Collateral for Loans. 1 1.4 Guarantee.................................................................. 2
Collateral for Loans. The Loans and the obligations of the Lessor under the Credit Agreement shall be secured by, inter alia, (i) a first priority assignment of the Lease, granted pursuant to the Assignment of Lease and consented to by the Lessee pursuant to the Consent to Assignment (in each case in the respective forms set forth on Exhibit A hereto), and (ii) a first priority security interest in each piece of Equipment pursuant to a Security Agreement in the form set forth on Exhibit B hereto.
Collateral for Loans. The Loans shall be secured by the following -------------------- property (collectively, the "Collateral") and Liens in the Collateral shall be created by or in the Collateral Documents, including, but not limited to, those described as follows:
A. A Security Agreement in the form of Exhibit 6.
1. A to this Fourth Restated Agreement, duly executed by each Borrower and each Consolidated Subsidiary which is subsequently made a Loan Party creating a first priority lien, mortgage and security interest in and upon all present and future Accounts, Inventory, Equipment, furniture, Goods, Fixtures, General Intangibles, Instruments, margin accounts, tax refunds, Chattel Paper, drafts, acceptances, Contracts and Contract Rights, Documents, Title Documents, notes, returned and repossessed Goods and all other personal property or interests in personal property, together with all accessions to, substitutions for, and all replacements, products and proceeds of the foregoing (including, without limitation, proceeds of insurance policies insuring any of the foregoing), all books and records (including, without limitation, customer lists, credit files, computer programs, printouts and other computer materials and records) pertaining to any of the foregoing, and all insurance policies insuring any of the foregoing, whether now owned or hereafter acquired, and wherever located.
B. Security Agreement-Pledge in the form of Exhibit 6.1.B to this Fourth Restated Agreement, creating a first priority lien, mortgage and security interest in and upon all of the outstanding and issued capital stock of Looney, KBA, LRA-Cal, LRA-Midwest, LRA-NE, Block, Transcription and Xxxxxx.
Collateral for Loans. 34 --------------------
6.1 Collateral for Loans........................................... 34 -------------------- 6.2 Further Assurances............................................. 34 ------------------
Collateral for Loans. 103 9.17. Permitted Acquisitions................................ 104 9.18. Interest Rate Protection.............................. 105 9.19. UCC Searches.......................................... 105 9.20.
Collateral for Loans. 87 Section 8.13. Dividends............................................................. 88 Section 8.14. Appraisals............................................................ 88 Section 8.15. Permitted Acquisitions................................................ 88 Section 8.16. Further Assurances.................................................... 89 5 -iv- ARTICLE IX. Negative Covenants.................................................... 89
Collateral for Loans. The repayment of the Loans and the obligations of Lessor pursuant to the Loan Agreement and the other Operative Documents shall be secured by, inter alia (i) a first priority perfected assignment of the Lease, granted by Lessor to Administrative Agent, for the benefit of the Lenders pursuant to the Assignment of Lease and consented to by Lessee, (ii) a first priority mortgage lien on the Leased Property granted by Lessor to Administrative Agent, for the benefit of the Lenders pursuant to the Mortgage and (iii) a collateral assignment of the Pledge and Guaranty.
Collateral for Loans. The Loans shall be secured by the following property of each of the Loan Parties (collectively, the "COLLATERAL") and Liens in the Collateral shall be created by or in the Collateral Documents, including, but not limited to, those described as follows:
A. Security Agreement in the form of Exhibit 5.
1. A, creating a first priority lien, mortgage and security interest in and upon all present and future Accounts, General Intangibles, Instruments, margin accounts, tax refunds, Chattel Paper, drafts, acceptances, Contracts and Contract Rights, Documents, Title Documents, notes, and all other personal property or interests in personal property, together with all accessions to, substitutions for, and all replacements, products and proceeds of the foregoing (including, without limitation, proceeds of insurance policies insuring any of the foregoing), all books and records (including, without limitation, customer lists, credit files, computer programs, printouts and other computer materials and records) pertaining to any of the foregoing, and all insurance policies insuring any of the foregoing, whether now owned or hereafter acquired, and wherever located.
Collateral for Loans. Each of the Borrowers and their Subsidiaries shall:
(a) From and after the Term Loan Closing Date, pledge and maintain the pledge of all of the capital stock or membership interests of each of its direct Subsidiaries in favor of the Agent, for the benefit of the Agent and the Lenders, in accordance with the provisions of the Stock Pledge Agreement or any other instrument evidencing a pledge of stock or membership interest entered into by any of the Borrowers or any of its Subsidiaries.
(b) From time to time, at its own cost and expense, promptly secure or cause to be secured the Obligations by creating or causing to be created in favor of the Agent for the benefit of the Lenders perfected security interests (subject only to Permitted Liens) with respect to (a) prior to the Term Loan Closing Date, all Revolving Credit Collateral of the Borrowers or any of their Subsidiaries now owned, or hereafter acquired and (b) following the Term Loan Closing Date, all Revolving Credit Collateral plus all equipment, copyrights, patents, trademarks, other general intangibles, Material Real Estate and other assets of the Borrowers or any of their Subsidiaries, now owned, or hereafter acquired. All such security interests in such Property will be created under Security Instruments in form and substance satisfactory to the Agent, and the Borrowers and their Subsidiaries shall deliver to the Agent all such Security Instruments (including, without limitation, legal opinions, title insurance policies and lien searches) as the Agent or the Majority Lenders shall reasonably request to evidence the satisfaction of the obligations created by this ss.
Collateral for Loans. Borrower covenants and agrees that, within thirty (30) days following the earliest to occur of (x) the maturity date of the Related Bridge Loan and the Related Bridge Term Loan, as the same may be accelerated, (y) the repayment in full of the Related Bridge Loan and the Related Bridge Term Loan and the cancellation of the loan commitments of the lenders thereof and (z) the repayment in full of the Related Bridge Loan and the cancellation of the loan commitments of the lenders of the Related Bridge Term Loan and the assumption of the Related Bridge Term Loan by GMPT Borrower as contemplated by the Term Credit Agreement governing the same, it will deliver to Administrative Agent, for the benefit of the Banks, (A) an amendment and restatement of this Agreement, duly executed by Borrower, which will, inter alia, add customary mortgage and property-related representations, covenants, conditions and defaults, (B) certified copies of all documents evidencing partnership action taken by Borrower and the Collateral Property Owners authorizing the execution, delivery and performance of the Mortgages, the Indemnities and each other document to be delivered by or on behalf of Borrower pursuant to this Section, (C) a certificate of Borrower's managing general partner, or a similar certificate with respect to each of the Collateral Property Owners, certifying the names and true signatures of each individual authorized to sign the Mortgages, the Indemnities and all related documents on behalf of Borrowers or the respective Collateral Property Owner, (D) a Solvency Certificate, duly executed, from Borrower and each Collateral Property Owner, (E) a certificate, of the sort required by paragraph 3(b) of Section 6.09, containing calculations demonstrating Borrower's compliance, as of the end of the most recently ended calendar quarter with the covenants set forth in Section 8.02 (6) and (7) and (F) the following with respect to each of the Schedule A Assets then owned by Borrower (other than those that have been encumbered with the Required Banks' consent in accordance with Section 7.06), all of said requirements at Borrower's expense and each in form and substance reasonably satisfactory to Administrative Agent:
(1) a mortgage (or deed of trust), assignment of leases and rents and security agreements (each, a "Mortgage" and collectively, the "Mortgages") and related Uniform Commercial Code Financing Statements, each duly executed by the appropriate Collateral Property Owner...
