Example ContractsClausesCredit Agreement; Security Documents
Credit Agreement; Security Documents
Credit Agreement; Security Documents contract clause examples

Credit Agreement; Security Documents. The Agent shall have received # this Agreement, executed and delivered by the Agent, each Loan Party and each Lender whose name appears on the signature pages hereof, # the Security Documents specified on the Closing Checklist attached hereto as [Exhibit K] required to be delivered on the Closing Date (except to the extent set forth in [Sections 6.12(a) and 6.16]), executed and delivered by the Loan Parties and the Agent, # an Acknowledgement and Consent in the form attached to the Security Agreement executed and delivered by each Issuer (as defined therein), if any, that is not a Loan Party, # a Note executed by the Borrower in favor of each Lender requesting a Note, and # a Representations and Warranties Certificate executed by each Loan Party, and # all other Loan Documents specified on the Closing Checklist attached hereto as [Exhibit K] and required to be delivered on the Closing Date (except to the extent set forth in Section 6.16 hereof), each duly executed by the applicable Loan Parties and all other Persons party thereto.

Credit Agreement; Security Documents. The Agent shall have received # this Agreement, executed and delivered by the Agent, each Loan Party and each Lender whose name appears on the signature pages hereof, # the Security Documents specified on the Closing Checklist attached hereto as [Exhibit K] required to be delivered on the Closing Date (except to the extent set forth in [Sections 6.12(a) and 6.16]6] hereof), executed and delivered by the Loan Parties and the Agent, # an Acknowledgement and Consent in the form attached to the Security Agreement executed and delivered by each Issuer (as defined therein), if any, that is not a Loan Party, # a Note executed by the Borrower in favor of each Lender requesting a Note, and # a Representations and Warranties Certificate executed by each Loan Party, and # all other Loan Documents specified on the Closing Checklist attached hereto as [Exhibit K] and required to be delivered on the Closing Date (except to the extent set forth in [Section 6.16] hereof), each duly executed by the applicable Loan Parties and all other Persons party thereto.

Credit Agreement; Security Documents. The Agent shall have received # this Agreement, executed and delivered by the Agent, the L/C Issuer, each Loan Party and each Lender whose name appears on the signature pages hereof, # the Security Documents specified on the Closing Checklist attached hereto as [Exhibit K] required to be delivered on the Closing Date (except to the extent set forth in [Sections 6.12(a) and 6.21]1] hereof), executed and delivered by the Loan Parties and the Agent, # an Acknowledgement and Consent in the form attached to the Security Agreement executed and delivered by each Issuer (as defined therein), if any, that is not a Loan Party, # a Note executed by the Borrower in favor of each Lender requesting a Note, # a Representations and Warranties Certificate executed by each Loan Party, and # all other Loan Documents specified on the Closing Checklist attached hereto as [Exhibit K] and required to be delivered on the Closing Date (except to the extent set forth in [Section 6.21] hereof), each duly executed by the applicable Loan Parties and all other Persons party thereto.

Credit Agreement; Advances; Security. This note has been issued pursuant to the terms of the Credit Agreement, is one of the Notes referred to in the Credit Agreement and is subject to all of the terms and provisions of the Credit Agreement including, without limiting the generality of the foregoing, [Section 9.12] thereof, which is incorporated herein by reference as if first set forth herein upon the execution of the Credit Agreement. Advances against this note by Payee or other holder hereof shall be governed by the terms and provisions of the Credit Agreement. Payee is entitled to the benefits of and security provided for in the Credit Agreement. The unpaid principal balance of this note at any time shall be the total of all amounts lent or advanced against this note less the amount of all payments or permitted prepayments made on this note and by or for the account of Maker. All loans and advances and all payments and permitted prepayments made hereon may be endorsed by the holder of this note on a schedule which may be attached hereto (and thereby made a part hereof for all purposes) or otherwise recorded in the holder’s records; provided, that any failure to make notation of # any advance shall not cancel, limit or otherwise affect Maker’s obligations or any holder’s rights with respect to that advance, or # any payment or permitted prepayment of principal shall not cancel, limit or otherwise affect Maker’s entitlement to credit for that payment as of the date received by the holder.

Credit Agreement; Advances; Security. This note has been issued pursuant to the terms of the Credit Agreement, is one of the Notes referred to in the Credit Agreement and is subject to all of the terms and provisions of the Credit Agreement including, without limiting the generality of the foregoing, [Section 9.12] thereof, which is incorporated herein by reference as if first set forth herein upon the execution of the Credit Agreement. Advances against this note by Payee or other holder hereof shall be governed by the terms and provisions of the Credit Agreement. Payee is entitled to the benefits of and security provided for in the Credit Agreement. The unpaid principal balance of this note at any time shall be the total of all amounts lent or advanced against this note less the amount of all payments or permitted prepayments made on this note and by or for the account of Maker. All loans and advances and all payments and permitted prepayments made hereon may be endorsed by the holder of this note on a schedule which may be attached hereto (and thereby made a part hereof for all purposes) or otherwise recorded in the holder’s records; provided, that any failure to make notation of # any advance shall not cancel, limit or otherwise affect Maker’s obligations or any holder’s rights with respect to that advance, or # any payment or permitted prepayment of principal shall not cancel, limit or otherwise affect Maker’s entitlement to credit for that payment as of the date received by the holder.

. The Collateral Agreement is effective to create in favor of the Collateral Agent, for the benefit of the Secured Parties, a legal, valid and enforceable security interest in the Collateral described therein and proceeds thereof. In the case of the Pledged Stock (as defined in the Collateral Agreement), when stock certificates representing such Pledged Stock (to the extent constituting “certificated securities” under [Section 8-102(4)] of the New York UCC) are delivered to the Collateral Agent (together with a properly completed and signed stock power or endorsement), and in the case of the other Collateral described in the Collateral Agreement, when financing statements and other filings specified on [Schedule 4.19(a)] in appropriate form are filed in the offices specified on [Schedule 4.19(a)], the Collateral Agreement shall constitute a fully perfected Lien on, and security interest in, all right, title and interest of the applicable Loan Parties in such Collateral and the proceeds thereof, as security for the Obligations (as defined in the Collateral Agreement), in each case prior and superior in right to any other Person (except, in the case of Collateral other than Pledged Stock, Liens permitted by Section 7.3).

Security Documents. Each of the Security Documents has been duly authorized by the Obligors and, when executed and delivered by such Obligors, will (assuming the due authorization, execution and delivery in accordance with its terms by each of the other parties thereto) constitute a legally valid and binding agreement of the Obligors, enforceable against each of the Obligors in accordance with its terms, except as

Security Documents. The Obligors shall have executed and delivered perfection certificates dated as of the Closing Date (the “Perfection Certificates”) in form and substance reasonably satisfactory to the Initial Purchasers. Except as otherwise provided for in the Security Agreement, the Indenture or the other documents entered into pursuant to the Transactions, the Representative and the Collateral Trustee shall have received each of the Security Documents, in form and substance reasonably satisfactory to the Initial Purchasers, and all other certificates, agreements or instru

Security Documents. The Guarantee and Collateral Agreement and each other Security Document is, or upon execution, will be, effective to create in favor of the Collateral Agent, for the benefit of the Secured Parties, a valid security interest in the Collateral described therein (to the extent a security interest can be created therein under the Uniform Commercial Code, where applicable, or in the case of a Foreign Security Document, subject to any customary reservations and qualifications contained in customary legal opinions rendered under the laws of the applicable jurisdiction). In the case of the Pledged Equity Interests described in the Guarantee and Collateral Agreement and each Foreign Pledge Agreement, when stock or interest certificates representing such Pledged Equity Interests (along with properly completed stock or interest powers and, where applicable, stock transfer forms, in each case, endorsing the Pledged Equity Interest and executed by the owner of such shares or interests) are delivered to the Collateral Agent or such other actions specified in each Foreign Pledge Agreement are taken, and in the case of the other Collateral described in the Guarantee and Collateral Agreement or any other Security Document (other than deposit accounts), when financing statements and other filings specified on [Schedule 4.19] in appropriate form are filed in the offices specified on [Schedule 4.19], the Collateral Agent, for the benefit of the Secured Parties, shall, under New York law, or in the case of the Debenture or other Security Document, which is governed by a law other than New York law (each a “Foreign Security Document”), under such other law, have a fully perfected Lien on, and security interest in, all right, title and interest of the Loan Parties in such Collateral to the extent # (in the case of New York law) perfection can be obtained by filing a UCC financing statement or # (in the case of a Foreign Security Document) subject to any customary reservations and qualifications contained in customary legal opinions rendered under the laws of the applicable jurisdiction, perfection can be obtained by the appropriate filing under such other applicable law, as security for the Obligations, in each case prior and superior in right to any other Person (except Liens permitted by [Section 7.2]) subject in the case of the Intellectual Property that is the subject of any application or registration in the United States Patent and Trademark Office or the United States Copyright Office (other than intent to use Trademark applications), to the recordation of appropriate evidence of the Collateral Agent’s Lien in the United States Patent and Trademark Office and/or United States Copyright Office, as appropriate, and the taking of actions and making of filings necessary under the applicable Requirements of Law to obtain the equivalent of perfection. In the case of Collateral that consists of deposit accounts securities accounts and/or commodity accounts, when a Control Agreement is executed and delivered by all parties thereto with respect to such accounts, the Collateral Agent, for the benefit of the Secured Parties, shall have a fully perfected Lien on, and security interest in, all right, title and interest of the Loan Parties in such Collateral and the proceeds thereof, as security for the Obligations, prior and superior to any other Person except as provided under the applicable Control Agreement with respect to the financial institution party thereto.

. ((a[[Borrower:Organization]] a[[Borrower:Organization]] The Guarantee and Collateral Agreement is effective to create in favor of the Administrative Agent, for the benefit of the Lenders, a legal, valid and enforceable security interest in the Collateral described therein and proceeds thereof. In the case of the Pledged Stock described in the Guarantee and Collateral Agreement, when stock certificates representing such Pledged Stock are delivered to the Administrative Agent (together with a properly completed and signed stock power or endorsement[[Borrower:Organization]], and in the case of the other Collateral described in the Guarantee and Collateral Agreement a security interest in which may be perfected by the filing of a financing statement, when financing statements and filings of short form agreements in respect of registered and applied for intellectual property owned by each Loan Party in appropriate form are filed in the appropriate offices with the requisite fee, the Guarantee and Collateral Agreement shall constitute a fully perfected Lien on, and security interest in, all right, title and interest of the Loan Parties in such Collateral and the proceeds thereof, as security for the Obligations (as defined in the Guarantee and Collateral Agreement[[Borrower:Organization]], prior and superior in right to any other Person except # with respect to Pledged Stock, nonconsensual Liens arising as a matter of law and # in each other case Liens permitted by Section 7.3.

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