Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either (a) for the grant by such Grantor of the security interest granted hereby, (b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Agent of its rights and remedies hereunder, or (c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, except (i) with respect to any Pledged Shares or Pledged Interests, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 3 contracts
Samples: Credit Agreement (Forum Energy Technologies, Inc.), Credit Agreement (Forum Energy Technologies, Inc.), Credit Agreement (Forum Energy Technologies, Inc.)
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either:
(a) for the grant by such any Grantor of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by any Grantor;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements Filing Statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office or the Canadian Intellectual Property Office) or the exercise by the Administrative Agent Secured Party of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent Secured Party of the voting or other rights provided for in this Security Agreement, or, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of a Grantor, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 2 contracts
Samples: Pledge and Security Agreement (Vbi Vaccines Inc.), Pledge and Security Agreement (Paulson Capital (Delaware) Corp.)
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either
(a) for the grant by such the Grantor of the security interest granted hereby, the pledge by the Grantor of any Collateral pursuant hereto or for the execution, delivery and performance of this Security Agreement by the Grantor;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Agent of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of the Grantor, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and Agreement, (ii) any “"change of control” " or similar filings required by state licensing agenciesagencies and (iii) for any filings or notice required to be delivered to a Governmental Authority in connection with governmental Receivables.
Appears in 2 contracts
Samples: Borrower Security and Pledge Agreement (AMH Holdings, Inc.), Borrower Security and Pledge Agreement (Associated Materials Inc)
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either:
(a) for the grant by such Grantor the Grantors of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by the Grantors;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements Filing Statements or, with respect to Intellectual Property CollateralCollateral material to any Grantor’s business, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Agent of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, or, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of a Grantor, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 2 contracts
Samples: Security Agreement (Empire Resources Inc /New/), Security Agreement (Empire Resources Inc /New/)
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either
(a) for the grant by such Grantor the Grantors of the security interest granted hereby, the pledge by the Grantors of any Collateral pursuant hereto or for the execution, delivery and performance of this Security Agreement by the Grantors;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Agent of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of the Grantors, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and Agreement, (ii) any “"change of control” " or similar filings required by state licensing agenciesagencies and (iii) for any filings or notice required to be delivered to a Governmental Authority in connection with governmental Receivables.
Appears in 2 contracts
Samples: Subsidiary Security and Pledge Agreement (AMH Holdings, Inc.), Subsidiary Security and Pledge Agreement (Associated Materials Inc)
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either
(a) for the grant by such Grantor the Grantors of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by the Grantors;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements Filing Statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Collateral Agent of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Collateral Agent of the voting or other rights provided for in this Security Agreement, or, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of the Grantors, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 2 contracts
Samples: Credit Agreement (Ferro Corp), Pledge and Security Agreement (Ferro Corp)
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either (a) for the grant by such Grantor of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by such Grantor, (b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing filing statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Agent of its rights and remedies hereunder, or (c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, except (i) with respect to any Pledged Shares or Pledged Interests, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 2 contracts
Samples: Credit Agreement (Flotek Industries Inc/Cn/), Pledge and Security Agreement (Flotek Industries Inc/Cn/)
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either:
(a) for the grant by such Grantor the Grantors of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by the Grantors;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted LiensLiens that are senior by operation of Law (in which case such security interest shall be second in priority of right only to the Permitted Liens until the obligations secured by such Permitted Liens have been satisfied)) nature of such security interest (except with respect to the financing statements Filing Statements, the IP Filings or, with respect to Intellectual Property Collateralmotor vehicles, the recordation notation or registration of any agreements with liens on the U.S. Patent and Trademark Office or the U.S. Copyright Officerelated certificates of title) or the exercise by the Administrative Agent of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, or, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of the Grantors, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws Laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 2 contracts
Samples: Pledge and Security Agreement (GENTHERM Inc), Pledge and Security Agreement (GENTHERM Inc)
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either (a) for the grant by such Grantor of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by such Grantor, (b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing filing statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Agent of its rights and remedies hereunder, or (c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, except (i) with respect to any Pledged Shares or Pledged Interests, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement generally and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Samples: Pledge and Security Agreement (Flotek Industries Inc/Cn/)
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either (a) for the grant by such Grantor the Grantors of the security interest granted herebyhereby or for the execution, (b) except with respect to Excluded Perfection Collateral, delivery and performance of this Security Agreement by the Grantors; for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements Filing Statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Agent of its rights and remedies hereunder, ; or (c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, or, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of the Grantors, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either:
(a) for the grant by such Grantor the Grantors of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by the Grantors;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements Filing Statements or, with respect to Intellectual Property CollateralCollateral material to any Grantor's business, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Agent of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, or, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of a Grantor, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “"change of control” " or similar filings required by state licensing agencies.
Appears in 1 contract
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either (a) for the grant by such Grantor of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by such Grantor, (b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing filing statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Collateral Agent of its rights and remedies hereunder, or (c) for the exercise by the Administrative Collateral Agent of the voting or other rights provided for in this Security Agreement, except (i) with respect to any Pledged Shares or Pledged Interests, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement generally and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Samples: Junior Lien Pledge and Security Agreement (Flotek Industries Inc/Cn/)
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either
(a) for the grant by such Grantor the Grantors of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by the Grantors, subject, in the case of the performance of this Security Agreement, to the filings and recordations referenced in Section 3.8(b);
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements Filing Statements as contemplated in Section 3.7 or, with respect to Intellectual Property Collateral, the recordation of any intellectual property security agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) and the taking of actions required by applicable foreign law, if any, with respect to Intellectual Property Collateral created under a jurisdiction outside the United States or the exercise by the Administrative Agent Collateral Trustee of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent Collateral Trustee of the voting or other rights provided for in this Security Agreement, or, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of the Grantors, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either:
(a) for the grant by such Grantor the Grantors of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by the Grantors;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to for the financing filing of Financing Statements, any necessary continuation statements and amendments, in each case, as required by the UCC, the execution of Control Agreements, or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. United States Patent and Trademark Office or the U.S. United States Copyright OfficeOffice or, with respect to foreign Intellectual Property Collateral, the taking of appropriate action under applicable foreign Law and, with respect to after-acquired Intellectual Property Collateral, any subsequent filings in such applicable intellectual property offices) or the exercise by the Administrative Agent of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of the Grantors, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws Laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Samples: Pledge and Security Agreement (AVITA Medical, Inc.)
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either (a) for the grant by such Grantor of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by such Grantor, (b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first first-priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Agent of its rights and remedies hereunder, or (c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, except (i) with respect to any Pledged Shares or Pledged Interests, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Samples: Credit Agreement (Heckmann Corp)
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either
(a) for the grant by such Grantor the Grantors of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by the Grantors, subject, in the case of the performance of this Security Agreement, to the filings and recordations referenced in Section 3.8(b);
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements Filing Statements as contemplated in Section 3.7 or, with respect to Intellectual Property Collateral, the recordation of any intellectual property security agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) and the taking of actions required by applicable foreign law, if any, with respect to Intellectual Property Collateral created under a jurisdiction outside the United States or the exercise by the Administrative Agent Collateral Trustee of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent Collateral Trustee of the voting or other rights provided for in this Security Agreement, or, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of the Grantors, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “"change of control” " or similar filings required by state licensing agencies.
Appears in 1 contract
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either:
(a) for the grant by such Grantor the Grantors of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by the Grantors;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted LiensLiens that are senior by operation of Law (in which case such security interest shall be second in priority of right only to the Permitted Liens until the obligations secured by such Permitted Liens have been satisfied)) nature of such security interest (except with respect to the financing statements Filing Statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. United States Patent and Trademark Office or the U.S. United States Copyright Office) or the exercise by the Administrative Agent of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, or, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of the Grantors, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws Laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either
(a) for the grant by such Grantor the Grantors of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by the Grantors;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority nature (on a pari passu basis with the Credit Agreement Lien, subject to Permitted Liens) nature of such security interest (except with respect to the financing statements Filing Statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Collateral Agent of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent Trustee of the voting or other rights provided for in this Security Agreement, or, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of the Grantors, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Authorization, Approval, etc. Except as for the filing or recording of UCC financing statements and consents, authorizations, filings or other actions which have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either (a) for the grant by such Grantor of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by such Grantor, (b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first first-priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office USPTO or the U.S. Copyright Office) or the exercise by the Administrative Agent of its rights and remedies hereunder, or (c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, except (i) with respect to any Pledged Shares or Pledged Interests, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests by laws Legal Requirements affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either (a) for the grant by such Grantor of the security interest granted hereby, (b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Agent of its rights and remedies hereunder, or (c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, except (i) with respect to any Pledged Shares or Pledged Interests, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either
(a) for the grant by such Grantor the Grantors of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by the Grantors;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (with respect to Common Collateral (as defined in the Collateral Sharing Agreement) on a pari passu basis with the Credit Agreement Liens, and subject to Permitted Liens) nature of such security interest (except with respect to the financing statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright OfficeFiling Statements) or the exercise by the Administrative Agent Trustee of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent Trustee of the voting or other rights provided for in this Security Agreement, or, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of the Grantors, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either:
(a) for the grant by such any Grantor of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by any Grantor;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements Filing Statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Agent Secured Party of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent Secured Party of the voting or other rights provided for in this Security Agreement, or, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of a Grantor, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Samples: Pledge and Security Agreement (Alliqua BioMedical, Inc.)
Authorization, Approval, etc. Except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either
(a) for the grant by such Grantor the Grantors of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by the Grantors;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements Filing Statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. U. S. Patent and Trademark Office or the U.S. Copyright Office) or the exercise by the Administrative Agent of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Agent of the voting or other rights provided for in this Security Agreement, or, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of the Grantors, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Authorization, Approval, etc. Except Subject to the Intercreditor Agreement, except as have been obtained or made and are in full force and effect, no Governmental Approval, authorization, approval or other action by, and no notice to or filing with, any Governmental Authority or any other third party is required either either
(a) for the grant by such Grantor the Grantors of the security interest granted herebyhereby or for the execution, delivery and performance of this Security Agreement by the Grantors;
(b) except with respect to Excluded Perfection Collateral, for the perfection or maintenance of the security interests hereunder including the first second priority (subject to Permitted Liens) nature of such security interest (except with respect to the financing statements Filing Statements or, with respect to Intellectual Property Collateral, the recordation of any agreements with the U.S. United States Patent and Trademark Office or the U.S. United States Copyright OfficeOffice or corresponding offices in other countries of the world, or with respect to Deposit Accounts or Investment Property, the execution of a Control Agreement, or with respect to any Letter of Credit Rights obtaining the consent of the issuer thereunder) or the exercise by the Administrative Collateral Agent of its rights and remedies hereunder, or ; or
(c) for the exercise by the Administrative Collateral Agent of the voting or other rights provided for in this Security Agreement, except (i) with respect to any Pledged Shares or Pledged Interestssecurities issued by a Subsidiary of the Grantors, as may be required in connection with a disposition of such Pledged Shares or Pledged Interests securities by laws affecting the offering and sale of securities generally, the remedies in respect of the Collateral pursuant to this Security Agreement and (ii) any “change of control” or similar filings required by state licensing agencies.
Appears in 1 contract
Samples: Pledge and Security Agreement (Swift Transportation Co)