender a continuing, valid, enforceable, and perfected first priority security interest in and to the Collateral, whether now owned or existing of hereafter acquired or arising and wheresoever located and Borrower shall execute such deeds of trust, assignments of rents, security agreements and other Loan Documents required by Lender to evidence such grant of Collateral to secure the Obligations. Borrower shall m▇▇▇ its books and records as may be necessary or appropriate to evidence, protect and perfect Lender’s security interest and shall cause its financial statements to reflect such security interest.
Grant of Collateral. Each Reaffirming Party hereby assigns and transfers to the Collateral Agent, and hereby grants to the Collateral Agent, for the benefit of the Secured Parties (and, to the extent provided in Section 7.1 of the U.S. Pledge and Security Agreement, the Debenture Trustee on behalf of the 2023 Debentures Holders), a security interest in and continuing lien on all of such Reaffirming Party’s right, title and interest in, to and under all personal property of such Reaffirming Party, including, without limitation, the following property, in each case, whether now or hereafter existing or in which any such Reaffirming Party now has or hereafter acquires an interest and wherever the same may be located (collectively, the “Collateral”), as collateral security for the prompt and complete payment and performance in full when due (whether at the stated maturity, by required prepayment, declaration, acceleration, demand or otherwise) of the Secured Obligations and, to the extent | || provided in Section 7.1 of the U.S. Pledge and Security Agreement, the 2023 Debentures Obligations (all capitalized terms used and not defined in this Section 1.02 or on the signature pages hereto shall have the meanings set forth in the U.S. Pledge and Security Agreement):
Grant of Collateral. Fully executed copies of this Indenture and copies of any other instrument or document, fully executed (as applicable), necessary to consummate and perfect the Grant set forth in the Granting Clauses of this Indenture of a perfected security interest that is of first priority, free of any adverse claim or the legal equivalent thereof in favor of the Trustee on behalf of the Holders of the Notes in all of the Obligors’ right, title and interest in and to the Collateral pledged to the Trustee for inclusion in the Collateral, including compliance with the provisions of Section 3.2.
Grant of Collateral. THIS SECTION INTENTIONALLY DELETED.