Binding Effect; Several Agreement. This Agreement shall become effective as to any Grantor party hereto when a counterpart hereof executed on behalf of such Grantor shall have been delivered to the Collateral Trustee and a counterpart hereof shall have been executed on behalf of the Collateral Trustee, and thereafter shall be binding upon such Grantors and the Collateral Trustee and their respective permitted successors and assigns, and shall inure to the benefit of such Grantor, the Collateral Trustee and the other Secured Parties and their respective successors and assigns, except that no Grantor shall have the right to assign or transfer its rights or obligations hereunder or any interest herein or in the Collateral (and any such assignment or transfer shall be void) except as expressly contemplated or permitted by this Agreement, the Credit Agreement and permitted (if addressed therein or, otherwise, not prohibited) by the other applicable Financing Documents. This Agreement shall be construed as a separate agreement with respect to each Grantor party hereto and may be amended, modified, supplemented, waived or released with respect to any such Grantor without the approval of any other Grantor party hereto and without affecting the obligations of any other such Grantor hereunder.
Appears in 2 contracts
Samples: Guarantee and Collateral Agreement (Dynegy Inc.), Guarantee and Collateral Agreement (Dynegy Inc.)
Binding Effect; Several Agreement. This Agreement shall become effective as to any Grantor party hereto when a counterpart hereof executed on behalf of such Grantor shall have been delivered to the Junior-Priority Collateral Trustee Agent and a counterpart hereof shall have been executed on behalf of the Junior-Priority Collateral TrusteeAgent, and thereafter shall be binding upon such Grantors Grantor and the Junior-Priority Collateral Trustee Agent and their respective permitted successors and assigns, and shall inure to the benefit of such Grantor, the Junior-Priority Collateral Trustee Agent and the other Secured Parties and their respective successors and permitted assigns, except that no Grantor shall have the right to assign or transfer its rights or obligations hereunder or any interest herein or in the Collateral (and any such assignment or transfer shall be void) except as expressly contemplated or permitted by this Agreement, the Credit Agreement and except as expressly permitted (if addressed therein or, otherwise, not prohibited) by the other applicable Financing Documentsany then existing Indenture and any then existing Pari Passu Agreement. This Agreement shall be construed as a separate agreement with respect to each Grantor party hereto and may be amended, modified, supplemented, waived or released with respect to any such Grantor without the approval of any other Grantor party hereto and without affecting the obligations of any other such Grantor hereunder.
Appears in 2 contracts
Samples: Junior Priority Collateral Agreement (Community Health Systems Inc), Junior Priority Collateral Agreement (Community Health Systems Inc)
Binding Effect; Several Agreement. This Subject to the conditions set forth in Section 7.18 hereof, this Agreement shall become effective as to any Grantor party hereto when a counterpart hereof executed on behalf of such Grantor shall have been delivered to the Collateral Trustee Agent and a counterpart hereof shall have been executed on behalf of the Collateral TrusteeAgent, and thereafter shall be binding upon such Grantors Grantor and the Collateral Trustee Agent and their respective permitted successors and assigns, and shall inure to the benefit of such Grantor, the Collateral Trustee Agent and the other Secured Parties and their respective successors and assigns, except that no Grantor shall have the right to assign or transfer its rights or obligations hereunder or any interest herein or in the Guaranteed Obligations Collateral (and any such assignment or transfer shall be void) except as expressly contemplated or permitted by this Agreement, the Existing Credit Agreement and permitted (if addressed therein or, otherwise, not prohibited) by or the other applicable Financing DocumentsNew Credit Agreement. This Agreement shall be construed as a separate agreement with respect to each Grantor party hereto and may be amended, modified, supplemented, waived or released with respect to any such Grantor without the approval of any other Grantor party hereto and without affecting the obligations of any other such Grantor hereunder.
Appears in 1 contract
Samples: Security Agreement (McLeodusa Inc)
Binding Effect; Several Agreement. This Agreement shall become effective as to any Grantor party hereto or Pledgor when a counterpart hereof executed on behalf of such Grantor or Pledgor shall have been delivered to the Collateral Trustee Agent and a counterpart hereof shall have been executed on behalf of the Collateral TrusteeAgent, and thereafter shall be binding upon such Grantors Grantor or Pledgor, as applicable, and the Collateral Trustee Agent and their respective permitted successors and assigns, and shall inure to the benefit of such GrantorGrantor or Pledgor, the Collateral Trustee Agent and the other Secured Parties and their respective successors and assigns, except that no Grantor or Pledgor shall have the right to assign or transfer its rights or obligations hereunder or any interest herein or in the Collateral (and any such assignment or transfer shall be void) except as expressly contemplated or permitted by this Agreement, Agreement or the Credit Agreement and permitted (if addressed therein or, otherwise, not prohibited) by the other applicable Financing DocumentsAgreement. This Agreement shall be construed as a separate agreement with respect to each Grantor party hereto or Pledgor and may be amended, modified, supplemented, waived or released with respect to any such Grantor or Pledgor without the approval of any other Grantor party hereto or Pledgor and without affecting the obligations of any other such Grantor or Pledgor hereunder.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Alon USA Energy, Inc.)
Binding Effect; Several Agreement. This Agreement shall become effective as to any Grantor party hereto when a counterpart hereof executed on behalf of such Grantor shall have been delivered to the Collateral Trustee Agent and a counterpart hereof shall have been executed on behalf of the Collateral TrusteeAgent, and thereafter shall be binding upon such Grantors Grantor and the Collateral Trustee Agent and their respective permitted successors and assigns, and shall inure to the benefit of such Grantor, the Collateral Trustee Agent and the other Secured Parties and their respective successors and assigns, except that no Grantor shall have the right to assign or transfer its rights or obligations hereunder or any interest herein or in the Collateral (and any such assignment or transfer shall be void) except as expressly contemplated by this Agreement or the Credit Agreement. If all of the Equity Interests of a Grantor are sold, transferred or otherwise disposed of (other than to Borrower or an Affiliate thereof) pursuant to a transaction permitted by this Agreement, the Credit Agreement and permitted (or if addressed therein orthe existence of a Grantor is terminated pursuant to subsection 5.2 of the Credit Agreement, otherwise, not prohibited) by the other applicable Financing Documentssuch Grantor shall be released from its obligations under this Agreement without further action. This Agreement shall be construed as a separate agreement with respect to each Grantor party hereto and may be amended, modified, supplemented, waived or released with respect to any such Grantor without the approval of any other Grantor party hereto and without affecting the obligations of any other such Grantor hereunder.
Appears in 1 contract
Binding Effect; Several Agreement. This Agreement shall become effective as to any Grantor party hereto when a counterpart hereof executed on behalf of such Grantor shall have been delivered to the Collateral Trustee Lender and a counterpart hereof shall have been executed on behalf of the Collateral TrusteeLender, and thereafter shall be binding upon such Grantors Grantor and the Collateral Trustee Lender and their respective permitted successors and assigns, and shall inure to the benefit of such Grantor, the Collateral Trustee Grantor and the other Secured Parties Lender and their respective successors and assigns, except that no Grantor shall have the right to assign or transfer its rights or obligations hereunder or any interest herein or in the Collateral (and any such assignment or transfer shall be void) except as expressly contemplated or permitted by this Agreement, Agreement or the Credit Agreement and permitted (if addressed therein or, otherwise, not prohibited) by the other applicable Financing DocumentsAgreement. This Agreement shall be construed as a separate agreement with respect to each Grantor party hereto and may be amended, modified, supplemented, waived or released with respect to any such Grantor without the approval of any other Grantor party hereto and without affecting the obligations of any other such Grantor hereunder. Successors and Assigns. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of any Grantor or the Lender that are contained in this Agreement shall bind and inure to the benefit of their respective successors and assigns.
Appears in 1 contract
Binding Effect; Several Agreement. This Agreement shall become effective as to any Grantor party hereto each Guarantor when a counterpart hereof executed on behalf of such Grantor Guarantor shall have been delivered to the Collateral Trustee Administrative Agent (regardless of whether any other Guarantor has executed and delivered a counterpart hereof) and a counterpart hereof shall have been executed on behalf of the Collateral TrusteeAdministrative Agent.
(a) Following the effectiveness of this Agreement as to a Guarantor in accordance with subsection (a) of this Section 7, and thereafter this Agreement shall be binding upon such Grantors Guarantor and the Collateral Trustee Administrative Agent and their respective permitted successors and assigns, and shall inure to the benefit of such GrantorGuarantor, the Collateral Trustee Administrative Agent, the Issuing Banks and the other Secured Parties Lenders and their respective successors and assigns, except that no Grantor Guarantor shall have the right to assign or transfer any of its rights or obligations hereunder or any interest herein or in the Collateral (and any such assignment or transfer shall be void) except as expressly contemplated or permitted by this Agreement, Agreement or the Credit Agreement and permitted (if addressed therein or, otherwise, not prohibited) by the other applicable Financing DocumentsAgreement. This Agreement shall be construed as a separate agreement with respect to each Grantor party hereto Guarantor and may be amended, modified, supplemented, waived or released with respect to any such Grantor Guarantor without the approval of any other Grantor party hereto Guarantor and without affecting the obligations of any other such Grantor Guarantor hereunder.
Appears in 1 contract
Binding Effect; Several Agreement. This Agreement shall become effective as to any Grantor party hereto when a counterpart hereof executed on behalf of such Grantor shall have been delivered to the Collateral Trustee and a counterpart hereof shall have been executed on behalf of the Collateral Trustee, and thereafter shall be binding upon such Grantors and the Collateral Trustee and their respective permitted successors and assigns, and shall inure to the benefit of such Grantor, the Collateral Trustee and the other First-Lien Secured Parties and their respective successors and assigns, except that no Grantor shall have the right to assign or transfer its rights or obligations hereunder or any interest herein or in the Collateral (and any such assignment or transfer shall be void) except as expressly contemplated or permitted by this Agreement, the Credit Agreement and permitted (if addressed therein or, otherwise, not prohibited) by the other applicable Financing Documents. This Agreement shall be construed as a separate agreement with respect to each Grantor party hereto and may be amended, modified, supplemented, waived or released with respect to any such Grantor without the approval of any other Grantor party hereto and without affecting the obligations of any other such Grantor hereunder.
Appears in 1 contract
Binding Effect; Several Agreement. (a) This Agreement shall become effective as to any Grantor party hereto each Guarantor when a counterpart hereof executed on behalf of such Grantor Guarantor shall have been delivered to the Collateral Trustee Administrative Agent (regardless of whether any other Guarantor has executed and delivered a counterpart hereof) and a counterpart hereof shall have been executed on behalf of the Collateral TrusteeAdministrative Agent.
(b) Following the effectiveness of this Agreement as to a Guarantor in accordance with subsection (a) of this Section 7, and thereafter this Agreement shall be binding upon such Grantors Guarantor and the Collateral Trustee Administrative Agent and their respective permitted successors and assigns, and shall inure to the benefit of such GrantorGuarantor, the Collateral Trustee Administrative Agent and the other Secured Parties and their respective successors and assigns, except that no Grantor Guarantor shall have the right to assign or transfer any of its rights or obligations hereunder or any interest herein or in the Collateral (and any such assignment or transfer shall be void) except as expressly contemplated or permitted by this Agreement, Agreement or the Credit Agreement and permitted (if addressed therein or, otherwise, not prohibited) by the other applicable Financing DocumentsAgreement. This Agreement shall be construed as a separate agreement with respect to each Grantor party hereto Guarantor and may be amended, modified, supplemented, waived or released with respect to any such Grantor Guarantor without the approval of any other Grantor party hereto Guarantor and without affecting the obligations of any other such Grantor Guarantor hereunder.
Appears in 1 contract
Samples: Revolving Credit Agreement and Incremental Agreement (Palantir Technologies Inc.)