Acknowledgement of Receipt. The undersigned, the duly appointed Collateral Trustee under the Collateral Trust Agreement, hereby acknowledges receipt of an executed copy of this Additional Secured Debt Designation. [insert name of Collateral Trustee] By: Name: Title: EXHIBIT 1 TO ADDITIONAL SECURED DEBT DESIGNATION Reference is made to the Collateral Trust Agreement dated as of December 23, 2009 (as amended, supplemented, amended and restated or otherwise modified and in effect from time to time, the “Collateral Trust Agreement”) among GXS Worldwide, Inc. (“GXS”), the Grantors from time to time party thereto, Xxxxx Fargo Foothill, Inc., as Administrative Agent under the Revolving Credit Agreement (as defined therein), U.S. Bank National Association, as Trustee under the Indenture (as defined therein) and Wilmington Trust FSB, as Collateral Trustee. Capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Collateral Trust Agreement. This Reaffirmation Agreement is being executed and delivered as of ____, 20__ in connection with an Additional Secured Debt Designation of even date herewith which Additional Secured Debt Designation has designated additional secured debt as either Priority Lien Debt or Junior Lien Debt (as described therein) entitled to the benefit of the Collateral Trust Agreement. Each of the undersigned hereby consents to the designation of additional secured debt as [Priority/Junior] Lien Debt as set forth in the Additional Secured Debt Designation of even date herewith and hereby confirms its respective guarantees, pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the [Priority/Junior] Lien Documents to which it is party, and agrees that, notwithstanding the designation of such additional indebtedness or any of the transactions contemplated thereby, such guarantees, pledges, grants of security interests and other obligations, and the terms of each [Priority/Junior] Lien Document to which it is a party, are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect and such additional secured debt shall be entitled to all of the benefits of such [Priority/Junior] Lien Documents.
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Acknowledgement of Receipt. The undersigned, the duly appointed Collateral Trustee Agent under the Collateral Trust Agency Agreement, hereby acknowledges receipt of an executed copy of this Additional Secured Debt Designation. [insert name of U.S. BANK NATIONAL ASSOCIATION, as Collateral Trustee] Agent By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: EXHIBIT 1 TO ADDITIONAL SECURED DEBT DESIGNATION Vice President Reference is made to the Collateral Trust Agency Agreement dated as of December 23June 14, 2009 2016 (as amended, supplemented, amended and restated or otherwise modified and in effect from time to time, the “Collateral Trust Agency Agreement”) among GXS WorldwideGogo Inc., Inc. a Delaware corporation (the “GXSParent”), Gogo Intermediate Holdings LLC, a Delaware limited liability company (the “Company”), Gogo Finance Co. Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the other Grantors from time to time party thereto, Xxxxx Fargo Foothill, Inc., as Administrative Agent under the Revolving Credit Agreement (as defined therein), U.S. Bank National Association, as Trustee under the Indenture (as defined therein) and Wilmington Trust FSBU.S. Bank National Association, as Collateral TrusteeAgent. Capitalized terms used but not otherwise defined herein shall have the meaning set forth meanings assigned to them in the Collateral Trust Agency Agreement. This Reaffirmation Agreement is being executed and delivered as of ____January 3, 20__ 2017 in connection with an Additional Secured Debt Designation of even date herewith which Additional Secured Debt Designation has designated additional secured debt as either Priority Lien Debt or Junior Lien Debt (as described therein) entitled to the benefit of the Collateral Trust Agency Agreement. Each of the undersigned hereby consents to the designation of additional secured debt as [Priority/Junior] Priority Lien Debt as set forth in the Additional Secured Debt Designation of even date herewith and hereby confirms its respective guarantees, pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the [Priority/Junior] Priority Lien Documents to which it is party, and agrees that, notwithstanding the designation of such additional indebtedness or any of the transactions contemplated thereby, such guarantees, pledges, grants of security interests and other obligations, and the terms of each [Priority/Junior] Priority Lien Document to which it is a party, are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect and such additional secured debt shall be entitled to all of the benefits of such [Priority/Junior] Priority Lien Documents.
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Acknowledgement of Receipt. The undersigned, the duly appointed Collateral Trustee under the Collateral Trust Agreement, hereby acknowledges receipt of an executed copy of this Additional Secured Debt Designation. [insert name of ANKURA TRUST COMPANY, LLC, as Collateral Trustee] Trustee By: Name: Title: EXHIBIT 1 TO ADDITIONAL SECURED DEBT DESIGNATION Reference is made to the Second Lien Collateral Trust Agreement Agreement, dated as of December 23August 19, 2009 2022 (as amended, supplemented, amended and restated or otherwise modified and in effect from time to time, the “Collateral Trust Agreement”) ; capitalized terms used but not otherwise defined herein have the meanings assigned to them in the Collateral Trust Agreement), among GXS WorldwideThe GEO Group, Inc. Inc., a Delaware corporation (the “GXSIssuer”), the other Grantors from time to time party thereto, Xxxxx Fargo FoothillAnkura Trust Company, Inc.LLC, as Administrative Agent under the Revolving Credit Agreement (as defined therein)Indenture Trustee, U.S. Bank National AssociationAnkura Trust Company, LLC, as Private Exchange Notes Indenture Trustee under the Indenture (as defined therein) and Wilmington Ankura Trust FSBCompany, LLC, as second lien collateral trustee (in such capacity, the “Collateral Trustee. Capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Collateral Trust Agreement”). This Reaffirmation Agreement is being executed and delivered as of ____, 20__ the date first written above in connection with an Additional Secured Debt Designation of even date herewith (the “Additional Secured Debt Designation”) by the Issuer and acknowledged by the Collateral Trustee, which Additional Secured Debt Designation has designated additional secured debt as either Priority Lien Debt or Junior Lien Additional Secured Debt (as described defined therein) issued under the [agreement governing the Additional Secured Debt] as Secured Debt entitled to the benefit of the Collateral Trust Agreement. Each of the undersigned hereby consents to the designation of additional secured debt as [Priority/Junior] Lien Debt as set forth in the Additional Secured Debt Designation of even date herewith and hereby confirms its respective guarantees, pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the [Priority/Junior] Lien Documents to which it is party, and agrees that, notwithstanding the designation of such additional indebtedness or any of the transactions contemplated thereby, such guarantees, pledges, grants of security interests and other obligations, and the terms of each [Priority/Junior] Lien Document to which it is a party, are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect and such additional secured debt shall be entitled to all of the benefits of such [Priority/Junior] Lien Documents.
Appears in 1 contract
Samples: Second Lien Collateral Trust Agreement (Geo Group Inc)
Acknowledgement of Receipt. The undersigned, the duly appointed Collateral Trustee Agent under the Collateral Trust Agency Agreement, hereby acknowledges receipt of an executed copy of this Additional Secured Debt Designation. [insert name of U.S. BANK NATIONAL ASSOCIATION, as Collateral Trustee] Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx X. Xxxxxx Title: EXHIBIT 1 TO ADDITIONAL SECURED DEBT DESIGNATION Vice President Reference is made to the Collateral Trust Agency Agreement dated as of December 23April 25, 2009 2019 (as amended, supplemented, amended and restated or otherwise modified and in effect from time to time, the “Collateral Trust Agency Agreement”) among GXS WorldwideGogo Inc., Inc. a Delaware corporation (the “GXSParent”), Gogo Intermediate Holdings LLC, a Delaware limited liability company (the “Company”), Gogo Finance Co. Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the other Grantors from time to time party thereto, Xxxxx Fargo Foothill, Inc., as Administrative Agent under the Revolving Credit Agreement (as defined therein), U.S. Bank National Association, as Trustee under the Indenture (as defined therein) and Wilmington Trust FSBU.S. Bank National Association, as Collateral TrusteeAgent. Capitalized terms used but not otherwise defined herein shall have the meaning set forth meanings assigned to them in the Collateral Trust Agency Agreement. This Reaffirmation Agreement is being executed and delivered as of ____May 7, 20__ 2019 in connection with an Additional Secured Debt Designation of even date herewith which Additional Secured Debt Designation has designated additional secured debt as either Priority Lien Debt or Junior Lien Debt (as described therein) entitled to the benefit of the Collateral Trust Agency Agreement. Each of the undersigned hereby consents to the designation of additional secured debt as [Priority/Junior] Priority Lien Debt as set forth in the Additional Secured Debt Designation of even date herewith and hereby confirms its respective guarantees, pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the [Priority/Junior] Priority Lien Documents to which it is party, and agrees that, notwithstanding the designation of such additional indebtedness or any of the transactions contemplated thereby, such guarantees, pledges, grants of security interests and other obligations, and the terms of each [Priority/Junior] Priority Lien Document to which it is a party, are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect and such additional secured debt shall be entitled to all of the benefits of such [Priority/Junior] Priority Lien Documents.
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Acknowledgement of Receipt. The undersigned, the duly appointed Collateral Trustee Agent under the Collateral Trust Agency Agreement, hereby acknowledges receipt of an executed copy of this Additional Secured Debt Designation. [insert name of U.S. BANK NATIONAL ASSOCIATION, as Collateral Trustee] Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx X. Xxxxxx Title: Vice President EXHIBIT 1 TO ADDITIONAL SECURED DEBT DESIGNATION REAFFIRMATION AGREEMENT Reference is made to the Collateral Trust Agency Agreement dated as of December 23April 25, 2009 2019 (as amended, supplemented, amended and restated or otherwise modified and in effect from time to time, the “Collateral Trust Agency Agreement”) among GXS WorldwideGogo Inc., Inc. a Delaware corporation (the “GXSParent”), Gogo Intermediate Holdings LLC, a Delaware limited liability company (the “Company”), Gogo Finance Co. Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the other Grantors from time to time party thereto, Xxxxx Fargo Foothill, Inc., as Administrative Agent under the Revolving Credit Agreement (as defined therein), U.S. Bank National Association, as Trustee under the Indenture (as defined therein) and Wilmington Trust FSBU.S. Bank National Association, as Collateral TrusteeAgent. Capitalized terms used but not otherwise defined herein shall have the meaning set forth meanings assigned to them in the Collateral Trust Agency Agreement. This Reaffirmation Agreement is being executed and delivered as of ____May 7, 20__ 2019 in connection with an Additional Secured Debt Designation of even date herewith which Additional Secured Debt Designation has designated additional secured debt as either Priority Lien Debt or Junior Lien Debt (as described therein) entitled to the benefit of the Collateral Trust Agency Agreement. Each of the undersigned hereby consents to the designation of additional secured debt as [Priority/Junior] Priority Lien Debt as set forth in the Additional Secured Debt Designation of even date herewith and hereby confirms its respective guarantees, pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the [Priority/Junior] Priority Lien Documents to which it is party, and agrees that, notwithstanding the designation of such additional indebtedness or any of the transactions contemplated thereby, such guarantees, pledges, grants of security interests and other obligations, and the terms of each [Priority/Junior] Priority Lien Document to which it is a party, are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect and such additional secured debt shall be entitled to all of the benefits of such [Priority/Junior] Priority Lien Documents.
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Samples: Additional Secured Debt Designation
Acknowledgement of Receipt. The undersigned, the duly appointed Collateral Trustee under the Collateral Trust Agreement, hereby acknowledges receipt of an executed copy of this Additional Secured Debt Designation. [insert name of Wilmington Savings Fund Society, FSB, as Collateral Trustee] Trustee By: Name: Title: EXHIBIT 1 TO ADDITIONAL SECURED DEBT DESIGNATION Reference is made to the Collateral Trust Agreement Agreement, dated as of December 23April 19, 2009 2023 (as amended, supplemented, amended and restated or otherwise modified and in effect from time to time, the “Collateral Trust Agreement”) ), among GXS Worldwide, Inc. Valaris Limited (the “GXSBorrower”), the other Grantors from time to time party thereto, Xxxxx Fargo FoothillCitibank, Inc.N.A., as Administrative Agent under the Revolving Credit Agreement (as defined therein)Agreement, U.S. Bank National AssociationWilmington Savings Fund Society, FSB, as Trustee under the Indenture (as defined therein) Indenture, and Wilmington Trust Savings Fund Society, FSB, as Collateral Trustee. Capitalized terms used but not otherwise defined herein shall have the meaning set forth meanings assigned to them in the Collateral Trust Agreement. This Reaffirmation Agreement is being executed and delivered as of ____, 20__ in connection with an Additional Secured Debt Designation of even date herewith herewith, which Additional Secured Debt Designation has designated additional secured debt as either Priority Lien Debt or Junior [First/Junior] Lien Debt (as described therein) entitled to the benefit of the Collateral Trust Agreement. Each of the undersigned hereby consents to the designation of additional secured debt as [PriorityFirst/Junior] Lien Debt as set forth in the Additional Secured Debt Designation of even date herewith and hereby confirms its respective guarantees, pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the [PriorityFirst/Junior] Lien Documents to which it is party, and agrees that, notwithstanding the designation of such additional indebtedness or any of the transactions contemplated thereby, such guarantees, pledges, grants of security interests and other obligations, and the terms of each [PriorityFirst/Junior] Lien Document to which it is a party, are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect and such additional secured debt shall be entitled to all of the benefits of such [PriorityFirst/Junior] Lien Documents. Sections 7.18, 7.19, 7.20, 7.21 and 7.25 of the Collateral Trust Agreement will apply with like effect to this Reaffirmation Agreement.
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Acknowledgement of Receipt. The undersigned, the duly appointed Collateral Trustee under the Collateral Trust Agreement, hereby acknowledges receipt of an executed copy of this Additional Secured Debt Designation. [insert name of WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Trustee] Trustee By: Name: Title: EXHIBIT 1 TO ADDITIONAL SECURED DEBT DESIGNATION Reference is made to the Collateral Trust Agreement dated as of December 23April 27, 2009 2017 (as amended, supplemented, amended and restated or otherwise modified and in effect from time to time, the “Collateral Trust Agreement”) among GXS WorldwideEndo International PLC, Inc. a company incorporated under the laws of Ireland (Registered Number 534814) (“GXSParent”), Endo Luxembourg Finance Company I S.à x.x., a sociéte à responsabilité limitée (private limited liability company) incorporated under the laws of Luxembourg, having its registered office at 0x, xxx Xxxxxxx Xxxx, L-1253 Luxembourg and registered with the Luxembourg Register of Commerce and Companies under number B182645, Endo LLC, a limited liability company organized under the laws of Delaware, Endo Xxxxx Inc., a Delaware corporation, Endo Designated Activity Company, a company incorporated under the laws of Ireland, Endo Finance LLC, a Delaware limited liability company, the other Grantors from time to time party thereto, Xxxxx Fargo FoothillJPMorgan Chase Bank, Inc.N.A., as Administrative Agent under the Revolving Credit Agreement (as defined therein), U.S. Bank Xxxxx Fargo Bank, National Association, as Trustee under the Indenture (as defined therein) Trustee, and Wilmington Trust FSBTrust, National Association, as collateral trustee (in such capacity, the “Collateral Trustee”). Capitalized terms used but not otherwise defined herein shall have the meaning set forth meanings assigned to them in the Collateral Trust Agreement. This Reaffirmation Agreement is being executed and delivered as of ____, 20__ the date first written above in connection with an Additional Secured Debt Designation of even date herewith (the “Additional Secured Debt Designation”) by Parent and acknowledged by the Collateral Trustee, which Additional Secured Debt Designation has designated additional secured debt as either Priority Lien Debt or Junior Lien Secured Debt (as described therein) entitled to the benefit of the Collateral Trust Agreement. Each of the undersigned hereby consents to the designation of additional secured debt as [Priority/Junior] Lien Secured Debt as set forth in the Additional Secured Debt Designation of even date herewith and hereby confirms its respective guarantees, pledges, charges, assignments, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the [Priority/Junior] Lien Documents Security Document and each Secured Debt Document, in each case, to which it is party, and agrees that, notwithstanding the designation of such additional indebtedness or any of the transactions contemplated thereby, such guarantees, pledges, charges, assignments, grants of security interests and other obligations, and the terms of each [Priority/Junior] Lien Security Document and each Secured Debt Document, in each case, to which it is a party, are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect and such additional secured debt shall be entitled to all of the benefits of such [Priority/Junior] Security Document or Secured Debt Document, as the case may be. In furtherance thereof, each of the undersigned hereby grants to the Collateral Trustee, for the benefit of the Secured Parties, a security interest in all of its right, title and interest in the Collateral to secure the prompt and complete payment and performance of the Secured Obligations. Each Grantor hereby authorizes the Collateral Trustee to file, and if requested will execute and deliver to the Collateral Trustee, all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Trustee (in all cases in accordance with and to the extent required by the Collateral Trust Agreement and the applicable Security Documents) in order to maintain a perfected security interest in and, if applicable control of, the Collateral owned by such Grantor, subject to Liens permitted under all of the Secured Debt Documents. Such financing statements may describe the Collateral in the same manner as described herein or may contain an indication or description of collateral that describes such property in any other manner as the Collateral Trustee may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Trustee herein, including, without limitation, describing such property as “all assets of the Debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof” or using words of similar import. Each Grantor will, at its own expense, take any and all actions necessary to defend title to any material portion of the Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Trustee in such Collateral and the priority thereof against any Lien Documentsnot expressly permitted hereunder.
Appears in 1 contract
Samples: Collateral Trust Agreement (Endo International PLC)
Acknowledgement of Receipt. The undersigned, the duly appointed Collateral Trustee Agent under the Collateral Trust Agency Agreement, hereby acknowledges receipt of an executed copy of this Additional Secured Debt Designation. [insert name of U.S. BANK NATIONAL ASSOCIATION, as Collateral Trustee] Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: EXHIBIT 1 TO ADDITIONAL SECURED DEBT DESIGNATION Vice President Reference is made to the Collateral Trust Agreement Agency Agreement, dated as of December 23June 14, 2009 2016 (as amended, supplemented, amended and restated or otherwise modified and in effect from time to time, the “Collateral Trust Agency Agreement”) among GXS WorldwideGogo Inc., Inc. a Delaware corporation (the “GXSParent”), Gogo Intermediate Holdings LLC, a Delaware limited liability company (the “Company”), Gogo Finance Co. Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the other Grantors from time to time party thereto, Xxxxx Fargo Foothill, Inc., as Administrative Agent under the Revolving Credit Agreement (as defined therein), U.S. Bank National Association, as Trustee under the Indenture (as defined therein) and Wilmington Trust FSBU.S. Bank National Association, as Collateral TrusteeAgent. Capitalized terms used but not otherwise defined herein shall have the meaning set forth meanings assigned to them in the Collateral Trust Agency Agreement. This Reaffirmation Agreement is being executed and delivered as of ____September 25, 20__ 2017 in connection with an Additional Secured Debt Designation of even date herewith which Additional Secured Debt Designation has designated additional secured debt as either Priority Lien Debt or Junior Lien Debt (as described therein) entitled to the benefit of the Collateral Trust Agency Agreement. Each of the undersigned hereby consents to the designation of additional secured debt as [Priority/Junior] Priority Lien Debt as set forth in the Additional Secured Debt Designation of even date herewith and hereby confirms its respective guarantees, pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the [Priority/Junior] Priority Lien Documents to which it is party, and agrees that, notwithstanding the designation of such additional indebtedness or any of the transactions contemplated thereby, such guarantees, pledges, grants of security interests and other obligations, and the terms of each [Priority/Junior] Priority Lien Document to which it is a party, are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect and such additional secured debt shall be entitled to all of the benefits of such [Priority/Junior] Priority Lien Documents.
Appears in 1 contract
Acknowledgement of Receipt. The undersigned, the duly appointed Collateral Trustee under the Collateral Trust Agreement, hereby acknowledges receipt of an executed copy of this Additional Secured Debt Designation. [insert name of WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Trustee] Trustee By: Name: Title: EXHIBIT 1 TO ADDITIONAL SECURED DEBT DESIGNATION Reference is made to the Collateral Trust Agreement Agreement, dated as of December 23August 17, 2009 2020 (as amended, supplemented, amended and restated or otherwise modified and in effect from time to time, the “Collateral Trust Agreement”) ), among GXS WorldwideTriumph Group, Inc. Inc., a Delaware corporation (the “GXSCompany”), the other Grantors from time to time party thereto, Xxxxx Fargo Foothill, Inc., as Administrative Agent under the Revolving Credit Agreement (as defined therein), U.S. Bank National Association, as Trustee under Indenture Trustee, Wilmington Trust, National Association, as collateral trustee (in such capacity, the Indenture (as defined therein“Collateral Trustee”) and Wilmington Trust FSB, as Collateral Trusteethe other Secured Debt Representatives from time to time party thereto. Capitalized terms used but not otherwise defined herein shall have the meaning set forth meanings assigned to them in the Collateral Trust Agreement. This Reaffirmation Agreement is being executed and delivered as of ____, 20__ the date first written above in connection with an Additional Secured Debt Designation of even date herewith (the “Current Additional Secured Debt Designation”) by the Company and acknowledged by the Collateral Trustee, which Current Additional Secured Debt Designation has designated additional secured debt as either Priority Lien Debt or Junior Lien Secured Debt (as described therein) entitled to the benefit of the Collateral Trust Agreement. Each of the undersigned hereby consents to the designation of additional secured debt the Additional Secured Debt (as [Priority/Junior] Lien defined in the Current Additional Secured Debt Designation) as Secured Debt as set forth in the Current Additional Secured Debt Designation of even date herewith and hereby confirms its respective guarantees, pledges, charges, assignments, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the [Priority/Junior] Lien Documents Security Document and each Secured Debt Document, in each case, to which it is party, and agrees that, notwithstanding the designation of such additional indebtedness or any of the transactions contemplated thereby, such guarantees, pledges, charges, assignments, grants of security interests and other obligations, and the terms of each [Priority/Junior] Lien Security Document and each Secured Debt Document, in each case, to which it is a party, are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect and such additional secured debt shall be entitled to all of the benefits of such [Priority/Junior] Security Document or Secured Debt Document, as the case may be. In furtherance thereof, each of the undersigned hereby grants to the Collateral Trustee, for the benefit of the Secured Parties, a security interest in all of its right, title and interest in the Collateral to secure the prompt and complete payment and performance of the Secured Obligations, including, in any event, the Additional Secured Debt (as defined in the Current Additional Secured Debt Designation). Each Grantor hereby authorizes (but does not obligate) the Collateral Trustee to file, and if requested will execute and deliver to the Collateral Trustee, all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time be required or reasonably be requested by the Collateral Trustee (in all cases in accordance with and to the extent required by the Collateral Trust Agreement and the applicable Security Documents) in order to maintain a perfected security interest in and, if applicable control of, the Collateral owned by such Grantor, subject to Liens permitted under all of the Secured Debt Documents. Such financing statements may describe the Collateral in the same manner as described herein or may contain an indication or description of collateral that describes such property in any other manner as is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Trustee herein, including, without limitation, describing such property as “all assets of the Debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof” or using words of similar import. Each Grantor will, at its own expense, take any and all actions necessary to defend title to any material portion of the Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Trustee in such Collateral and the priority thereof against any Lien Documentsnot expressly permitted hereunder.
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Acknowledgement of Receipt. The undersigned, the duly appointed Collateral Trustee Agent under the Collateral Trust Intercreditor Agreement, hereby acknowledges receipt of an executed copy of this Additional Refinancing Secured Debt Designation. [insert name of Collateral Trustee] WILMINGTON TRUST, NATIONAL ASSOCIATION By: Name: Title: EXHIBIT 1 TO ADDITIONAL SECURED DEBT DESIGNATION Reference is made to the Collateral Trust Intercreditor Agreement dated as of December 23August 18, 2009 2014 (as amended, supplemented, amended and restated or otherwise modified and in effect from time to time, the “Collateral Trust Intercreditor Agreement”) among GXS Worldwide, Inc. Alion Science and Technology Corporation (the “GXSBorrower”), the other Grantors from time to time party thereto, Xxxxx Fargo FoothillBank, Inc.National Association, as Administrative Revolving Agent under the Revolving Credit Agreement (as defined therein), U.S. Bank Xxxxxxx Xxxxx Lending Partners LLC, as First Lien Administrative Agent under the First Lien Credit Agreement (as defined therein), Wilmington Trust, National Association, as Second Lien Administrative Agent under the Second Lien Credit Agreement (as defined therein), Wilmington Trust, National Association, as Trustee under the Indenture (as defined therein) ), and Wilmington Trust FSBTrust, National Association, as Collateral TrusteeAgent. Capitalized terms used but not otherwise defined herein shall have the meaning set forth meanings assigned to them in the Collateral Trust Intercreditor Agreement. This Reaffirmation Agreement is being executed and delivered as of ____, 20__ 20 in connection with an Additional a Refinancing Secured Debt Designation of even date herewith which Additional Refinancing Secured Debt Designation has designated additional secured debt that refinances in whole the First Lien Credit Agreement, the Revolving Credit Agreement, the Second Lien Credit Agreement or the Notes, as applicable, as either Priority First Lien Debt, Second Lien Debt or Junior Third Lien Debt (Debt, as described therein) applicable, entitled to the benefit of the Collateral Trust Intercreditor Agreement. Each of the undersigned hereby consents to the designation of additional secured refinancing debt as [PriorityFirst/JuniorSecond/Third] Lien Debt as set forth in the Additional Refinancing Secured Debt Designation of even date herewith and hereby confirms its respective guarantees, pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the [PriorityFirst/JuniorSecond/Third] Lien Documents to which it is party, and agrees that, notwithstanding the designation of such additional refinancing indebtedness or any of the transactions contemplated thereby, such guarantees, pledges, grants of security interests and other obligations, and the terms of each [PriorityFirst/JuniorSecond/Third] Lien Document to which it is a party, are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect and such additional secured debt shall be entitled to all of the benefits of such [PriorityFirst/JuniorSecond/Third] Lien Documents.
Appears in 1 contract
Samples: First Lien Credit and Guaranty Agreement (Alion Science & Technology Corp)