Preservation and Perfection of Security Interests Clause Samples

Preservation and Perfection of Security Interests. Promptly, upon the reasonable request of Administrative Agents and at Reseller’s expense, execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter file or record in the appropriate governmental office, any document or instrument supplementing or confirming the Security Documents or otherwise reasonably deemed necessary by Administrative Agents to create, preserve or perfect any Security Interest purported to be created by the Security Documents or to fully consummate the transactions contemplated by the Loan Documents. The foregoing actions by Reseller shall include, (a) filing financing or continuation statements, and amendments thereof, and executing such mortgages, deeds of trust, assignments or security agreements, satisfactory to Administrative Agents; (b) delivering to Collateral Agent the original certificates of title for motor vehicles, or applications therefor duly executed, with Collateral Agent’s Security Interest for the benefit of Lenders properly shown thereon; (c) delivering to Collateral Agent the originals of all instruments, documents and chattel paper in excess of $500,000 in the aggregate, and all other Collateral of which Collateral Agent determines it should have physical possession in order to perfect and protect Collateral Agent’s Security Interest for the benefit of Lenders therein, duly endorsed or assigned to Collateral Agent without restriction; (d) delivering to Collateral Agent warehouse receipts covering any portion of the Collateral located in warehouses and for which warehouse receipts are issued; (e) upon the occurrence and during the continuance of an Event of Default, transferring Inventory to warehouses designated by Collateral Agent; (f) delivering to Collateral Agent all letters of credit on which Reseller is named beneficiary; (g) placing a durable notice of the existence of Collateral Agent’s Security Interest for the benefit of Lenders, acceptable to Administrative Agents, upon such items of the Collateral as are designated by Administrative Agents; and (h) placing a notice of the existence of Collateral Agent’s Security Interest for the benefit of Lenders, acceptable to Administrative Agents, upon those writings evidencing the Collateral and the books and records of Reseller pertaining to the Collateral, as designated by Administrative Agents.
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Preservation and Perfection of Security Interests. In connection with the June 29th Security Agreement, the Company delivered to JNC one or more Uniform Commercial Code Form 1 Financing Statements (collectively, "UCC Form 1") with respect to the Security Interest. In addition, the Company shall, as required from time to time by JNC, execute and deliver or endorse any and all instruments, documents, conveyances,assignments, security agreements, additional financing statements, continuation statements, and other agreements and writings which JNC may request in order to create, perfect, or continue the Security Interest or which JNC may otherwise reasonably request in order to secure, protect or enforce the Security Interest or the rights of JNC under this Agreement (but any failure to request or assure that the Company execute, deliver or endorse any such item shall not affect nor impair the validity, sufficiency or enforceability of this Agreement or any security interests granted herein, regardless of whether any such item was or was not executed, delivered or endorsed in a similar context or on a prior occasion). A carbon, photographic or other reproduction of this Agreement or of a financing statement is sufficient as a financing statement.
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Preservation and Perfection of Security Interests. Pledgor will promptly, upon the request of Pledgee and at Pledgor's expense, execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter, if applicable, register, file or record in an appropriate governmental office, any document or instrument supplemental to or confirmatory of this Agreement, and give such further assurances as may otherwise be necessary or desirable for the creation, preservation and/or perfection of the security interests described in this Agreement.
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Preservation and Perfection of Security Interests. Concurrently with the execution of this Agreement, the Company has executed and delivered to Micro Technology a Uniform Commercial Code Form 1 Financing Statement ("UCC Form 1") with respect to the Security Interest. In addition, the Company shall, as required from time to time by Micro Technology, execute and deliver or endorse any and all instruments, documents, conveyances, assignments, security agreements, additional financing statements, continuation statements and other agreements and writings which Micro Technology may request in order to create, perfect or continue the Security Interest or which Micro Technology may otherwise reasonably request in order to secure, protect or enforce the Security Interest or the rights of Micro Technology under this Agreement (but any failure to request or assure that the Company execute, deliver or endorse any such item shall not affect nor impair the validity, sufficiency or enforceability of this Agreement or any security interests granted herein, regardless of whether any such item was or was not executed, delivered or endorsed in a similar context or on a prior occasion). A carbon, photographic or other reproduction of this Agreement or of a financing statement is sufficient as a financing statement.
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Preservation and Perfection of Security Interests. Borrower shall promptly, upon the reasonable request of Administrative Agent and at Borrower's expense, execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter file or record in the appropriate governmental office, any document or instrument supplementing or confirming the Security Documents or otherwise deemed necessary by Administrative Agent to create, preserve or perfect any Security Interest purported to be created by the Security Documents or to fully consummate the transactions contemplated by the Loan Documents.
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Preservation and Perfection of Security Interests. 43 14.12.2. COLLATERAL HELD BY WAREHOUSEMAN, BAILEE, ETC....................... 44 14.12.3. COMPLIANCE WITH TERMS OF SECURITY DOCUMENTS........................ 44 14.13. ACCOUNTING SYSTEM....................................................... 44 14.13.1. ACCOUNT RECORDS.................................................... 44 14.13.2. TRACING OF PROCEEDS................................................ 45 14.14.
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Related to Preservation and Perfection of Security Interests

  • PRESERVATION OF COLLATERAL AND PERFECTION OF SECURITY INTERESTS THEREIN Borrower shall, at Lender's request, at any time and from time to time, authenticate, execute and deliver to Lender such financing statements, documents and other agreements and instruments (and pay the cost of filing or recording the same in all public offices deemed necessary or desirable by Lender) and do such other acts and things or cause third parties to do such other acts and things as Lender may deem necessary or desirable in its sole discretion in order to establish and maintain a valid, attached and perfected security interest in the Collateral in favor of Lender (free and clear of all other liens, claims, encumbrances and rights of third parties whatsoever, whether voluntarily or involuntarily created, except Permitted Liens) to secure payment of the Liabilities, and in order to facilitate the collection of the Collateral. Borrower irrevocably hereby makes, constitutes and appoints Lender (and all Persons designated by Lender for that purpose) as Borrower's true and lawful attorney and agent-in-fact to execute and file such financing statements, documents and other agreements and instruments and do such other acts and things as may be necessary to preserve and perfect Lender's security interest in the Collateral. Borrower further agrees that a carbon, photographic, photostatic or other reproduction of this Agreement or of a financing statement shall be sufficient as a financing statement. Borrower further ratifies and confirms the prior filing by Lender of any and all financing statements which identify the Borrower as debtor, Lender as secured party and any or all Collateral as collateral.

  • Perfection of Security Interests Each Borrower and Guarantor irrevocably and unconditionally authorizes Agent (or its agent) to file at any time and from time to time such financing statements with respect to the Collateral naming Agent or its designee as the secured party and such Borrower or Guarantor as debtor, as Agent may require, and including any other information with respect to such Borrower or Guarantor or otherwise required by part 5 of Article 9 of the Uniform Commercial Code of such jurisdiction as Agent may determine, together with any amendment and continuations with respect thereto, which authorization shall apply to all financing statements filed on, prior to or after the date hereof. Each Borrower and Guarantor hereby ratifies and approves all financing statements naming Agent or its designee as secured party and such Borrower or Guarantor, as the case may be, as debtor with respect to the Collateral (and any amendments with respect to such financing statements) filed by or on behalf of Agent prior to the date hereof and ratifies and confirms the authorization of Agent to file such financing statements (and amendments, if any). Each Borrower and Guarantor hereby authorizes Agent to adopt on behalf of such Borrower and Guarantor any symbol required for authenticating any electronic filing. In the event that the description of the collateral in any financing statement naming Agent or its designee as the secured party and any Borrower or Guarantor as debtor includes assets and properties of such Borrower or Guarantor that do not at any time constitute Collateral, whether hereunder, under any of the other Financing Agreements or otherwise, the filing of such financing statement shall nonetheless be deemed authorized by such Borrower or Guarantor to the extent of the Collateral included in such description and it shall not render the financing statement ineffective as to any of the Collateral or otherwise affect the financing statement as it applies to any of the Collateral. In no event shall any Borrower or Guarantor at any time file, or permit or cause to be filed, any correction statement or termination statement with respect to any financing statement (or amendment or continuation with respect thereto) naming Agent or its designee as secured party and such Borrower or Guarantor as debtor.

  • Perfection and Protection of Security Interest (a) The Borrower shall, at its expense, perform all steps requested by the Agent at any time to perfect, maintain, protect, and enforce the Agent’s Liens, including: (i) executing, delivering and/or recording of filing financing or continuation statements, and amendments thereof, in form and substance reasonably satisfactory to the Agent; (ii) delivering to the Agent the originals of all instruments, documents, and chattel paper, and all other Collateral of which the Agent determines it should have physical possession in order to perfect and protect the Agent’s security interest therein, duly pledged, endorsed or assigned to the Agent without restriction; (iii) placing notations on the Borrower’s books of account to disclose the Agent’s security interest; and (iv) taking such other steps as are deemed necessary or desirable by the Agent to maintain and protect the Agent’s Liens. To the extent permitted by applicable law, the Agent may file, without the Borrower’s signature, one or more financing statements disclosing the Agent’s Liens. The Borrower agrees that a carbon, photographic, photostatic, or other reproduction of this Agreement or of a financing statement is sufficient as a financing statement. (b) If any Collateral is at any time in the possession or control of any warehouseman, bailee or any of the Borrower’s agents or processors, then the Borrower shall notify the Agent thereof and shall, at the request of Agent, notify such Person of the Agent’s security interest in such Collateral and instruct such Person to hold all such Collateral for the Agent’s account subject to the Agent’s instructions. If at any time any Collateral is located in any operating facility of the Borrower not owned by the Borrower, then the Borrower shall, at the request of the Agent, obtain written landlord lien waivers or subordinations, in form and substance reasonably satisfactory to the Agent, of all present and future Liens to which the owner or lessor of such premises may be entitled to assert against the Collateral. (c) From time to time, the Borrower shall, upon the Agent’s request, execute and deliver confirmatory written instruments pledging to the Agent, for the ratable benefit of the Agent and the Lenders, the Collateral with respect to the Borrower, but the Borrower’s failure to do so shall not affect or limit any security interest or any other rights of the Agent or any Lender in and to the Collateral with respect to the Borrower. So long as this Agreement is in effect and until all Obligations have been fully satisfied, the Agent’s Liens shall continue in full force and effect in all Collateral (whether or not deemed eligible for the purpose of calculating the Availability or as the basis for any advance, loan, extension of credit, or other financial accommodation). (d) Except with respect to Collateral delivered to the Agent pursuant to this Section 6.2, the Borrower shall immediately following the execution or receipt of a Contract, stamp on the Contract the following words: “This document is subject to a security interest in favor of Bank of America, N.A., as agent”.

  • Creation, Perfection and Priority of Security Interests The representations and warranties regarding creation, perfection and priority of security interests in the Purchased Property, which are attached to this Agreement as Appendix B, are true and correct to the extent that they are applicable.

  • Perfection of Security Interest Each Borrower shall take all action that may be necessary or desirable, or that Agent may request, so as at all times to maintain the validity, perfection, enforceability and priority of Agent’s security interest in and Lien on the Collateral or to enable Agent to protect, exercise or enforce its rights hereunder and in the Collateral, including, but not limited to, (i) immediately discharging all Liens other than Permitted Encumbrances, (ii) obtaining Lien Waiver Agreements, (iii) delivering to Agent, endorsed or accompanied by such instruments of assignment as Agent may specify, and stamping or marking, in such manner as Agent may specify, any and all chattel paper, instruments, letters of credits and advices thereof and documents evidencing or forming a part of the Collateral, (iv) entering into warehousing, lockbox and other custodial arrangements satisfactory to Agent, and (v) executing and delivering financing statements, control agreements, instruments of pledge, mortgages, notices and assignments, in each case in form and substance satisfactory to Agent, relating to the creation, validity, perfection, maintenance or continuation of Agent’s security interest and Lien under the Uniform Commercial Code or other Applicable Law. By its signature hereto, each Borrower hereby authorizes Agent to file against such Borrower, one or more financing, continuation or amendment statements pursuant to the Uniform Commercial Code in form and substance satisfactory to Agent (which statements may have a description of collateral which is broader than that set forth herein). All charges, expenses and fees Agent may incur in doing any of the foregoing, and any local taxes relating thereto, shall be charged to Borrowers’ Account as a Revolving Advance of a Domestic Rate Loan and added to the Obligations, or, at Agent’s option, shall be paid to Agent for its benefit and for the ratable benefit of Lenders immediately upon demand.