Common use of OBLIGATIONS AND POWERS OF COLLATERAL TRUSTEE Clause in Contracts

OBLIGATIONS AND POWERS OF COLLATERAL TRUSTEE. 12 Section 3.1 Appointment and Undertaking of the Collateral Trustee 12 Section 3.2 Release or Subordination of Liens 13 Section 3.3 Enforcement of Liens 14 Section 3.4 Application of Proceeds 14 Section 3.5 Powers of the Collateral Trustee 15 Section 3.6 Documents and Communications 16 Section 3.7 For Sole and Exclusive Benefit of the Secured Parties 16 Section 3.8 Additional Secured Debt 16 Section 3.9 Hedging Obligations ARTICLE IV OBLIGATIONS ENFORCEABLE BY THE GRANTORS 18 Section 4.1 Release of Liens on Collateral 18 Section 4.2 Delivery of Copies to Secured Debt Representatives 20 Section 4.3 Preparing, Filing or Recording Release Documentation 20 Section 4.4 Satisfaction of Obligations in Respect of any Series of Secured Debt 20 ARTICLE V IMMUNITIES OF THE COLLATERAL TRUSTEE 21 Section 5.1 No Implied Duty 21 Section 5.2 Appointment of Agents and Advisors 21 Section 5.3 Other Agreements 21 Section 5.4 Solicitation of Instructions 22 Section 5.5 Limitation of Liability 22 Section 5.6 Documents in Satisfactory Form 22 Section 5.7 Entitled to Rely 23 Section 5.8 Secured Debt Default 23 Section 5.9 Actions by Collateral Trustee 23 Section 5.10 Security or Indemnity in favor of the Collateral Trustee 23 Section 5.11 Rights of the Collateral Trustee 23 Section 5.12 Limitations on Duty of Collateral Trustee in Respect of Collateral 24 Section 5.13 Assumption of Rights, Not Assumption of Duties 25 Section 5.14 No Liability for Clean-Up of Hazardous Materials 25 Section 5.15 Act of Required Secured Party, etc. 25 ARTICLE VI RESIGNATION AND REMOVAL OF THE COLLATERAL TRUSTEE 26 Section 6.1 Resignation or Removal of Collateral Trustee 26 Section 6.2 Appointment of Successor Collateral Trustee 26 Section 6.3 Succession 26 Section 6.4 Merger, Conversion or Consolidation of Collateral Trustee 27 ARTICLE VII MISCELLANEOUS PROVISIONS 27 Section 7.1 Amendment 27 Section 7.2 Voting 29 Section 7.3 Further Assurances 29 Section 7.4 Successors and Assigns 29 Section 7.5 Delay and Waiver 30 Section 7.6 Notices 30 Section 7.7 Notice Following Discharge of Secured Obligations 31 Section 7.8 Entire Agreement 31 Section 7.9 Compensation; Expenses 31 Section 7.10 Indemnity 32 Section 7.11 Severability 33 Section 7.12 Section Headings 33 Section 7.13 Obligations Secured 33 Section 7.14 Governing Law 33 Section 7.15 Consent to Jurisdiction; Service of Process 33 Section 7.16 WAIVER OF JURY TRIAL 34 Section 7.17 Counterparts 34 Section 7.18 Additional Grantors 34 Section 7.19 Continuing Nature of this Agreement 34 Section 7.20 Insolvency 34 Section 7.21 Rights and Immunities of Secured Debt Representatives 35 Section 7.22 Modification of Secured Debt Documents 35 Section 7.23 Confidentiality 35 Section 7.24 Jurisdiction Specific Provisions 36 EXHIBIT A – Form of Additional Secured Debt Designation EXHIBIT B – Form of Collateral Trust Agreement Joinder—Additional Secured Debt EXHIBIT C – Form of Collateral Trust Agreement Joinder—Additional Grantors COLLATERAL TRUST AGREEMENT, (as amended, restated, supplemented, amended and restated or otherwise modified from time to time, this “Agreement”) dated as of June 16, 2020 among Endo International PLC, a company incorporated under the laws of Ireland (Registered Number 534814) (the “Parent”), Endo Designated Activity Company, a company incorporated under the laws of Ireland (Registered Number 534651) (“Endo DAC”), Endo Xxxxx Inc., a Delaware limited liability corporation (“Endo Xxxxx”), Endo Finance LLC, a Delaware limited liability company (collectively with Endo DAC and Endo Xxxxx, the “Issuers”), the other Grantors from time to time party hereto, the Indenture Trustee (as defined below) and Wilmington Trust, National Association, as collateral trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”);

Appears in 1 contract

Samples: Collateral Trust Agreement (Endo International PLC)

AutoNDA by SimpleDocs

OBLIGATIONS AND POWERS OF COLLATERAL TRUSTEE. 12 13 Section 3.1 Appointment and Undertaking of the Collateral Trustee 12 13 Section 3.2 Release or Subordination of Liens 13 14 Section 3.3 Enforcement of Liens 14 15 Section 3.4 Application of Proceeds 14 15 Section 3.5 Powers of the Collateral Trustee 15 17 Section 3.6 Documents and Communications 16 17 Section 3.7 For Sole and Exclusive Benefit of the Secured Parties 16 17 Section 3.8 Additional Secured Debt 16 17 Section 3.9 Hedging Obligations 19 ARTICLE IV OBLIGATIONS ENFORCEABLE BY THE GRANTORS 18 20 Section 4.1 Release of Liens on Collateral 18 20 Section 4.2 Delivery of Copies to Secured Debt Representatives 20 21 Section 4.3 Preparing, Filing or Recording Release Documentation 20 22 Section 4.4 Satisfaction of Obligations in Respect of any Series of Secured Debt 20 22 ARTICLE V IMMUNITIES OF THE COLLATERAL TRUSTEE 21 23 Section 5.1 No Implied Duty 21 23 Section 5.2 Appointment of Agents and Advisors 21 23 Section 5.3 Other Agreements 21 23 Section 5.4 Solicitation of Instructions 22 24 Section 5.5 Limitation of Liability 22 24 Section 5.6 Documents in Satisfactory Form 22 25 Section 5.7 Entitled to Rely 23 25 Section 5.8 Secured Debt Default 23 26 Section 5.9 Actions by Collateral Trustee 23 26 Section 5.10 Security or Indemnity in favor of the Collateral Trustee 23 26 Section 5.11 Rights of the Collateral Trustee 23 26 Section 5.12 Limitations on Duty of Collateral Trustee in Respect of Collateral 24 27 Section 5.13 Assumption of Rights, Not Assumption of Duties 25 28 Section 5.14 No Liability for Clean-Up of Hazardous Materials 25 28 Section 5.15 Act of Required Secured Party, etc. 25 ARTICLE VI RESIGNATION AND REMOVAL OF THE COLLATERAL TRUSTEE 26 Section 6.1 Resignation or Removal of Collateral Trustee 26 Section 6.2 Appointment of Successor Collateral Trustee 26 Section 6.3 Succession 26 Section 6.4 Merger, Conversion or Consolidation of Collateral Trustee 27 ARTICLE VII MISCELLANEOUS PROVISIONS 27 Section 7.1 Amendment 27 Section 7.2 Voting 29 Section 7.3 Further Assurances 29 Section 7.4 Successors and Assigns 29 Section 7.5 Delay and Waiver 30 Section 7.6 Notices 30 Section 7.7 Notice Following Discharge of Secured Obligations 31 Section 7.8 Entire Agreement 31 Section 7.9 Compensation; Expenses 31 Section 7.10 Indemnity 32 Section 7.11 Severability 33 Section 7.12 Section Headings 33 Section 7.13 Obligations Secured 33 Section 7.14 Governing Law 33 Section 7.15 Consent to Jurisdiction; Service of Process 33 Section 7.16 WAIVER OF JURY TRIAL 34 Section 7.17 Counterparts 34 Section 7.18 Additional Grantors 34 Section 7.19 Continuing Nature of this Agreement 34 Section 7.20 Insolvency 34 Section 7.21 Rights and Immunities of Secured Debt Representatives 35 Section 7.22 Modification of Secured Debt Documents 35 Section 7.23 Confidentiality 35 Section 7.24 Jurisdiction Specific Provisions 36 EXHIBIT A – Form of Additional Secured Debt Designation EXHIBIT B – Form of Collateral Trust Agreement Joinder—Additional Secured Debt EXHIBIT C – Form of Collateral Trust Agreement Joinder—Additional Grantors COLLATERAL TRUST AGREEMENT, (as amended, restated, supplemented, amended and restated or otherwise modified from time to time, this “Agreement”) dated as of June 16, 2020 among Endo International PLC, a company incorporated under the laws of Ireland (Registered Number 534814) (the “Parent”), Endo Designated Activity Company, a company incorporated under the laws of Ireland (Registered Number 534651) (“Endo DAC”), Endo Xxxxx Inc., a Delaware limited liability corporation (“Endo Xxxxx”), Endo Finance LLC, a Delaware limited liability company (collectively with Endo DAC and Endo Xxxxx, the “Issuers”), the other Grantors from time to time party hereto, the Indenture Trustee (as defined below) and Wilmington Trust, National Association, as collateral trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”);28

Appears in 1 contract

Samples: Collateral Trust Agreement (Triumph Group Inc)

OBLIGATIONS AND POWERS OF COLLATERAL TRUSTEE. 12 13 Section 3.1 Appointment and Undertaking of the Collateral Trustee 12 13 Section 3.2 Release or Subordination of Liens 13 15 Section 3.3 Enforcement of Liens 14 15 Section 3.4 Application of Proceeds 14 15 Section 3.5 Powers of the Collateral Trustee 15 17 Section 3.6 Documents and Communications 16 18 Section 3.7 For Sole and Exclusive Benefit of the Secured Parties 16 18 Section 3.8 Additional Secured Debt 16 18 Section 3.9 Hedging Obligations 20 ARTICLE IV OBLIGATIONS ENFORCEABLE BY THE GRANTORS 18 21 Section 4.1 Release of Liens on Collateral 18 21 Section 4.2 Delivery of Copies to Secured Debt Representatives 20 22 Section 4.3 Preparing, Filing or Recording Release Documentation 20 22 Section 4.4 Satisfaction of Obligations in Respect of any Series of Secured Debt 20 22 ARTICLE V IMMUNITIES OF THE COLLATERAL TRUSTEE 21 23 Section 5.1 No Implied Duty 21 23 Section 5.2 Appointment of Agents and Advisors 21 23 Section 5.3 Other Agreements 21 24 Section 5.4 Solicitation of Instructions 22 24 Section 5.5 Limitation of Liability 22 24 Section 5.6 Documents in Satisfactory Form 22 25 Section 5.7 Entitled to Rely 23 25 Section 5.8 Secured Debt Default 23 25 Section 5.9 Actions by Collateral Trustee 23 26 Section 5.10 Security or Indemnity in favor of the Collateral Trustee 23 26 Section 5.11 Rights of the Collateral Trustee 23 26 Section 5.12 Limitations on Duty of Collateral Trustee in Respect of Collateral 24 26 Section 5.13 Assumption of Rights, Not Assumption of Duties 25 Section 5.14 No Liability for Clean-Up of Hazardous Materials 25 Section 5.15 Act of Required Secured Party, etc. 25 ARTICLE VI RESIGNATION AND REMOVAL OF THE COLLATERAL TRUSTEE 26 Section 6.1 Resignation or Removal of Collateral Trustee 26 Section 6.2 Appointment of Successor Collateral Trustee 26 Section 6.3 Succession 26 Section 6.4 Merger, Conversion or Consolidation of Collateral Trustee 27 ARTICLE VII MISCELLANEOUS PROVISIONS 27 Section 7.1 Amendment 27 Section 7.2 Voting 29 Section 7.3 Further Assurances 29 Section 7.4 Successors and Assigns 29 Section 7.5 Delay and Waiver 30 Section 7.6 Notices 30 Section 7.7 Notice Following Discharge of Secured Obligations 31 Section 7.8 Entire Agreement 31 Section 7.9 Compensation; Expenses 31 Section 7.10 Indemnity 32 Section 7.11 Severability 33 Section 7.12 Section Headings 33 Section 7.13 Obligations Secured 33 Section 7.14 Governing Law 33 Section 7.15 Consent to Jurisdiction; Service of Process 33 Section 7.16 WAIVER OF JURY TRIAL 34 Section 7.17 Counterparts 34 Section 7.18 Additional Grantors 34 Section 7.19 Continuing Nature of this Agreement 34 Section 7.20 Insolvency 34 Section 7.21 Rights and Immunities of Secured Debt Representatives 35 Section 7.22 Modification of Secured Debt Documents 35 Section 7.23 Confidentiality 35 Section 7.24 Jurisdiction Specific Provisions 36 EXHIBIT A – Form of Additional Secured Debt Designation EXHIBIT B – Form of Collateral Trust Agreement Joinder—Additional Secured Debt EXHIBIT C – Form of Collateral Trust Agreement Joinder—Additional Grantors COLLATERAL TRUST AGREEMENT, (as amended, restated, supplemented, amended and restated or otherwise modified from time to time, this “Agreement”) dated as of June 16, 2020 among Endo International PLC, a company incorporated under the laws of Ireland (Registered Number 534814) (the “Parent”), Endo Designated Activity Company, a company incorporated under the laws of Ireland (Registered Number 534651) (“Endo DAC”), Endo Xxxxx Inc., a Delaware limited liability corporation (“Endo Xxxxx”), Endo Finance LLC, a Delaware limited liability company (collectively with Endo DAC and Endo Xxxxx, the “Issuers”), the other Grantors from time to time party hereto, the Indenture Trustee (as defined below) and Wilmington Trust, National Association, as collateral trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”);27

Appears in 1 contract

Samples: Collateral Trust Agreement (Endo International PLC)

OBLIGATIONS AND POWERS OF COLLATERAL TRUSTEE. 12 20 Section 3.1 Appointment and Undertaking of the Collateral Trustee 12 20 Section 3.2 Release or Subordination of Liens 13 21 Section 3.3 Enforcement of Liens 14 22 Section 3.4 Application of Proceeds 14 22 Section 3.5 Powers of the Collateral Trustee 15 24 Section 3.6 Documents and Communications 16 25 Section 3.7 For Sole and Exclusive Benefit of the Secured Parties 16 Holders of Parity Lien Obligations 25 Section 3.8 Additional Secured Parity Lien Debt 16 Section 3.9 Hedging Obligations 25 ARTICLE IV 4 OBLIGATIONS ENFORCEABLE BY THE GRANTORS 18 OBLIGORS 28 Section 4.1 Release of Liens on Collateral 18 28 Section 4.2 Delivery of Copies to Secured Debt Parity Lien Representatives 20 30 Section 4.3 PreparingCollateral Trustee not Required to Serve, Filing File or Recording Release Documentation 20 Record 30 Section 4.4 Satisfaction Release of Obligations Liens in Respect of Notes 31 Section 4.5 Release of Liens in Respect of any Series of Secured Parity Lien Debt 20 other than the Notes 31 ARTICLE V 5 IMMUNITIES OF THE COLLATERAL TRUSTEE 21 31 Section 5.1 No Implied Duty 21 31 Section 5.2 Appointment of Agents and Advisors 21 32 Section 5.3 Other Agreements 21 32 Section 5.4 Solicitation of Instructions 22 32 Section 5.5 Limitation of Liability 22 33 Section 5.6 Documents in Satisfactory Form 22 33 Section 5.7 Entitled to Rely 23 34 Section 5.8 Secured Parity Lien Debt Default 23 34 Section 5.9 Actions by Collateral Trustee 23 34 Section 5.10 Security or Indemnity in favor of the Collateral Trustee 23 35 Section 5.11 Rights of the Collateral Trustee 23 35 Section 5.12 Limitations on Duty of Collateral Trustee in Respect of Collateral 24 35 Section 5.13 Assumption of Rights, Not Assumption of Duties 25 36 Section 5.14 No Liability for Clean-Clean Up of Hazardous Materials 25 36 Section 5.15 Act of Required Secured Party, etc. 25 ARTICLE VI RESIGNATION AND REMOVAL OF THE COLLATERAL TRUSTEE 26 Section 6.1 Resignation or Removal of Collateral Trustee 26 Section 6.2 Appointment of Successor Collateral Trustee 26 Section 6.3 Succession 26 Section 6.4 Merger, Conversion or Consolidation of Collateral Trustee 27 ARTICLE VII MISCELLANEOUS PROVISIONS 27 Section 7.1 Amendment 27 Section 7.2 Voting 29 Section 7.3 Further Assurances 29 Section 7.4 Successors and Assigns 29 Section 7.5 Delay and Waiver 30 Section 7.6 Notices 30 Section 7.7 Notice Following Discharge of Secured Obligations 31 Section 7.8 Entire Agreement 31 Section 7.9 Compensation; Expenses 31 Section 7.10 Indemnity 32 Section 7.11 Severability 33 Section 7.12 Section Headings 33 Section 7.13 Obligations Secured 33 Section 7.14 Governing Law 33 Section 7.15 Consent to Jurisdiction; Service of Process 33 Section 7.16 WAIVER OF JURY TRIAL 34 Section 7.17 Counterparts 34 Section 7.18 Additional Grantors 34 Section 7.19 Continuing Nature of this Agreement 34 Section 7.20 Insolvency 34 Section 7.21 Rights and Immunities of Secured Debt Representatives 35 Section 7.22 Modification of Secured Debt Documents 35 Section 7.23 Confidentiality 35 Section 7.24 Jurisdiction Specific Provisions 36 EXHIBIT A – Form of Additional Secured Debt Designation EXHIBIT B – Form of Collateral Trust Agreement Joinder—Additional Secured Debt EXHIBIT C – Form of Collateral Trust Agreement Joinder—Additional Grantors COLLATERAL TRUST AGREEMENT, (as amended, restated, supplemented, amended and restated or otherwise modified from time to time, this “Agreement”) dated as of June 16, 2020 among Endo International PLC, a company incorporated under Other Relationships with the laws of Ireland (Registered Number 534814) (the “Parent”), Endo Designated Activity Company, a company incorporated under the laws of Ireland (Registered Number 534651) (“Endo DAC”), Endo Xxxxx Inc., a Delaware limited liability corporation (“Endo Xxxxx”), Endo Finance LLC, a Delaware limited liability company (collectively with Endo DAC and Endo Xxxxx, the “Issuers”), the other Grantors from time to time party hereto, the Indenture Trustee (as defined below) and Wilmington Trust, National Association, as collateral trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”);Obligors 37

Appears in 1 contract

Samples: Collateral Trust Agreement (Calumet Specialty Products Partners, L.P.)

OBLIGATIONS AND POWERS OF COLLATERAL TRUSTEE. 12 22 Section 3.1 Appointment and 3.1. Undertaking of the Collateral Trustee 12 22 Section 3.2 3.2. Release or Subordination of Liens 13 23 Section 3.3 3.3. Enforcement of Liens 14 24 Section 3.4 3.4. Application of Proceeds 14 25 Section 3.5 3.5. Powers of the Collateral Trustee 15 26 Section 3.6 3.6. Documents and Communications 16 26 Section 3.7 3.7. For Sole and Exclusive Benefit of the Secured Parties 16 Holders of Priority Lien Obligations 26 Section 3.8 3.8. Additional Secured Priority Lien Debt 16 27 Section 3.9 Hedging Obligations ARTICLE IV 3.9. Additional Junior Lien Debt 28 Article 4. OBLIGATIONS ENFORCEABLE BY THE GRANTORS 18 COMPANY AND THE OTHER GUARANTORS 28 Section 4.1 4.1. Release of Liens on Collateral 18 28 Section 4.2 4.2. Delivery of Copies to Secured Debt Priority Lien Representatives 20 30 Section 4.3 Preparing4.3. Collateral Trustee not Required to Serve, Filing File, Register or Recording Record 30 Section 4.4. Release Documentation 20 Section 4.4 Satisfaction of Obligations Liens in Respect of any Series of Secured Debt 20 ARTICLE V First Lien Notes 30 Article 5. IMMUNITIES OF THE COLLATERAL TRUSTEE 21 30 Section 5.1 5.1. No Implied Duty 21 30 Section 5.2 5.2. Appointment of Agents and Advisors 21 31 Section 5.3 5.3. Other Agreements 21 31 Section 5.4 5.4. Solicitation of Instructions 22 31 Section 5.5 5.5. Limitation of Liability 22 31 Section 5.6 5.6. Documents in Satisfactory Form 22 31 Section 5.7 5.7. Entitled to Rely 23 31 Section 5.8 Secured 5.8. Priority Lien Debt Default 23 32 Section 5.9 5.9. Actions by Collateral Trustee 23 32 Section 5.10 5.10. Security or Indemnity in favor Favor of the Collateral Trustee 23 32 Section 5.11 5.11. Rights of the Collateral Trustee 23 32 Section 5.12 5.12. Limitations on Duty of Collateral Trustee in Respect of Collateral 24 33 Section 5.13 5.13. Assumption of Rights, Not Assumption of Duties 25 33 Section 5.14 5.14. No Liability for Clean-Clean Up of Hazardous Materials 25 34 Section 5.15 5.15. No Obligation to Act of Required Secured Party34 Article 6. RESIGNATION, etc. 25 ARTICLE VI RESIGNATION REMOVAL AND REMOVAL REPLACEMENT OF THE COLLATERAL TRUSTEE 26 Section 6.1 6.1. Resignation or Removal of Collateral Trustee 26 34 Section 6.2 6.2. Appointment of Successor Collateral Trustee 26 34 Section 6.3 6.3. Succession 26 35 Section 6.4 6.4. Merger, Conversion or Consolidation of Collateral Trustee 27 ARTICLE VII 35 Article 7. MISCELLANEOUS PROVISIONS 27 36 Section 7.1 7.1. Amendment 27 36 Section 7.2 7.2. Voting 29 39 Section 7.3 7.3. Further Assurances 29 Assurances; Insurance; Real Estate. 39 Section 7.4 7.4. RESERVED 42 Section 7.5. Successors and Assigns 29 42 Section 7.5 7.6. Delay and Waiver 30 42 Section 7.6 7.7. Notices 30 43 Section 7.7 7.8. Notice Following Discharge of Secured Priority Lien Obligations 31 43 Section 7.8 7.9. Entire Agreement 31 44 Section 7.9 7.10. Compensation; Expenses 31 44 Section 7.10 7.11. Indemnity 32 45 Section 7.11 7.12. Severability 33 45 Section 7.12 7.13. Headings 45 Section Headings 33 Section 7.13 7.14. Obligations Secured 33 45 Section 7.14 7.15. Governing Law 33 45 Section 7.15 7.16. Consent to Jurisdiction; Service Jurisdiction 46 Section 7.17. Waiver of Process 33 Jury Trial 46 Section 7.16 WAIVER OF JURY TRIAL 34 7.18. Counterparts 46 Section 7.17 Counterparts 34 7.19. Effectiveness 47 Section 7.18 7.20. Additional Grantors 34 Guarantors 47 Section 7.19 7.21. Continuing Nature of this Agreement 34 47 Section 7.20 7.22. Insolvency 34 47 Section 7.21 7.23. Rights and Immunities of Secured Debt Priority Lien Representatives 35 47 Section 7.22 Modification of Secured Debt Documents 35 7.24. Patriot Act 47 Section 7.23 Confidentiality 35 Section 7.24 Jurisdiction Specific Provisions 36 7.25. Force Majeure 48 EXHIBIT A – Form of - Additional Secured Priority Lien Debt Designation EXHIBIT B - Form of Collateral Trust Agreement Joinder-Additional Secured Priority Lien Debt EXHIBIT C - Form of Collateral Trust Joinder-Additional Guarantors SCHEDULE 1 - Mortgaged Properties This Collateral Trust Agreement Joinder—Additional Grantors COLLATERAL TRUST AGREEMENT, (as amended, restated, supplemented, amended and restated or otherwise modified from time to time, this “Agreement”) is dated as of June 16April 17, 2020 2017 and is by and among Endo International PLCUnisxx Xxxxxxxxxxx, a company incorporated under the laws of Ireland (Registered Number 534814) x Delaware corporation (the “Parent”), Endo Designated Activity Company, a company incorporated under the laws of Ireland (Registered Number 534651) (“Endo DAC”), Endo Xxxxx Inc., a Delaware limited liability corporation (“Endo Xxxxx”), Endo Finance LLC, a Delaware limited liability company (collectively with Endo DAC and Endo Xxxxx, the “Issuers”), the other Grantors Guarantors from time to time party hereto, the Indenture Wellx Xxxgo Bank, National Association, as First Lien Trustee (as defined below) ), the other Priority Lien Representatives from time to time party hereto, and Wilmington TrustWellx Xxxgo Bank, National Association, as collateral trustee Collateral Trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”);.

Appears in 1 contract

Samples: Collateral Trust Agreement (Unisys Corp)

AutoNDA by SimpleDocs

OBLIGATIONS AND POWERS OF COLLATERAL TRUSTEE. 12 Section 3.1 Appointment and Undertaking of the Collateral Trustee 12 Section 3.2 Release or Subordination of Liens 13 14 Section 3.3 Enforcement of Liens 14 Section 3.4 Application of Proceeds 14 15 Section 3.5 Powers of the Collateral Trustee 15 16 Section 3.6 Documents and Communications 16 Section 3.7 For Sole and Exclusive Benefit of the Secured Parties 16 Section 3.8 Additional Secured Debt 16 Section 3.9 Hedging Obligations 17 ARTICLE IV OBLIGATIONS ENFORCEABLE BY THE GRANTORS 18 19 Section 4.1 Release of Liens on Collateral 18 19 Section 4.2 Delivery of Copies to Secured Debt Representatives 20 21 Section 4.3 Preparing, Filing or Recording Release Documentation 20 21 Section 4.4 Satisfaction of Obligations in Respect of any Series of Secured Debt 20 21 ARTICLE V IMMUNITIES OF THE COLLATERAL TRUSTEE 21 23 Section 5.1 No Implied Duty 21 23 Section 5.2 Appointment of Agents and Advisors 21 23 Section 5.3 Other Agreements 21 23 Section 5.4 Solicitation of Instructions 22 24 Section 5.5 Limitation of Liability 22 24 Section 5.6 Documents in Satisfactory Form 22 25 Section 5.7 Entitled to Rely 23 25 Section 5.8 Secured Debt Default 23 25 Section 5.9 Actions by Collateral Trustee 23 25 Section 5.10 Security or Indemnity in favor of the Collateral Trustee 23 25 Section 5.11 Rights of the Collateral Trustee 23 26 Section 5.12 Limitations on Duty of Collateral Trustee in Respect of Collateral 24 26 Section 5.13 Assumption of Rights, Not Assumption of Duties 25 Section 5.14 No Liability for Clean-Up of Hazardous Materials 25 Section 5.15 Act of Required Secured Party, etc. 25 ARTICLE VI RESIGNATION AND REMOVAL OF THE COLLATERAL TRUSTEE 26 Section 6.1 Resignation or Removal of Collateral Trustee 26 Section 6.2 Appointment of Successor Collateral Trustee 26 Section 6.3 Succession 26 Section 6.4 Merger, Conversion or Consolidation of Collateral Trustee 27 ARTICLE VII MISCELLANEOUS PROVISIONS 27 Section 7.1 Amendment 27 Section 7.2 Voting 29 Section 7.3 Further Assurances 29 Section 7.4 Successors and Assigns 29 Section 7.5 Delay and Waiver 30 Section 7.6 Notices 30 Section 7.7 Notice Following Discharge of Secured Obligations 31 Section 7.8 Entire Agreement 31 Section 7.9 Compensation; Expenses 31 Section 7.10 Indemnity 32 Section 7.11 Severability 33 Section 7.12 Section Headings 33 Section 7.13 Obligations Secured 33 Section 7.14 Governing Law 33 Section 7.15 Consent to Jurisdiction; Service of Process 33 Section 7.16 WAIVER OF JURY TRIAL 34 Section 7.17 Counterparts 34 Section 7.18 Additional Grantors 34 Section 7.19 Continuing Nature of this Agreement 34 Section 7.20 Insolvency 34 Section 7.21 Rights and Immunities of Secured Debt Representatives 35 Section 7.22 Modification of Secured Debt Documents 35 Section 7.23 Confidentiality 35 Section 7.24 Jurisdiction Specific Provisions 36 EXHIBIT A – Form of Additional Secured Debt Designation EXHIBIT B – Form of Collateral Trust Agreement Joinder—Additional Secured Debt EXHIBIT C – Form of Collateral Trust Agreement Joinder—Additional Grantors COLLATERAL TRUST AGREEMENT, (as amended, restated, supplemented, amended and restated or otherwise modified from time to time, this “Agreement”) dated as of June 16, 2020 among Endo International PLC, a company incorporated under the laws of Ireland (Registered Number 534814) (the “Parent”), Endo Designated Activity Company, a company incorporated under the laws of Ireland (Registered Number 534651) (“Endo DAC”), Endo Xxxxx Inc., a Delaware limited liability corporation (“Endo Xxxxx”), Endo Finance LLC, a Delaware limited liability company (collectively with Endo DAC and Endo Xxxxx, the “Issuers”), the other Grantors from time to time party hereto, the Indenture Trustee (as defined below) and Wilmington Trust, National Association, as collateral trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”);27

Appears in 1 contract

Samples: Collateral Trust Agreement (Geo Group Inc)

OBLIGATIONS AND POWERS OF COLLATERAL TRUSTEE. 12 13 Section 3.1 Appointment and Undertaking of the Collateral Trustee 12 13 Section 3.2 Release or Subordination of Liens 13 15 Section 3.3 Enforcement of Liens 14 15 Section 3.4 Application of Proceeds 14 15 Section 3.5 Powers of the Collateral Trustee 15 17 Section 3.6 Documents and Communications 16 18 Section 3.7 For Sole and Exclusive Benefit of the Secured Parties 16 18 Section 3.8 Additional Secured Debt 16 18 Section 3.9 Hedging Obligations 20 ARTICLE IV OBLIGATIONS ENFORCEABLE BY THE GRANTORS 18 20 Section 4.1 Release of Liens on Collateral 18 20 Section 4.2 Delivery of Copies to Secured Debt Representatives 20 22 Section 4.3 Preparing, Filing or Recording Release Documentation 20 22 Section 4.4 Satisfaction of Obligations in Respect of any Series of Secured Debt 20 22 ARTICLE V IMMUNITIES OF THE COLLATERAL TRUSTEE 21 23 Section 5.1 No Implied Duty 21 23 Section 5.2 Appointment of Agents and Advisors 21 23 Section 5.3 Other Agreements 21 24 Section 5.4 Solicitation of Instructions 22 24 Section 5.5 Limitation of Liability 22 24 Section 5.6 Documents in Satisfactory Form 22 25 Section 5.7 Entitled to Rely 23 25 Section 5.8 Secured Debt Default 23 25 Section 5.9 Actions by Collateral Trustee 23 26 Section 5.10 Security or Indemnity in favor of the Collateral Trustee 23 26 Section 5.11 Rights of the Collateral Trustee 23 26 Section 5.12 Limitations on Duty of Collateral Trustee in Respect of Collateral 24 26 Section 5.13 Assumption of Rights, Not Assumption of Duties 25 Section 5.14 No Liability for Clean-Up of Hazardous Materials 25 Section 5.15 Act of Required Secured Party, etc. 25 ARTICLE VI RESIGNATION AND REMOVAL OF THE COLLATERAL TRUSTEE 26 Section 6.1 Resignation or Removal of Collateral Trustee 26 Section 6.2 Appointment of Successor Collateral Trustee 26 Section 6.3 Succession 26 Section 6.4 Merger, Conversion or Consolidation of Collateral Trustee 27 ARTICLE VII MISCELLANEOUS PROVISIONS 27 Section 7.1 Amendment 27 Section 7.2 Voting 29 Section 7.3 Further Assurances 29 Section 7.4 Successors and Assigns 29 Section 7.5 Delay and Waiver 30 Section 7.6 Notices 30 Section 7.7 Notice Following Discharge of Secured Obligations 31 Section 7.8 Entire Agreement 31 Section 7.9 Compensation; Expenses 31 Section 7.10 Indemnity 32 Section 7.11 Severability 33 Section 7.12 Section Headings 33 Section 7.13 Obligations Secured 33 Section 7.14 Governing Law 33 Section 7.15 Consent to Jurisdiction; Service of Process 33 Section 7.16 WAIVER OF JURY TRIAL 34 Section 7.17 Counterparts 34 Section 7.18 Additional Grantors 34 Section 7.19 Continuing Nature of this Agreement 34 Section 7.20 Insolvency 34 Section 7.21 Rights and Immunities of Secured Debt Representatives 35 Section 7.22 Modification of Secured Debt Documents 35 Section 7.23 Confidentiality 35 Section 7.24 Jurisdiction Specific Provisions 36 EXHIBIT A – Form of Additional Secured Debt Designation EXHIBIT B – Form of Collateral Trust Agreement Joinder—Additional Secured Debt EXHIBIT C – Form of Collateral Trust Agreement Joinder—Additional Grantors COLLATERAL TRUST AGREEMENT, (as amended, restated, supplemented, amended and restated or otherwise modified from time to time, this “Agreement”) dated as of June 16, 2020 among Endo International PLC, a company incorporated under the laws of Ireland (Registered Number 534814) (the “Parent”), Endo Designated Activity Company, a company incorporated under the laws of Ireland (Registered Number 534651) (“Endo DAC”), Endo Xxxxx Inc., a Delaware limited liability corporation (“Endo Xxxxx”), Endo Finance LLC, a Delaware limited liability company (collectively with Endo DAC and Endo Xxxxx, the “Issuers”), the other Grantors from time to time party hereto, the Indenture Trustee (as defined below) and Wilmington Trust, National Association, as collateral trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”);27

Appears in 1 contract

Samples: Collateral Trust Agreement (Endo International PLC)

Time is Money Join Law Insider Premium to draft better contracts faster.