Certificated Equipment. As soon as available and in any event within 30 days after the end of each calendar month (commencing with January 2016), the Borrower shall provide, or shall cause to be provided, to the Administrative Agent a report or reports listing all of the Credit Parties’ Certificated Equipment, and setting forth (i) the state in which such Certificated Equipment is titled, (ii) whether delivered to the Administrative Agent (or its designated agent) and whether the Administrative Agent is named as the holder of the first Lien on such Certificated Equipment’s certificate of title, and (iii) a list of Certificated Equipment sold and a list of Certificated Equipment acquired since the as of date of the preceding equipment report; provided that, the timely delivery of such report directly from the third party agent that is tasked to note the Administrative Agent’s name on certificates of title shall satisfy the Borrower’s obligation under this clause (g) so long as such report lists all of the Credit Parties’ Certificated Equipment.
Certificated Equipment. (a) On or before 60 days following the Amendment No. 4 Effective Date (or such later date as the Administrative Agent may agree), with respect to each piece of Certificated Equipment owned by a Credit Party on the Amendment No. 4 Effective Date (other than as to Excepted Certificated Equipment), each applicable Credit Party shall cause the original certificate of title for such Certificated Equipment to name the Administrative Agent as the holder of the first priority Lien thereon and shall deliver a copy of such certificate of title to the Administrative Agent (or its designated agent) with such notation.
(b) As to each piece of Certificated Equipment (other than Excepted Certificated Equipment) purchased by a Credit Party after the Amendment No. 4 Effective Date, (i) each applicable Credit Party shall cause the original certificate of title for such Certificated Equipment to name the Administrative Agent as the holder of the first priority Lien thereon and shall deliver a copy of such certificate of title to the Administrative Agent (or its designated agent) with such notation within 30 days after such purchase (or such later date as the Administrative Agent may agree).
Certificated Equipment. If reasonably requested by either Administrative Agent, concurrently with the delivery of the Financial Statements under Section 5.2(b), the US Borrower shall provide to the US Administrative Agent a report or reports listing all of the Credit Parties’ certificated equipment which constitute Collateral, and setting forth (i) the state or province in which such certificated equipment is titled, and (ii) if applicable, the VIN or Serial Number, as applicable, of such certificated equipment.
Certificated Equipment. Unless Agent or the Required Lenders otherwise agree, Grantors shall maintain the Collateral Agency Agreement in force and effect. Promptly (and in any event within five (5) Business Days) with respect to all goods covered by a certificate of title owned by any Grantor, such Grantor shall deliver to the custodian under the Collateral Agency Agreement, the certificates of title for all such goods. On each date on which a Compliance Certificate is to be delivered pursuant to Section 5.1 of the Credit Agreement in respect of a fiscal month (or, if an Event of Default has occurred and is continuing, more frequently if requested by Agent), Grantors shall provide Agent with an updated Schedule 12 which shall identify (A) all Certificated Equipment acquired since the last update of Schedule 12 and (B) all Certificated Equipment sold, disposed of or otherwise no longer owned by a Grantor since the last update of Schedule 12; and
Certificated Equipment. With respect to any Certificated Equipment (other than Excepted Certificated Equipment) now or hereafter owned by a Grantor with respect to which a certificate of title has been issued, such Grantor agrees to comply with Section 5.12(b) of the Credit Agreement and take such action (or cause its Subsidiaries to take such action), as is reasonably required by the Administrative Agent to enable it to properly perfect and protect its Lien on such Certificated Equipment and to transfer the same, subject to the terms of the Intercreditor Agreement.
Certificated Equipment. For each item of Material Certificated Equipment that is not subject to a Permitted Lien securing purchase money Debt or Capital Leases and that is purchased by a Credit Party on or after the Closing Date, the Borrower shall cause to be delivered, within 45 days after the purchase thereof, a certificate of title for such equipment naming a Credit Party as the owner and noting the Administrative Agent as the holder of the first lien thereon.
Certificated Equipment. The aggregate book value of all Certificated Equipment owned by all Grantors as to which the relevant certificates of title have not been endorsed and delivered to the Administrative Agent, is less than $3,000,000.
Certificated Equipment. With respect to any Equipment that is covered by a certificate of title under a law requiring indication of a security interest on such certificate as a condition to the perfection of such security interest, each Obligor shall, at the time of acquisition of each such item of Equipment after the date hereof and on Agent’s request with respect to all other such items of Equipment, execute and file with the Registrar of Motor Vehicles or other appropriate Governmental Authority an application or other document requesting the notation or other indication of the security interest created hereunder on such certificate of title with respect to such Equipment. All certificates of title with respect to such Equipment shall be (i) held at MasTec’s chief executive office in the custody and control of an appropriate officer or senior employee of MasTec, acceptable to Agent, pursuant to a limited agency agreement with Agent in respect of such certificates of title in form and substance satisfactory to Agent (the “Agency Appointment as to Vehicle Titles”) and shall be deemed held by Obligors as trustees of an express trust for the benefit of Agent and Secured Parties, and (ii) if at any time Availability (A) either is less than the greater of (I) $15,000,000 or (II) ten percent (10%) of the aggregate principal amount of the Commitments on such date, or (B) averages less than $10,000,000 for any period of five (5) consecutive days then ending, in each case, regardless of whether or not a Default or Event of Default then exists, then Agent shall take and Obligors shall immediately deliver or surrender to Agent, or its designee, possession of all such certificates of title. Upon the request of Agent at any time, each Obligor shall execute and deliver to Agent an irrevocable power of attorney naming Agent as such Obligor’s agent and attorney-in-fact to take any action in such Obligor’s name, and to sign such Obligor’s name to any documents, to facilitate Agent’s perfection of a Lien in the Equipment evidenced by such certificates of title and Agent’s enforcement of such Lien, including any repossession of or foreclosure upon such Equipment.
(m) By deleting from Section 10.2.3(x) of the Loan Agreement the reference to “$30,000,000” and by substituting in lieu thereof a reference to “$50,000,000”.
(n) By redesignating clause (xi) of Section 10.2.3 as clause (xii) thereof and by adding the following new clause (xi) to Section 10.2.3 immediately following clause (x) thereto:
Certificated Equipment. Unless Agent otherwise agrees, Grantors shall maintain the Custodial Agreement in force and effect or, at the request of Agent, enter into a replacement custodial agreement with Agent substantially in the form of Exhibit E. Promptly (and in any event within five (5) Business Days) with respect to all goods covered by a certificate of title owned by any Grantor, such Grantor shall deliver to the custodian under the Custodial Agreement, the certificates of title for all such goods. On each date on which financial statements are required to be delivered pursuant to Section 4.03(a)(i) of the Indenture (or, if an Event of Default has occurred and is continuing, more frequently if requested by Agent), Grantors shall provide Agent with an updated Schedule 12 which shall identify (A) all Certificated Equipment acquired since the last update of Schedule 12 and (B) all Certificated Equipment sold, disposed of or otherwise no longer owned by a Grantor since the last update of Schedule 12; and
Certificated Equipment. Such Grantor has delivered, or will deliver as set forth in Section 4.5, to a Senior Collateral Agent (or, after the Discharge of Senior Obligations, the Collateral Agent) possession of the originals of all certificates of title (with any necessary endorsements) with respect to Certificated Equipment owned or held by such Grantor.
