Collateral Security. (a) The Obligations shall be secured by (a) a perfected first-priority security interest (subject to Permitted Liens entitled to priority under Applicable Law) in all Collateral, whether now owned or hereafter acquired, pursuant to the terms of the Security Agreement to which each Borrower is a party to the extent perfected by the filing of UCC financing statements; (b) a pledge of 100% of the capital stock or other Equity Interests of such Borrowers (other than the Parent) and of the Non-Borrower Subsidiaries (other than the Foreign Subsidiaries) to the Administrative Agent on behalf of the Secured Parties pursuant to the Pledge Agreement; and (c) a pledge of the capital stock or other Equity Interests of each Foreign Subsidiary (provided that not more than 65% of the total voting power of all outstanding capital stock or other Equity Interest of any such first-tier Foreign Subsidiary of a Borrower shall be required to be so pledged and no Equity Interests of any non-first-tier Foreign Subsidiary shall be provided to be so pledged); provided that the Borrowers hereby agree, upon the request of the Administrative Agent and the Required Lenders, to deliver, as promptly as practicable, but in any event within ninety (90) days after request therefor, or such other later time, if any, to which the Administrative Agent may agree, (i) certificates of titles for all or substantially all vehicles, trucks, trailers, tractors, automobiles and any other equipment covered by certificates of title owned by a Borrower (collectively, “Motor Vehicles”) with the Administrative Agent listed as lienholder therein (subject to a limited power of attorney in favor of the Parent to dispose of titled equipment) and, if required by the Administrative Agent, the Borrowers shall retain Corporation Service Company (or other similar company satisfactory to the Administrative Agent) pursuant to agreements reasonably satisfactory to the Administrative Agent pursuant to which Corporation Service Company (or such other company) will agree to act as agent for the Secured Parties with respect to the perfection of security interests in the Motor Vehicles; and (ii) mortgages with respect to Real Property and to take such other steps and make such other deliveries as may be reasonably requested by the Administrative Agent (including, without limitation, the delivery of legal opinions, Consulting Engineer’s reports, surveys, title insurance, environmental assessment reports, flood hazard certif...
Collateral Security. The Obligations shall constitute one loan secured by the Collateral. FINOVA may, in its sole discretion, (i) exchange, enforce, waive or release any of the Collateral, (ii) apply Collateral and direct the order or manner of sale thereof as it may determine, and (iii) settle, compromise, collect or otherwise liquidate any Collateral in any manner without affecting its right to take any other action with respect to any other Collateral.
Collateral Security. 51 SECTION 3.01.
Collateral Security. This Agreement gives the Lender rights which are in addition to its rights under each Collateral Document. The Lender may exercise any of its rights under this Agreement or any Collateral Document, either separately or at the same time, and in whichever order it may determine.
Collateral Security. The Collateral Agent will hold, administer and manage any Collateral pledged from time to time hereunder either in its own name or as Collateral Agent, but each Lender and each Fronting Bank shall hold a direct, undivided pro rata beneficial interest therein, on the basis of its proportionate interest in the secured obligations, by reason of and as evidenced by this Agreement and the other Loan Documents, subject to the priority of payments referenced in Section 6.5 of the Guarantee and Collateral Agreement and subject to the terms of the Collateral Agency and Intercreditor Agreement.
Collateral Security. The performance of all covenants and agreements contained in this Agreement and in the other documents executed or delivered as a part of this transaction and the payment of the Note shall be secured as follows:
Collateral Security. The Obligations shall be secured by a perfected first priority security interest (subject only to Permitted Liens entitled to priority under applicable law) in all of the assets of the Borrower, whether now owned or hereafter acquired, pursuant to the terms of the Security Documents to which the Borrower is a party.
Collateral Security. To secure the performance by Borrowers of their obligations hereunder, and under the Notes, the Guaranty and Security Instruments, whether now or hereafter incurred, matured or unmatured, direct or contingent, joint or several, or joint and several, including extensions, modifications, renewals and increases thereof, and substitutions therefore, Borrowers shall contemporaneously with or prior to the execution of this Agreement and the Notes, grant and assign to Agent for the ratable benefit of the Banks a first and prior Lien on (i) the Rigs, together with an assignment of the insurance covering such Rigs, the charter hire, drilling contract earnings and revenues of the Rigs, (ii) at least $20,000,000 in market value Treasury Bonds, (iii) 66% of the voting stock of the Material Subsidiaries, and (iv) the Subsidiary Notes. The Rigs, Treasury Bonds, stock and Subsidiary Notes and other collateral in which Borrowers have herewith granted or hereafter grants to Agent for the ratable benefit of the Banks a first and prior Lien (to the satisfaction of the Agent) in accordance with this Section 6, as such properties and interests are from time to time constituted, are hereinafter collectively called the "Collateral." The granting and assigning of such security interests and Liens by Borrowers shall be pursuant to Security Instruments in form and substance reasonably satisfactory to the Agent. Borrowers will cause to be executed and delivered to the Agent, in the future, additional Security Instruments if the Agent reasonably deems such are necessary to insure perfection or maintenance of Banks' Liens in the Collateral or any part thereof. In addition to the granting of the first and prior Liens referred to above, Borrowers shall also grant to the Banks a negative pledge on all of their other assets.
Collateral Security. In order to secure the payment of the Loan when due, whether by acceleration or otherwise, and all other Indebtedness of the Borrower to the Lenders arising hereunder or related hereto:
(a) The Borrower shall have duly executed and delivered a Security Agreement in the form of Exhibit G hereto (the "Security Agreement").
(b) The Borrower shall have furnished the Guaranties duly executed and delivered by Marriott.
(c) The Borrower shall have assigned to the Original Lenders, all rights of the Borrower relating to the Hotel under the Management Agreement pursuant to an agreement of assignment ( the "Management Agreement Assignment"), duly executed and delivered by the Borrower and the Manager in the form of Exhibit H hereto.
(d) The Borrower shall have assigned to the Original Lenders, all rights of the Borrower relating to the Hotel under the Purchase Agreement pursuant to an instrument of assignment (the "Purchase Agreement Assignment"), duly executed and delivered by the Borrower and Marriott in the form of Exhibit I hereto.
(e) The General Partner and Marriott shall each have subordinated repayment of any loan advances and interest thereon and, in the case of the General Partner, capital contributions at any time made by the General Partner to the Borrower to the prior payment of the Loan, and shall have assigned to the Original Lenders the right to repayment of any and all such loan advances and interest thereon or capital contributions made by the General Partner to the Borrower, pursuant to the provisions of a subordination agreement in the form attached hereto as Exhibit J (the "Subordination Agreement.").
(f) The Borrower shall have duly executed and delivered such financing statements as the Lenders or their counsel shall require to further evidence, confirm and perfect the security interests granted or to be granted in the Security Agreement, Mortgage, Subordination Agreement and in the other collateral assignments provided for in this Section 4.2.
(g) The Borrower shall have duly executed and delivered such other and further agreements, documents and instruments as the Lenders or their counsel may request to further evidence, perfect and preserve any of the collateral security for the Borrower's obligations provided for in this Section 4.2.
Collateral Security. The Administrative Agent shall be reasonably satisfied that the requirements of Section 5.1 are satisfied as of the Effective Date.
