Post-Closing Collateral Clause Samples
The Post-Closing Collateral clause establishes the requirements for providing or maintaining collateral after the closing of a transaction. Typically, this clause outlines the types of collateral that must be delivered, the timeline for delivery, and any ongoing obligations to perfect or update the collateral documentation. Its core practical function is to ensure that the secured party retains adequate protection for its interests even after the transaction has formally closed, thereby mitigating the risk of loss or default.
Post-Closing Collateral. To the extent the Company and the Guarantors are not able to execute and deliver all Security Documents required in connection with the creation and perfection of the Liens of the Collateral Agent on the Collateral (to the extent required by this Indenture or such Security Documents) on or prior to the Issue Date, the Company and the Guarantors will use their commercially reasonable efforts to have all security interests in the Collateral duly created and enforceable and perfected, to the extent required by this Indenture or such Security Documents, within the time period required by the Security Documents.
Post-Closing Collateral. (a) Within 90 days of the Issue Date (or such longer period as the Notes Collateral Agent may agree in its reasonable discretion), the Co-Issuers and the Guarantors shall execute and deliver a first priority Mortgage (subject to Permitted Liens) in favor of the Notes Collateral Agent, for the benefit of the Holders, covering such Real Property subject to a Mortgage as of the date hereof in favor of the Administrative Agent for the benefit of the Credit Agreement Secured Parties, in form for recording or filing in the recording or filing office of the applicable governmental subdivision where such Mortgaged Property is situated, together with evidence that all filing, documentary, stamp, intangible and mortgage recording taxes, fees, charges, costs and expenses have been paid by the Co-Issuers, (ii) to the extent the same was previously delivered to the Administrative Agent in connection with the Mortgaged Properties in accordance with the Six Credit Agreement (or, if the Merger is consummated, the HoldCo Credit Agreement) provide the Notes Collateral Agent with (x) a mortgagee title and extended coverage insurance policy insuring the first priority Lien of the Mortgage upon such Real Property in an amount equal to the fair market value of such Real Property, together with (A) such endorsements as are reasonable and customary or otherwise as the Notes Collateral Agent shall reasonably request (including, without limitation, a tie-in or cluster endorsement if available) and (B) evidence that all premiums in respect of such policy and all related expenses have been paid by the Co-Issuers, as well as a current or updated ALTA survey (or survey affidavit) thereof, certified to the Notes Collateral Agent and the applicable title insurance company; provided that such survey affidavit, if applicable, is sufficient to cause the title insurance company to issue such mortgagee title insurance policies without any standard survey exceptions and with customary survey related endorsements and (y) any consents or estoppels deemed reasonably necessary or advisable in connection with such Mortgage, each of the foregoing in form and substance reasonably satisfactory to the Notes Collateral Agent (provided that the Co-Issuers and the Guarantors shall only be required to deliver a Mortgage with respect to any real property leasehold interests upon receipt of any required landlord consent to such leasehold Mortgage after using commercially reasonable efforts to obtain such con...
Post-Closing Collateral. The Borrower shall have satisfied, and shall have caused each Loan Party to have satisfied, the Term Loan Priority Collateral Requirements on or prior to (x) the date that is 90 days after the Closing Date (or such later date as may be agreed by the Administrative Agent in its sole discretion) with respect to Term Loan Priority Collateral consisting of Real Estate Collateral Properties and Related Real Estate Collateral located thereon, and (y) within 120 days after the Closing (or such later date as may be agreed by the Administrative Agent in its sole discretion) with respect to Term Loan Priority Collateral consisting of Related Real Estate Collateral located at Material Related Collateral Locations. After the Closing Date, the Borrower may substitute one or more fee-owned or ground leasehold interests in Real Estate (and the Equipment located thereon) for any Term Loan Priority Collateral on the Applicable Collateral List subject to the satisfaction of the terms and conditions set forth in Section 9.21, but provided that any such substitution prior to the completion of the requirements of the previous sentence shall not affect the amount of time permitted for taking any action required under this Section 5.25. In addition to the foregoing, Loan Parties shall deliver or cause to be delivered to the Administrative Agent on or before May 21, 2013 (unless the Administrative Agent, in its sole discretion, shall have agreed to any longer period), a lender’s loss payable endorsement for each of the property insurance policies (including Marine insurance policies insuring inventory) required to be maintained pursuant to Section 5.07, each in form and substance reasonably satisfactory to the Administrative Agent and naming the Administrative Agent as a loss payee and additional insured. Such endorsements shall, or the insurer shall otherwise agree in writing, to make the Administrative Agent a payee on any payment of a claim under such policies and provide for delivery of such payment directly to the ABL Facility Agent (subject to the rights of the Administrative Agent with respect to Term Loan Priority Collateral).
Post-Closing Collateral. The Issuer and the Guarantors will take the actions required by Section 4.10 (Post-Closing Collateral Matters) of the Security Agreement.
Post-Closing Collateral. Notwithstanding anything herein to the contrary, certain matters relating to Collateral and Mortgaged Properties shall be completed by the Post Closing Collateral Date as provided in Section 10.08 of the Indenture.
Post-Closing Collateral. Within (a) 14 days after the Effective Date (or such longer period as agreed to by the Administrative Agent in its sole discretion), the Borrower shall deliver Control Agreements between the Collateral Agent and each depository bank with which the applicable Consolidated Company maintains a deposit account, (b) 21 days after the Effective Date (or such longer period as agreed to by the Administrative Agent in its sole discretion), the Borrower shall cause Intermet International, Inc. to execute and deliver a Deed of Pledge (which shall contain a waiver of the existing Deed of Pledge delivered in connection with the Existing Loan Agreement) and such other documents, and take all such actions as shall be necessary, for the Collateral Agent to receive a first priority, perfected pledge of 65% of the Capital Securities of Intermet Netherlands B.V.; in connection with such pledge, the Borrower shall deliver to the Administrative Agent and the Secured Parties an opinion of Dutch counsel in form and substance satisfactory to the Administrative Agent and (c) 30 days after the Effective Date (or such longer period as agreed to by the Administrative Agent in its sole discretion), the Borrower shall (x) execute and deliver, and cause Tool Products, Inc. or Intermet International, Inc. to execute and deliver, a pledge agreement and such other documents, and take all such actions as shall be necessary, for the Collateral Agent to receive a first priority, perfected pledge of 65% of the Capital Securities of ▇▇▇▇▇▇▇ Inter-met Machining, S. de ▇.
Post-Closing Collateral. To the extent not completed prior to the Issue Date, the Issuer or the applicable Guarantor will take the actions and satisfy the requirements set forth on Schedule B on or prior to the date set forth on Schedule B with respect to each Mortgaged Property listed on Schedule A. At any time that the Company or any Guarantor shall acquire or own any real property with a fair market value in excess of $2,000,000 which does not constitute Excluded Property and which is not subject to a Mortgage in favor of the Collateral Agent for the benefit of the Noteholder Secured Parties, the Company or such Guarantor shall within one-hundred eighty (180) days after the acquisition of such real property (or such later date as the ABL Agent may agree with respect to the corresponding requirement under the ABL Documents), duly execute and deliver to the Collateral Agent counterparts of a Mortgage together with other items set forth in Schedule B, with respect to any such real property.
Post-Closing Collateral. The Company shall at the Company's expense within 30 days after the Closing Date duly execute and deliver to the Trustee, a control agreement mutually agreeable to the Company and the Trustee in respect of an Asset Sale Proceeds Account and shall take such other actions which are reasonably necessary to vest in the Trustee acting on behalf of the Secured Parties a valid and perfected first priority security interest in such Asset Sale Proceeds Account.
Post-Closing Collateral. The Company and the Guarantors will, and will procure that Getaround SAS, in each case, if tax counsel to the Company and the Subscriber agree in good faith that the following shall not result in material adverse consequences to the Company pursuant to Section 956 of the Code:
(a) as soon as practicable, and in no event later than the earlier of (I) 90 days after the Issue Date and (II) obtaining the consent of the lender under the PGE Facility, will, use its commercially reasonable efforts to execute and deliver to the Trustee and Collateral Agent such Security Documents (in a form that is reasonably satisfactory to the Subscriber) and other documents, including an intercreditor agreement, to create effective second priority Liens and security interests over the collateral that secures the PGE Facility as of the Issue Date to be provided in respect of the Notes and this Indenture and take all action, including executing and delivering all ancillary documents, in connection with the creation, perfection and/or registration of such collateral.
(b) as soon as practicable, and in no event more than 30 days after the repayment of the PGE Facility in full (other than by way of a Permitted Refinancing thereof consisting of French State guaranteed loans), will execute and deliver to the Trustee and Collateral Agent such Security Documents (in a form that is reasonably satisfactory to the Subscriber) and other documents to create effective first priority Liens and security interests over the collateral that secures the PGE Facility as of the Issue Date to be provided in respect of the Notes and this Indenture and take all action, including executing and delivering all ancillary documents, in connection with the creation, perfection and/or registration of such collateral.
Post-Closing Collateral. (i) Within 5 days after the date hereof (which time period may be extended in the Collateral Agent’s sole discretion), the Collateral Agent shall have received original stock powers undated and endorsed in blank for each of the certificated equity interests listed in Schedule 9(a) to the Perfection Certificate.
(ii) The Grantors will use commercially reasonable efforts to grant Control over Deposit Accounts (other than Deposit Accounts that are Excluded Property) in existence on the date hereof to the ABL Agent as bailee for the Collateral Agent pursuant to the Intercreditor Agreement, to the extent such Deposit Accounts are not already subject to Control by the ABL Agent.