Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries (other than (x) any Property described in paragraph (b), (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 7 contracts
Samples: Credit Agreement (NBC Acquisition Corp), Credit Agreement (Nebraska Book Co), Credit Agreement (Nebraska Book Co)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) any Property property described in paragraph (b), (c) or (d) below and (y) any Property property subject to a Lien expressly permitted by Section 7.3(g7.3(c)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or reasonably advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or reasonably advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest (subject to such Liens expressly permitted by Section 7.3) in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 5 contracts
Samples: Credit Agreement (C-Iii Capital Partners LLC), Credit Agreement (C-Iii Capital Partners LLC), Credit Agreement (Colony Financial, Inc.)
Additional Collateral, etc. (a) With respect to any Property owned property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries (other than (x) any Property described in paragraph (b), (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) Subsidiary Guarantor as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected LienLien (except as expressly set forth in the applicable Security Document), promptly (or within such period of time as reasonably consented to by the Administrative Agent) (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent reasonably deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Propertyproperty and (ii) take all actions reasonably necessary or advisable to grant to the Administrative Agent, for the benefit of the Secured Parties, a (except as expressly set forth in the applicable Security Document) perfected security interest in such property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be reasonably requested by the Administrative Agent.
Appears in 4 contracts
Samples: Credit Agreement (IAA Acquisition Corp.), Credit Agreement (Adesa California, LLC), Credit Agreement (Auto Disposal of Memphis, Inc.)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Group Member (other than (x) any Property property described in paragraph (b), (c) or (d) below and any interest in real property, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)8.3(g) or 8.3(j) and (z) property acquired by any Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lendersrelevant Secured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lendersrelevant Secured Parties, a first priority security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lendersrelevant Secured Parties, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 3 contracts
Samples: Credit Agreement (Henry Schein Inc), Credit Agreement (Henry Schein Inc), Credit Agreement (Henry Schein Inc)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) any Property property described in paragraph (b), (c) or (d) below below, and (y) any Property property subject to a Lien expressly permitted by Section 7.3(g7.03(f), (g), (p) and (r)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the either of the Guarantee and Collateral Agreement Agreements or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty (subject to Liens permitted by Section 7.03), including without limitation, the filing of Uniform Commercial Code financing statements or the making of such other filings or recordings in such jurisdictions as may be required by the Guarantee and Collateral Agreement Agreements or by law or as may be requested by the Administrative Agent.
Appears in 3 contracts
Samples: Credit Agreement (Paperweight Development Corp), Credit Agreement (Paperweight Development Corp), Credit Agreement (Appleton Papers Inc/Wi)
Additional Collateral, etc. (a) With Subject to the entry of the Interim Financing Order, with respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (xw) any Property described in paragraph (b), (c) or (d) below and (y) any Property property which would not have been subject to a the Lien expressly permitted created by Section 7.3(g)) the Guarantee and Collateral Agreement as of the Closing Date had such property been owned as of the Closing Date as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to either of the Guarantee and Collateral Agreement Agreements or such other documents as the Administrative Agent deems Required Lenders deem necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Propertyproperty (subject to Liens permitted to have priority under Section 2.17(c)), including without limitation, the filing of Uniform Commercial Code financing statements or the making of such other filings or recordings in such jurisdictions as may be required by the Guarantee and Collateral Agreement Agreements or by law Law or as may be requested by the Administrative AgentAgent (at the direction of the Required Lenders).
Appears in 3 contracts
Samples: Credit Agreement (Paperweight Development Corp), Credit Agreement (Paperweight Development Corp), Possession Credit Agreement
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than (x) any Property described in paragraph (b), (c) or (d) below and below, (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) and (z) Receivables Facility Assets) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be reasonably requested by the Administrative Agent.
Appears in 3 contracts
Samples: Credit Agreement (International Home Foods Inc), Credit Agreement (International Home Foods Inc), Credit Agreement (International Home Foods Inc)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Group Member (other than (x) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)6.3(g) and (z) property acquired by any Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first or second priority security interest in such Propertyproperty (subject to any Liens permitted by Section 6.3 and Permitted Exceptions solely to the extent that such Liens or Permitted Exceptions have priority under applicable law), as applicable, in such property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 3 contracts
Samples: Term Loan Agreement (Eddie Bauer Holdings, Inc.), Term Loan Agreement (Eddie Bauer Holdings, Inc.), Guarantee and Collateral Agreement (Eddie Bauer Holdings, Inc.)
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries (other than (x) any Property described in paragraph (b), (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 3 contracts
Samples: Credit Agreement (NBC Acquisition Corp), Credit Agreement (Nebraska Book Co), Credit Agreement (Nebraska Book Co)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)) and (z) property acquired by any Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements (or other documents, such as Patent and Trademark Office filings and Copyright Office filings) in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 3 contracts
Samples: Credit Agreement (Church & Dwight Co Inc /De/), Credit Agreement (Church & Dwight Co Inc /De/), Credit Agreement (Church & Dwight Co Inc /De/)
Additional Collateral, etc. (a) With respect to any Property -------------------------- acquired after the Closing Date by SuperHoldings, Holdings, the Borrower Company or any of their respective its Subsidiaries (other than (x) any Property described in paragraph (b), (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 3 contracts
Samples: Credit Agreement (Details Inc), Credit Agreement (Details Capital Corp), Credit Agreement (Details Inc)
Additional Collateral, etc. (a) With respect to any personal Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than (x) any Property described in paragraph (b), ) or paragraph (c) or (d) below and of this Section, (y) any Property subject to a Lien expressly permitted by Section 7.3(g)6.3(g) and (z) Property acquired by an Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Sba Communications Corp), Credit Agreement (Sba Communications Corp)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Group Member (other than (xw) any Property property described in paragraph (b), (c) or (d) below and below, (yx) any Property property subject to a Lien expressly permitted by Section 7.3(g8.3(f), (y) property acquired by any Foreign Subsidiary and (z) any property of the type not required to be pledged pursuant to the Security Documents) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent reasonably deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Propertyproperty (subject to Liens permitted under Section 8.3), including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Protection One Alarm Monitoring Inc), Credit Agreement (Protection One Alarm Monitoring Inc)
Additional Collateral, etc. (a) With respect to any Property -------------------------- acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than an Excluded Foreign Subsidiary) (x) other than any Property described in paragraph (b), (c) or (d) below and real property having a value (yincluding improvements thereof) any Property subject to a Lien expressly permitted by Section 7.3(g)of less than $1,000,000) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Nationwide Credit Inc), Credit Agreement (Nationwide Credit Inc)
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) any Property described in paragraph (b), ) or paragraph (c) or (d) below of this Section, and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected LienLien (other than by reason of such Property being Excluded Property), promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code UCC financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Bucyrus International Inc), Credit Agreement (Bucyrus International Inc)
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdingsthe REIT, the Borrower or any of their respective Subsidiaries Material Subsidiary (other than (x) any Property described in paragraph (b)real property, (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)8.3(g) and (z) the Capital Stock of any Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (U-Store-It Trust), Credit Agreement (U-Store-It Trust)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than (x) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)) and (z) property acquired by any Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Inamed Corp), Credit Agreement (Inamed Corp)
Additional Collateral, etc. (a) With respect to any personal Property acquired after the Closing Effective Date by SuperHoldings, Holdings, the Borrower Parent or any of their respective its Subsidiaries (other than (x) any Property described leasehold, easement or fee interest in paragraph (b)real property, (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) and (z) Property acquired by an Excluded Subsidiary) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Sba Communications Corp), Amendment and Restatement (Sba Communications Corp)
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than (x) any Property described in paragraph (b), ) or paragraph (c) of this Section or (d) below and any other interest in real property, (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) and (z) Property acquired by an Excluded Subsidiary) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Chefford Master Manufacturing Co Inc), Credit Agreement (UCI Holdco, Inc.)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Subsidiary Guarantor (other than (x1) any Property property described in paragraph (b), (c) or (d) below and (y2) any Property property subject to a Lien expressly permitted by Section 7.3(g)7.3) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, the Borrower shall, and shall cause such Subsidiary Guarantor to, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest Lien in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest Lien in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be reasonably requested by the Administrative Agent.
Appears in 2 contracts
Samples: Third Amended and Restated Credit Agreement (Newpark Resources Inc), Credit Agreement (Newpark Resources Inc)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than (x) any Property property described in paragraph (b), (c) or (d) below and (y) any Property property subject to a Lien expressly permitted by Section 7.3(g) or 7.3(i)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or reasonably advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or reasonably advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, subject to the Liens permitted pursuant to Section 7.3, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may otherwise be reasonably requested by the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Selfix Inc /De/), Credit Agreement (Home Products International Inc)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective the Restricted Subsidiaries (other than (xw) any Property property described in paragraph (b), (c) or (d) below and below, (yx) any Property property subject to a Lien expressly permitted by Section 7.3(g8.03(g), (y) property acquired by any Foreign Subsidiary and (z) any property of the type excluded from the Security Documents) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Propertyproperty (other than Liens permitted under Section 8.03), including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agentlaw.
Appears in 2 contracts
Samples: Credit Agreement (Roundy's, Inc.), Credit Agreement (Roundy's, Inc.)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)) and (z) any property that is excluded from the definition of “Collateral”) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or reasonably advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or reasonably advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty (subject to Liens permitted by Section 7.3), including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Advent Software Inc /De/), Credit Agreement (Advent Software Inc /De/)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than an Excluded Subsidiary) (other than (x) any Property property described in paragraph (b), (c) or (d) below and (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty having the highest priority then available, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Tenneco Inc), Credit Agreement (Tenneco Inc)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than an Excluded Subsidiary) (other than (x) any Property property described in paragraph (b), (c) or (d) below and (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty having the highest priority then available, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be reasonably requested by the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Tenneco Inc), Credit Agreement (Tenneco Inc)
Additional Collateral, etc. (a) With respect to any Property property (to the extent included in the definition of Collateral) acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) any Property property described in paragraph (b), (c) or (d) below below, and (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (and in any event within thirty (30) days or such longer period as the Administrative Agent shall agree in its sole discretion) (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to evidence that such Loan Party is a Guarantor and to grant to the Administrative Agent, for the ratable benefit of the LendersSecured Parties, a security interest in such Property property and (ii) take all actions necessary or advisable in the opinion of the Administrative Agent to grant to the Administrative Agent, for the ratable benefit of the LendersSecured Parties, a perfected first priority (except as expressly permitted by Section 7.3) security interest and Lien in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 2 contracts
Samples: Guarantee and Collateral Agreement (TransMedics Group, Inc.), Credit Agreement (TransMedics Group, Inc.)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Group Member (other than (x) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)8.3(g) and (z) property acquired by any Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly promptly, upon request of the Administrative Agent, (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems reasonably necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be reasonably requested by the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Innophos, Inc.), Credit Agreement (Innophos Investment Holdings, Inc.)
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than (x) any Property described in paragraph (b), (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Collateral Agent, for the benefit of the Agents and the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Collateral Agent, for the benefit of the Agents and the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Collateral Agent, for the benefit of the Agents and the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than (x) any real property or any Property described in paragraph (b), (c) or (d) below and of this Section, (y) any Property subject to a Lien expressly permitted by Section 7.3(g)6.2(g) and (z) Property acquired by an Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code UCC financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agentlaw.
Appears in 1 contract
Samples: Credit Agreement (XCel Brands, Inc.)
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Subsidiary (other than (x) any real property or any Property described in paragraph (b), (c) or (d) below and of this Section, (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) and (z) Property acquired by an Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code UCC financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agentlaw.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Group Member (other than (x) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)8.3(g) and (z) property acquired by any Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property property -------------------------- acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective TWTC's Subsidiaries (other than (x) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)) and (z) property acquired by any Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than (x) any Property described in paragraph (b), (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement, the Patent and Trademark Security Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement, the Patent and Trademark Security Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Samples: Senior Secured Credit Agreement (Day International Group Inc)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) property excluded from Collateral by the Security Documents, (y) any Property property described in paragraph (b), (c) or (dc) below and (yz) any Property property subject to a Lien expressly permitted by Section 7.3(g6.3(c), (d), (f), (g), (j) and (k)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be reasonably requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)6.2(g) and (z) property acquired by any Excluded Foreign Subsidiary, Excluded Entity or the Securitization Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent reasonably deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all commercially reasonable actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, property with the filing of Uniform Commercial Code financing statements priority specified in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative AgentIntercreditor Agreement.
Appears in 1 contract
Samples: Credit Agreement (Visteon Corp)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)8.3(g) and (z) property acquired by any Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent reasonably deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or reasonably advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any personal Property acquired after the Closing Effective Date by SuperHoldings, Holdings, the Borrower Parent or any of their respective its Subsidiaries (other than (x) any Property described leasehold, easement or fee interest in paragraph (b)real property, (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) and (z) Property acquired by an Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property material property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) property excluded from Collateral by the Security Documents, (y) any Property property described in paragraph (b), (c) or (dc) below and (yz) any Property property subject to a Lien expressly permitted by Section 7.3(g6.3(c), (d), (f), (g), (j) and (k)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments amendments, if any, to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be reasonably requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Debtor (other than (x) any Property described in paragraph (b), (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code UCC financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any personal Property acquired after the Closing Additional Collateral Effective Date by SuperHoldings, Holdings, the either Borrower or any of their respective Subsidiaries Restricted Subsidiary other than a Foreign Subsidiary (other than (x) any Property described in paragraph (b), (c) or (d) below of this Section and (y) any Property subject to a Lien expressly permitted by Section 7.3(g9.3(g)) as to which the General Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the General Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the General Administrative Agent deems necessary or advisable in order to grant to the General Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all such actions as are necessary or advisable to grant to the General Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the General Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Cott Corp /Cn/)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Restatement Effective Date by SuperHoldings, Holdings, the Parent Borrower or any of their respective Subsidiaries Domestic Subsidiary (other than (x) real property and fixtures, (y) any Property property described in paragraph (b), (c) or (dc) below and (yz) any Property property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Domestic Subsidiaries (other than (x) any Property described in paragraph (b), ) or paragraph (c) or (d) below of this Section, and (y) any Property subject to a Lien expressly permitted by Section 7.3(g6.3(g)) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Samples: Iv Term Loan Agreement (Global Geophysical Services Inc)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) any Property property described in paragraph (b), (c), (d) or (de) below and (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be reasonably requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than (x) any Property property described in paragraph (b), ) or (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)8.3(g) and (z) property acquired by any Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than (xw) any Property property described in paragraph (b), (c) or (d) below and below, (yx) any Property property subject to a Lien expressly permitted by Section 7.3(g8.3(g), (y) property acquired by any Foreign Subsidiary and (z) any property of the type excluded from the Security Documents) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly promptly, (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first second priority security interest in such Propertyproperty (subject only to Liens permitted under Section 8.3), including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agentlaw.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldingsany Loan Party, Holdingsincluding any entity that becomes a Loan Party hereafter pursuant to Section 5.9(c), the Borrower or any of their respective Subsidiaries (other than (x) any Property described in paragraph (b), ) or paragraph (c) or (d) below of this Section and (y) any Property subject to a Lien expressly permitted by Section 7.3(g6.3(g) or (h)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first second priority security interest (as provided in the Guarantee and Collateral Agreement) in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be reasonably requested by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Anc Rental Corp)
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Restricted Subsidiaries (other than (x) any Property described in paragraph (b), ) or paragraph (c) of this Section, or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)6.3(g) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Security Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property Property, and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Security Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than (x) any Property property described in paragraph (b), (c) or (d) below and (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)) and (z) property acquired by any Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Samples: Revolving Credit Agreement (Cinemastar Luxury Theaters Inc)
Additional Collateral, etc. (a) With respect to any Property property (to the extent included in the definition of Collateral) acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) any Property property described in paragraph (b), (c) or (d) below below, and (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority (except as expressly permitted by Section 7.3) security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Perficient Inc)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Group Member (other than (x) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)) and (z) property acquired by any Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Amended and Restated Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Amended and Restated Guarantee and Collateral Agreement or by law or as may be reasonably requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property property otherwise constituting “Collateral” acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) any Property property described in paragraph (b), (c) or (d) below and (y) any Property property subject to a Lien expressly permitted by Section 7.3(g7.3(i)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, subject to paragraph (d) below, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent reasonably deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions reasonably necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority (subject to Liens permitted by Section 7.3) security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be reasonably requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than an Excluded Subsidiary) (other than (x) any Property property described in paragraph (b), (c) or (d) below and (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any personal Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Group Member (other than (x) any Property described leasehold, easement or fee interest in paragraph (b)real property, (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)6.3(g) or (z) the Capital Stock of any Unrestricted Subsidiary) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower Holdings or any of their respective Subsidiaries the Guarantors (other than (x) any Property described in paragraph (b), ) or paragraph (c) or (d) below and of this Section, (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) and (z) Property acquired by an Excluded Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or relevant Foreign Security Document or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements or similar filings in such jurisdictions as may be required by the Guarantee and Collateral Agreement or Foreign Security Document, as the case may be, or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than (xw) any Property property described in paragraph (b), (c) or (d) below and below, (yx) any Property property subject to a Lien expressly permitted by Section 7.3(g8.3(g), (y) property acquired by any Foreign Subsidiary and (z) any property of the type excluded from the Security Documents) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Propertyproperty (other than Liens permitted under Section 8.2(q)), including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agentlaw.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property --------------------------------- acquired after the Closing Restatement Effective Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Company (other than (x) any Property described in paragraph (b), (c) or (dc) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g8.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Group Member (other than (x) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)7.3(d) or (n) and (z) property acquired by any Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and promptly (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Samples: Mortgage, Security Agreement (Metavante Technologies, Inc.)
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Second Restatement Effective Date by SuperHoldings, Holdings, the Borrower any Credit Party (other than SMTC-Canada) or any of their respective its Subsidiaries (other than (xy) any Property described in paragraph (b), ) or paragraph (c) or (d) below of this Section and (yz) any Property subject to a Lien expressly permitted acquired by Section 7.3(g)an Excluded Foreign Subsidiary) as to which the General Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the General Administrative Agent such amendments to the Second Amended and Restated Guarantee and Collateral Agreement or such other documents as the General Administrative Agent deems necessary or advisable in order to grant to the General Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the General Administrative Agent, for the benefit of the Lenders, a perfected first priority senior security interest in such PropertyProperty junior only to the Congress Liens (subject to Liens permitted under Section 11.3), including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the General Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (SMTC Corp)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Group Member (other than (x) any Property property described in paragraph (b), (c) or (d) below and (y) property acquired by any Property subject to a Lien expressly permitted by Section 7.3(g)Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected first priority Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Group Member (other than (x) any Property property described in paragraph (b), (c) or (d) below and any interests real property, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)8.3(f) and (z) property acquired by any Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Zila Inc)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, any Group Member of the Borrower or any of their respective Subsidiaries type that would have constituted Collateral on the Closing Date (other than (x) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g7.3(c), (d) or (e) and (z) property acquired by any Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property property and (ii) take all actions necessary or advisable required by the Security Documents to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Propertyproperty (in the case of Collateral other than Pledged Stock, subject only to Liens permitted by Section 7.3), including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be reasonably requested by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Blueknight Energy Partners, L.P.)
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries the Grantors (other than (x) any Property described in paragraph (b)real property or the Capital Stock of any new Subsidiary, (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) and (z) Property acquired by an Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than an Excluded Foreign Subsidiary) (x) other than any Property described in paragraph (b), (c) or (d) below and real property having a value (yincluding improvements thereof) any Property subject to a Lien expressly permitted by Section 7.3(g)of less than $1,000,000) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Third Amendment and Restatement Effective Date by SuperHoldings, Holdings, the Borrower or any of their respective its Restricted Subsidiaries (other than (x) any Property described in paragraph (b), (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) or 7.3(l) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Salton Inc)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Effective Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Group Member (other than (x) any Property property described in paragraph (b), ) or (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)6.3(g) and (z) any property included as collateral under the Senior Current Asset Security Agreement) as to which the Administrative Collateral Agent, for the benefit of the Administrative Agent and the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Collateral Agent such amendments to the Guarantee and Collateral Security Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Collateral Agent, for the benefit of the Administrative Agent and the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Collateral Agent, for the benefit of the Administrative Agent and the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be reasonably required by the Guarantee and Collateral Agreement Security Documents or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Samples: Term Loan Agreement (Esmark INC)
Additional Collateral, etc. (a) --------------------------- With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than (x) any Property described in paragraph (b), (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a first priority security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than a Foreign Subsidiary) (other than (x) any real property or any Property described in paragraph (b), (c) or (d) below and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Panavision Inc)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Loan Party (other than (x) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)6.3(g) and (z) property acquired by any Excluded Foreign Subsidiary) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty (having the priority set forth in the Intercreditor Agreement and subject to the other Liens permitted under Section 6.3), including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Funding Date by SuperHoldings, Holdings, the Borrower or any of their respective its Subsidiaries (other than an Excluded Subsidiary) (other than (x) any Property property described in paragraph (b), (c) or (d) below and (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)) as to which the Administrative Agent, for the benefit of the Lenders, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the Lenders, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the Lenders, a perfected first priority security interest in such Propertyproperty, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Tenneco Automotive Inc)
Additional Collateral, etc. (a) With respect to any Property property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries Group Member (other than (xw) any Property property described in paragraph (b), (c) or (d) below and below, (y) any Property property subject to a Lien expressly permitted by Section 7.3(g)8.3(f) and (z) property acquired by any Foreign Subsidiary and (z) any property of the type not required to be pledged pursuant to the Security Documents) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent reasonably deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Propertyproperty (subject to Liens permitted under Section 8.3), including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Protection One Alarm Monitoring Inc)
Additional Collateral, etc. (a) With respect to any Property acquired after the Closing Date by SuperHoldings, Holdings, the Borrower or any of their respective Subsidiaries the Subsidiary Guarantors (other than (x) any Property described in paragraph (b), ) or paragraph (c) or (d) below of this Section and (y) any Property subject to a Lien expressly permitted by Section 7.3(g)6.3(g) as to which the Administrative Agent, for the benefit of the LendersSecured Parties, does not have a perfected Lien, promptly (i) execute and deliver to the Administrative Agent such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable in order to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a security interest in such Property and (ii) take all actions necessary or advisable to grant to the Administrative Agent, for the benefit of the LendersSecured Parties, a perfected first priority security interest in such Property, including without limitation, the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Infinity Property & Casualty Corp)
