Common use of After-Acquired Collateral Clause in Contracts

After-Acquired Collateral. (a) From and after the Issue Date, if (a) any domestic Parent Entity or wholly owned Domestic Subsidiary becomes a Guarantor or (b) the Company or any Guarantor acquires any property or rights which are of a type constituting Collateral under any Security Document (excluding, for the avoidance of doubt, any Excluded Assets or assets not required to be Collateral pursuant to this Indenture or the Security Documents), it shall execute and deliver such security instruments, financing statements and such certificates as are required under this Indenture or any Security Document to vest in the Notes Collateral Agent a security interest (subject to Permitted Liens) in such after acquired collateral (or all of its assets, except Excluded Assets, in the case of a new Guarantor) and to take such actions to add such after-acquired collateral to the Collateral and satisfy the Collateral Requirement in respect thereof, and thereupon all provisions of this Indenture and the Security Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral to the same extent and with the same force and effect.

Appears in 1 contract

Samples: Intercreditor Agreement (Ryan Specialty Holdings, Inc.)

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After-Acquired Collateral. (a) From and after the Issue Date, and subject to certain limitations and exceptions set forth in the Collateral Documents and this Indenture (including with respect to Excluded Assets), if (a) any domestic Parent Entity or wholly owned Domestic Subsidiary becomes a Guarantor or (b) the Company Issuer or any Guarantor acquires any property or rights which are of a type constituting Collateral under any Security Collateral Document (excluding, for the avoidance of doubt, any applicable Excluded Assets or assets not required to be Collateral pursuant to this Indenture or the Security DocumentsAssets), it shall will be required to execute and deliver such security instruments, financing statements and such certificates as are required under this Indenture or any Security Collateral Document to vest in provide to the Notes Collateral Agent for the benefit of the Notes Secured Parties a perfected security interest (subject to Permitted Liens) in such after after-acquired collateral (or all of its assets, except Excluded Assets, in the case of a new Guarantor) and to take such actions to add such after-acquired collateral to the Collateral, including satisfying any applicable Collateral and satisfy the Collateral Requirement in Requirements with respect thereofto such after-acquired Collateral, including and thereupon all provisions of this Indenture and the Security Collateral Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral Collateral to the same extent and with the same force and effect.

Appears in 1 contract

Samples: Indenture (Cedar Fair L P)

After-Acquired Collateral. (a) From and after the Issue Date, if (a) any domestic Parent Entity or wholly owned Domestic Subsidiary becomes a Guarantor or (b) the Company or any Guarantor acquires any property or rights which are of a type constituting Collateral under any Security Document (excluding, for the avoidance of doubt, any Excluded Assets or assets not required to be Collateral pursuant to this Indenture or the Security Documents), it shall execute and deliver such security instruments, financing statements and such certificates as are required under this Indenture or any Security Document to vest in the Notes Collateral Agent a security interest (subject to Permitted Liens) in such after acquired collateral (or all of its assets, except Excluded Assets, in the case of a new Guarantor) and to take such actions to add such after-acquired collateral to the Collateral and satisfy the Collateral Requirement in respect thereof, and thereupon all provisions of this Indenture and the Security Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral to the same extent and with the same force and effect.

Appears in 1 contract

Samples: Ryan Specialty (Ryan Specialty Group Holdings, Inc.)

After-Acquired Collateral. (a) From and after the Issue Date, subject to Article 12, if (a) any domestic Parent Entity or wholly owned Domestic Subsidiary becomes a Guarantor or (b) the Company Issuers or any Guarantor acquires acquire any property or rights which are of a type constituting Collateral under any Security Document (excluding, for the avoidance of doubt, any Excluded Assets or assets not required to be Collateral pursuant to this Indenture or the Security Documents)) or upon any new Subsidiary becoming a Guarantor, it shall will be required to execute and deliver such security instruments, financing statements and such certificates as are required under this Indenture or to satisfy the Collateral Requirement (including the terms of any Security Document Document) to vest in the Notes Applicable Collateral Agent for the benefit of the Notes Secured Parties, as applicable, a perfected security interest (subject to Permitted Liens) in such after after-acquired collateral (or all of its assets, except Excluded Assets, in the case of a new Guarantor) and to take such actions to add such after-acquired collateral to the Collateral and satisfy as are otherwise required pursuant to the Collateral Requirement in respect thereofRequirement, and thereupon all provisions of this Indenture and the Security Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral Collateral to the same extent and with the same force and effect.

Appears in 1 contract

Samples: Indenture (Clarios International Inc.)

After-Acquired Collateral. (a) From and after the Issue Date, if (a) any domestic Parent Entity or wholly owned Domestic Subsidiary becomes a Guarantor or (b) the Company Issuer or any Guarantor acquires any property or rights which are of a type constituting Collateral under any Security Document (excluding, for the avoidance of doubt, any Excluded Assets or assets not required to be Collateral pursuant to this Indenture or the Security Documents), it shall the Issuer or such Guarantor will be required to execute and deliver such security instruments, financing statements and such certificates as are required under this Indenture or any Security Document to vest in the Notes Collateral Agent a security interest (subject to Permitted Liens) in such after after-acquired collateral (or all of its assets, except Excluded Assets, in the case of a new Guarantor) and to take such actions to add such after-acquired collateral to the Collateral and satisfy the Collateral Requirement in respect thereof, and thereupon all provisions of this Indenture and the Security Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral to the same extent and with the same force and effect.

Appears in 1 contract

Samples: Indenture (Dun & Bradstreet Holdings, Inc.)

After-Acquired Collateral. (a) From Subject to the Intercreditor Agreements and after the Issue Dateany applicable limitation in any other Notes Collateral Documents, if (a) any domestic Parent Entity or wholly owned Domestic Subsidiary becomes a Guarantor or (b) the Company or any Guarantor other Grantor creates or perfects any additional security interest on any property to secure any Non-ABL Secured Debt Obligations or acquires any property or rights which are is of a type constituting Collateral under the Collateral Agreement or any Security other Notes Collateral Document (excluding, for the avoidance of doubt, any Excluded Assets or assets not required to be Collateral pursuant to this Indenture or the Security DocumentsAssets), it shall will be required to execute and deliver such security instruments, financing statements and such certificates and opinions of counsel and take all other actions as are required under this Indenture or any Security Document and the Notes Collateral Documents to vest in the Notes Collateral Agent a perfected security interest (subject to existing and future Permitted LiensLiens and other Liens permitted by this Indenture, which include certain purchase money security interests) in such after acquired collateral (or all of its assets, except Excluded Assets, in the case of a new Guarantor) and to take such actions to add such after-acquired collateral property and to have such after-acquired property included as part of the Collateral and satisfy the Collateral Requirement in respect thereofCollateral, and thereupon all provisions of the Notes Collateral Documents and this Indenture and the Security Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral property to the same extent and with the same force and effect.

Appears in 1 contract

Samples: Intercreditor Agreement (L Brands, Inc.)

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After-Acquired Collateral. (a) From and after the Issue Date, if (a) any domestic Parent Entity or wholly owned Domestic Subsidiary becomes a Guarantor or (b) the Company an Issuer or any Guarantor acquires any property or rights which are is of a type constituting Collateral under the Collateral Agreement or any other Notes Security Document (excluding, for the avoidance of doubt, any Excluded Assets Asset or assets not required to be Collateral pursuant to this Indenture the Guaranty and Security Principles), which property is not already subject to a perfected (or the Security Documents)equivalent under applicable foreign law) Lien in favor of the Collateral Agent, it shall will execute and deliver such security instruments, financing statements and such certificates as are and opinions of counsel to the extent required under by this Indenture Indenture, the Collateral Agreement or any other Notes Security Document Documents (in each case, in accordance with the Intercreditor Agreement) to vest in the Notes Collateral Agent a perfected security interest (subject only to Permitted Liens) in such after after-acquired collateral (or all of its assets, except Excluded Assets, in the case of a new Guarantor) and to take such actions to add have such after-acquired collateral added to the Collateral and satisfy the Collateral Requirement in respect thereofCollateral, and thereupon all provisions of this Indenture and the Notes Security Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral to the same extent and with the same force and effect.

Appears in 1 contract

Samples: Indenture (Axalta Coating Systems Ltd.)

After-Acquired Collateral. (a) From Subject to the Intercreditor Agreements and after the Issue Dateany applicable limitation in any other Notes Collateral Documents, if (a) any domestic Parent Entity or wholly owned Domestic Subsidiary becomes a Guarantor or (b) the Company or any Guarantor other Grantor creates or perfects any additional security interest on any property to secure any Non-ABL Secured Debt Obligations or acquires any property or rights which are is of a type constituting Collateral under the Collateral Agreement or any Security other Notes Collateral Document (excluding, for the avoidance of doubt, any Excluded Assets or assets not required to be Collateral pursuant to this Indenture or the Security DocumentsAssets), it shall will be required to execute and deliver such security instruments, financing statements and such certificates and opinions of counsel and take all other actions as are required under this Indenture or any Security Document and the Notes Collateral Documents to vest in the Notes Collateral Agent a perfected security interest (subject to existing and future Permitted LiensLiens and other Liens permitted by this Indenture, which include certain 118 purchase money security interests) in such after acquired collateral (or all of its assets, except Excluded Assets, in the case of a new Guarantor) and to take such actions to add such after-acquired collateral property and to have such after-acquired property included as part of the Collateral and satisfy the Collateral Requirement in respect thereofCollateral, and thereupon all provisions of the Notes Collateral Documents and this Indenture and the Security Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral property to the same extent and with the same force and effect.

Appears in 1 contract

Samples: Collateral Agreement (US Foods Holding Corp.)

After-Acquired Collateral. (a) From and after the Issue Date, and subject to certain limitations and exceptions, if (a) any domestic Parent Entity or wholly owned Domestic Subsidiary becomes a Guarantor or (b) of the Company Issuers or any Guarantor acquires any property or rights which are of a type constituting Collateral under any Security Document (excluding, for the avoidance of doubt, any Excluded Assets or assets ex- pressly not required to be Collateral pursuant to this Indenture or the Security Documents), it shall will be re- quired to execute and deliver such security documents, instruments, financing statements and such certificates certifi- xxxxx as are required under this Indenture or any Security Document to vest in the Notes Collateral Agent for the benefit of the Notes Secured Parties, as applicable, a perfected security interest (subject to Permitted Permit- xxx Liens) in such after after-acquired collateral (or all of its assets, except Excluded Assets, in the case of a new Guarantor) and to take such actions to add such after-acquired collateral to the Collateral and satisfy Collateral, including satisfying the Collateral Requirement in with respect thereofto such after-acquired collat- eral, including and thereupon all provisions of this Indenture and the Security Documents relating to the Collateral shall be deemed to relate to such after-acquired collateral to the same extent and with the same force and effect.

Appears in 1 contract

Samples: Indenture (CONDUENT Inc)

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