Common use of After-Acquired Collateral Clause in Contracts

After-Acquired Collateral. If the Issuer or any Guarantor creates (or perfects) additional security interest upon any After-Acquired Collateral to secure any First Priority Lien Obligations, the Issuer or such Guarantor shall execute and deliver such mortgages, deeds of trust, security instruments, financing statements, certificates and opinions of counsel as shall be reasonably necessary to vest in the Notes Collateral Agent, a perfected security interest, subject only to Permitted Liens, in such After-Acquired Collateral and to have such After-Acquired Collateral (but subject to limitations as described in the Security Documents) added to the Collateral, and thereupon all provisions of this Indenture 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; provided, however, that if granting such second-priority security interest in such After-Acquired Collateral requires the consent of a third party, the Issuer shall use commercially reasonable efforts to obtain such consent with respect to the second-priority interest for the benefit of the Notes Collateral Agent on behalf of the Holders of the Notes; provided, further, however, that if such third party does not consent to the granting of such second-priority security interest after the use of such commercially reasonable efforts, the Issuer or such Guarantor, as the case may be, shall not be required to provide such security interest.

Appears in 2 contracts

Samples: Indenture (Entercom Communications Corp), Indenture (Entercom Communications Corp)

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After-Acquired Collateral. If the Issuer Issuers or any Subsidiary Guarantor creates (or perfects) additional security interest upon any After-Acquired Collateral Property to secure any First Priority Lien Obligations, the Issuer Issuers or such Subsidiary Guarantor shall execute and deliver such mortgages, deeds of trust, security instruments, financing statements, certificates and opinions of counsel as shall be reasonably necessary to vest in the Notes Collateral Agent, a perfected security interest, subject only to Permitted Liens, in such After-Acquired Collateral Property and to have such After-Acquired Collateral Property (but subject to limitations as described in Article XI and the Security Documents) added to the Collateral, and thereupon all provisions of this Indenture 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; provided, however, that if granting such second-priority security interest in such After-Acquired Collateral Property requires the consent of a third party, the Issuer Company shall use commercially reasonable efforts to obtain such consent with respect to the second-priority interest for the benefit of the Notes Collateral Agent on behalf of the Holders holders of the Notes; provided, further, however, that if such third party does not consent to the granting of such second-priority security interest after the use of such commercially reasonable efforts, the Issuer Issuers or such Subsidiary Guarantor, as the case may be, shall not be required to provide such security interest.

Appears in 2 contracts

Samples: Indenture (ADT, Inc.), Indenture (ADT, Inc.)

After-Acquired Collateral. If the Issuer Issuers or any Subsidiary Guarantor creates (or perfects) additional security interest upon any After-Acquired Collateral Property to secure any First Priority Lien Obligations, the Issuer Issuers or such Subsidiary Guarantor shall execute and deliver such mortgages, deeds of trust, security instruments, financing statements, statements and certificates and opinions of counsel as shall be reasonably necessary to vest in the Notes Collateral Agent, a perfected second-priority security interest, subject only to Permitted Liens, in such After-Acquired Collateral Property and to have such After-Acquired Collateral Property (but subject to limitations as described in Article XI and the Security DocumentsDocuments and the First Lien/Second Lien Intercreditor Agreement) added to the Collateral, and thereupon all provisions of this Indenture 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; provided, however, that if granting such second-priority security interest in such After-Acquired Collateral Property requires the consent of a third party, the Issuer Company shall use commercially reasonable efforts to obtain such consent with respect to the second-priority interest for the benefit of the Notes Collateral Agent on behalf of the Holders holders of the Notes; provided, further, however, that if such third party does not consent to the granting of such second-priority security interest after the use of such commercially reasonable efforts, the Issuer Issuers or such Subsidiary Guarantor, as the case may be, shall not be required to provide such security interest.

Appears in 1 contract

Samples: Indenture (ADT Inc.)

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After-Acquired Collateral. If From and after the Issuer Issue Date, upon the acquisition by the Company or any Guarantor creates of any Capital Stock of Guarantors or Persons owned directly by Guarantors (or perfects) additional security interest upon any After-Acquired Collateral to secure any First Priority Lien ObligationsCollateral”), the Issuer Company or such Guarantor shall execute and deliver such mortgages, deeds of trust, security instruments, financing statements, certificates and opinions of counsel as shall be reasonably necessary to vest in the Notes Collateral Agent, Trustee a perfected security interest, subject only to Permitted Collateral Liens, in such After-Acquired Collateral and to have such After-Acquired Collateral (but subject to limitations as described in the Security Documents) added to the Collateral, and thereupon all provisions of this Indenture 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; provided, however, that if granting such second-priority security interest in such After-Acquired Collateral requires the consent of a third party, the Issuer shall Company will use commercially reasonable efforts to obtain such consent with respect to the second-priority security interest for the benefit of the Notes Collateral Agent Trustee on behalf of the Holders of the Notes; provided, provided further, however, that if such third party does not consent to the granting of such second-priority security interest after the use of such commercially reasonable efforts, the Issuer Company or such Guarantor, as the case may be, shall will not be required to provide such security interest.

Appears in 1 contract

Samples: Indenture (Atento S.A.)

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