Collateral Documents and other Loan Documents. The Agent shall have received the following documents, each in form and substance satisfactory to Agent and fully executed by each party thereto: (i) The following Collateral Documents, each in form and substance acceptable to Agent and fully executed by each party thereto and dated as of the Effective Date: (A) the Security Agreement; (B) the Collateral Assignment; (C) the Escrow Agreement Acknowledgement; (ii) The Comerica Intercreditor Agreement in form and substance acceptable to the Agent and fully executed by the Term Debt Lender and the Revolving Credit Agent (in each case as defined therein and dated as of the Effective Date; (iii) A Letter from Travelers Indemnity and Surety Company of America to the Agent in form and substance acceptable to the Agent and fully executed by each party thereto and dated on or prior to the Effective Date; (iv) Evidence of the filing of a UCC-3 termination statement over any “all asset” filing for the benefit of National City Bank; (v) Intentionally omitted; (A) Certified copies of uniform commercial code requests for information, or a similar search report certified by a party acceptable to the Agent, dated a date reasonably prior to the Effective Date, listing all effective financing statements in the jurisdiction noted on Schedule 5.1(c) which name any Credit Party or Target (under their present names or under any previous names used within five (5) years prior to the date hereof) as debtors, together with (x) copies of such financing statements, and (y) authorized Uniform Commercial Code (Form UCC-3) Termination Statements, if any, necessary to release all Liens and other rights of any Person in any Collateral described in the Collateral Documents previously granted by any Person (other than Liens permitted by Section 8.2 of this Agreement) and (B) intellectual property search reports results from the United States Patent and Trademark Office and the United States Copyright Office for the Credit Parties and Target dated a date reasonably prior to the Effective Date. (vii) Any documents (including, without limitation, financing statements, amendments to financing statements and assignments of financing statements, stock powers executed in blank and any endorsements) requested by Agent and reasonably required to be provided in connection with the Collateral Documents to create, in favor of the Agent (for and on behalf of the Lenders), a first priority perfected security interest in the Collateral thereunder shall have been filed, registered or recorded, or shall have been delivered to Agent in proper form for filing, registration or recordation.
Appears in 4 contracts
Samples: Credit Agreement (Sterling Construction Co Inc), Credit Agreement (Sterling Construction Co Inc), Credit Agreement (Sterling Construction Co Inc)
Collateral Documents and other Loan Documents. The Agent shall have received the following documents, each in form and substance satisfactory to the Agent and fully executed by each party thereto:
(i) The following Collateral DocumentsSecurity Agreement, each in form and substance acceptable to Agent and the Agent, fully executed and delivered by each party thereto the Credit Parties and dated as of the Effective Date:
(A) the Security Agreement;
(B) the Collateral Assignment;
(C) the Escrow Agreement Acknowledgement;
(ii) The Comerica Intercreditor Agreement in form and substance acceptable to the Agent and fully executed by the Term Debt Lender and the Revolving Credit Agent (in each case as defined therein and dated as of the Effective Date;
(iii) A Letter from Travelers Indemnity and Surety Company of America to the Agent in form and substance acceptable to the Agent and fully executed by each party thereto and dated on or prior to the Effective Date;
(iv) Evidence of the filing of a UCC-3 termination statement over any “all asset” filing for the benefit of National City Bank;
(v) Intentionally omitted;.
(A) Certified copies of uniform commercial code requests for information, or a similar search report certified by a party acceptable to the Agent, dated a date reasonably prior to the Effective Date, listing all effective financing statements in the jurisdiction noted on Schedule 5.1(c5.1(c)(ii) which name any Credit Party or Target (under their present names or under any previous names used within five (5) years prior to the date hereof) as debtors, together with (x) copies of such financing statements, and (y) authorized Uniform Commercial Code (Form UCC-3) Termination Statements, if any, necessary to release all Liens and other rights of any Person in any Collateral described in the Collateral Documents previously granted by any Person (other than Liens permitted by Section 8.2 of this Agreement) and (B) intellectual property search reports results from the United States Patent and Trademark Office and the United States Copyright Office for the Credit Parties and Target dated a date reasonably prior to the Effective Date.
(viiiii) Any documents (including, without limitation, financing statements, amendments to financing statements and assignments of financing statements, stock powers executed in blank and any endorsements) requested by the Agent and reasonably required to be provided in connection with the Collateral Documents to create, in favor of the Agent (for and on behalf of the Lenders), a first priority perfected security interest in the Collateral thereunder shall have been filed, registered or recorded, or shall have been delivered to the Agent in proper form for filing, registration or recordation.
Appears in 2 contracts
Samples: Revolving Credit and Term Loan Agreement (Inogen Inc), Revolving Credit and Term Loan Agreement (Inogen Inc)