Collateral Trust Estate. The Grantor hereby confirms that, pursuant to the terms of the Shared Collateral Security Agreement, the Grantor has pledged and assigned to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives and the Secured Holders, and has granted the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives and the Secured Holders a lien on, and security interest in, the Collateral described therein. The Grantor hereby further pledges and assigns to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives, on their behalf and on behalf of the Secured Holders, and hereby grants to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives, on their behalf and on behalf of the Secured Holders, a lien on, and security interest in, the following (collectively, together with any Successor Collateral, the "ADDITIONAL COLLATERAL"): (i) the Collateral Account established pursuant to Section 3.01(a) with the Corporate Trustee at its offices at its corporate trust department in the State of Delaware and is, and shall at all times remain, under the sole dominion and control of the Corporate Trustee, all funds held therein and all certificates and instruments, if any, from time to time representing each Collateral Account; (ii) all Cash Equivalents held in the Collateral Account from time to time and all certificates and instruments, if any, from time to time representing or evidencing such Cash Equivalents; (iii) all notes, certificates of deposit, deposit accounts, checks and other instruments from time to time delivered to or otherwise possessed by the Collateral Trustees for or on behalf of the Grantor in substitution for or in addition to any or all of the then existing Additional Collateral; (iv) all interest, income, dividends, instruments and other property and assets from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Additional Collateral referred to in clauses (i) through (iii) of this Section 2.01(a); and (v) all proceeds of any and all of the foregoing Additional Collateral (including, without limitation, proceeds that constitute property and assets of the types described in clauses (i) through (iv) of this Section 2.01(a)) and, to the extent not otherwise included, all (A) payments under any indemnity, warranty or guaranty payable with respect to any of the foregoing Additional Collateral, and (B) cash.
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Samples: Collateral Trust Agreement (Pacificare Health Systems Inc /De/)
Collateral Trust Estate. The Each Grantor hereby confirms that, pursuant to the terms of the Shared Collateral Security AgreementDocuments to which it is a party, the such Grantor has pledged and assigned to the Collateral Trustees Trustee for their its benefit and in trust for the equal and ratable benefit Shared Benefit of the Representatives and the Secured Holders, and has granted the Collateral Trustees Trustee for their its benefit and in trust for the equal and ratable benefit Shared Benefit of the Representatives and the Secured Holders a lien on, and security interest in, Lien on the Collateral described therein. The Each Grantor hereby further pledges and assigns to the Collateral Trustees Trustee for their its benefit and in trust for the equal and ratable benefit Shared Benefit of the Representatives, on their its behalf and on behalf of the Secured Holders, and hereby grants to the Collateral Trustees Trustee for their its benefit and in trust for the equal and ratable benefit Shared Benefit of the Representatives, on their behalf and on behalf of the Secured Holders, a lien on, and security interest in, Lien on the following (collectively, together with any Successor Collateral, the "ADDITIONAL COLLATERAL"):
(i) the Collateral Account established pursuant to Section 3.01(a) with the Corporate Collateral Trustee at its offices at its corporate trust department in the State of Delaware New York and is, and shall at all times remain, under the sole dominion and control of the Corporate Collateral Trustee, all funds held therein and all certificates and instruments, if any, from time to time representing each Collateral Account;
(ii) all Cash Equivalents Marketable Securities held in the Collateral Account from time to time and all certificates and instruments, if any, from time to time representing or evidencing such Cash EquivalentsMarketable Securities;
(iii) all notes, certificates of deposit, deposit accounts, checks and other instruments from time to time delivered to or otherwise possessed by the Collateral Trustees Trustee for or on behalf of the any Grantor in substitution for or in addition to any or all of the then existing Additional Collateral;
(iv) all interest, income, dividends, instruments and other property and assets from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Additional Collateral referred to in clauses (i) through (iii) of this Section 2.01(a); and
(v) all proceeds of any and all of the foregoing Additional Collateral (including, without limitation, proceeds that constitute property and assets of the types described in clauses (i) through (iv) of this Section 2.01(a)) and, to the extent not otherwise included, all (A) payments under any indemnity, warranty or guaranty payable with respect to any of the foregoing Additional Collateral, and (B) cash.
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Collateral Trust Estate. The Each Grantor hereby confirms that, pursuant to the terms of the Shared Collateral Security Agreement and the BVI Cayman Pledge Agreement, the such Grantor has pledged and assigned to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives and the Secured Holders, and has granted the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives and the Secured Holders Holders, a lien on, and security interest in, the Collateral described thereintherein of such Grantor in order to secure the Secured Obligations. The Grantor Borrower, in order to secure the Secured Obligations, hereby further pledges and assigns to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives, on their behalf and on behalf of the Secured Holders, and hereby grants to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives, on their behalf and on behalf of the Secured Holders, a lien on, and security interest in, the following (collectively, together with any Successor Collateral, the "ADDITIONAL COLLATERALAdditional Collateral Trust Agreement Collateral"):
(i) the Collateral Account established pursuant to Section 3.01(a) with the Corporate Trustee at its offices at its corporate trust department in the State of Delaware and is, and shall at all times remain, under the sole dominion and control of the Corporate Trustee, all funds held therein and all certificates and instruments, if any, from time to time representing each Collateral Account;
(ii) all Cash Equivalents held in the Collateral Account from time to time and all certificates and instruments, if any, from time to time representing or evidencing such Cash Equivalents;
(iii) all notes, certificates of deposit, deposit accounts, checks and other instruments from time to time delivered to or otherwise possessed by the Collateral Trustees for or on behalf of the Grantor Borrower in substitution for or in addition to any or all of the then existing Additional Collateral Trust Agreement Collateral;
(iv) all interest, income, dividends, instruments and other property and assets from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Additional Collateral Trust Agreement Collateral referred to in clauses (i) through (iii) of this Section 2.01(a); and
(v) all proceeds of any and all of the foregoing Additional Collateral Trust Agreement Collateral (including, without limitation, proceeds that constitute property and assets of the types described in clauses (i) through (iv) of this Section 2.01(a)) and, to the extent not otherwise included, all (A) payments under any indemnity, warranty or guaranty payable with respect to any of the foregoing Additional Collateral, Collateral Trust Agreement Collateral and (B) cash.
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Collateral Trust Estate. The Grantor Each Pledgor hereby confirms that, pursuant to the terms of the Shared Collateral Pledge and Security Agreement, the Grantor such Pledgor has pledged and assigned to the Collateral Trustees for their benefit and in trust for the equal Equal and ratable benefit Ratable Benefit of the Representatives Secured Holders and the Secured Holderstheir respective Representatives, and has granted the Collateral Trustees for their benefit and in trust for the equal Equal and ratable benefit Ratable Benefit of the Representatives and the Secured Holders and their respective Representatives a lien on, on and security interest in, the Collateral described therein. The Grantor Each Pledgor hereby further pledges and assigns to the Collateral Trustees for their benefit and in trust for the equal Equal and ratable benefit of the Representatives, on their behalf and on behalf Ratable Benefit of the Secured HoldersHolders and their respective Representatives, and hereby grants to the Collateral Trustees for their benefit and in trust for the equal Equal and ratable benefit of the Representatives, on their behalf and on behalf Ratable Benefit of the Secured HoldersHolders and their respective Representatives, a lien on, on and security interest in, the following (collectively, together with any Successor Collateral, the "ADDITIONAL COLLATERALAdditional Collateral"):
(i) the Collateral Account established pursuant to Section 3.01(a) with the Corporate Trustee at its offices at its corporate trust department in the State of Delaware and is, and shall at all times remain, under the sole dominion and control of the Corporate Trustee, all funds held therein and all certificates and instruments, if any, from time to time representing each Collateral Account;
(ii) all Cash Equivalents held in the Collateral Account from time to time and all certificates and instruments, if any, from time to time representing or evidencing such Cash Equivalents;
(iii) all promissory notes, certificates of deposit, deposit accounts, checks and other instruments from time to time delivered to or otherwise possessed by the Collateral Trustees for or on behalf of the Grantor such Pledgor in substitution for or in addition to any or all of the then existing Additional Collateral;
(iv) all interest, income, dividends, instruments and other property and assets from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Additional Collateral referred to in clauses (i) through (iii) of this Section 2.01(a); and
(v) all proceeds of any and all of the foregoing Additional Collateral (including, without limitation, proceeds that constitute property and assets of the types described in clauses (i) through (iv) of this Section 2.01(a)) and, to the extent not otherwise included, all (A) payments under any indemnity, warranty or guaranty payable with respect (and all supporting obligations relating) to any of the foregoing Additional Collateral, and (B) cash.
Appears in 1 contract
Collateral Trust Estate. The Grantor hereby confirms that, pursuant to the terms of the Shared Collateral Security AgreementDocuments to which it is a party, the Grantor has pledged and assigned to the Collateral Trustees Trustee for their its benefit and in trust for the equal and ratable benefit of the Representatives and the Secured Holders, and has granted the Collateral Trustees Trustee for their its benefit and in trust for the equal and ratable benefit of the Representatives and the Secured Holders a lien on, and security interest in, the Collateral described therein. The Grantor hereby further pledges and assigns to the Collateral Trustees Trustee for their its benefit and in trust for the equal and ratable benefit of the Representatives, on their behalf and on behalf of the Secured Holders, and hereby grants to the Collateral Trustees Trustee for their its benefit and in trust for the equal and ratable benefit of the Representatives, on their behalf and on behalf of the Secured Holders, a lien on, and security interest in, the following (collectively, together with any Successor Collateral, the "ADDITIONAL COLLATERALAdditional Collateral"):
(i) the Collateral Account established pursuant to Section 3.01(a) with the Corporate Collateral Trustee at its offices at its corporate trust department in the State of Delaware New York and is, and shall at all times remain, under the sole dominion and control of the Corporate Collateral Trustee, all funds held therein and all certificates and instruments, if any, from time to time representing each Collateral Account;
(ii) all Cash Equivalents held in the Collateral Account from time to time and all certificates and instruments, if any, from time to time representing or evidencing such Cash Equivalents;
(iii) all notes, certificates of deposit, deposit accounts, checks and other instruments from time to time delivered to or otherwise possessed by the Collateral Trustees Trustee for or on behalf of the Grantor in substitution for or in addition to any or all of the then existing Additional Collateral;
(iv) all interest, income, dividends, instruments and other property and assets from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Additional Collateral referred to in clauses (i) through (iii) of this Section 2.01(a); and
(v) all proceeds of any and all of the foregoing Additional Collateral (including, without limitation, proceeds that constitute property and assets of the types described in clauses (i) through (iv) of this Section 2.01(a)) and, to the extent not otherwise included, all (A) payments under any indemnity, warranty or guaranty payable with respect to any of the foregoing Additional Collateral, and (B) cash.
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Collateral Trust Estate. The Grantor Each Pledgor hereby confirms that, pursuant to the terms of the Shared Collateral Pledge and Security Agreement, the Grantor such Pledgor has pledged and assigned to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives and the Secured Holders, and has granted the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives and the Secured Holders a lien on, on and security interest in, the Collateral described therein. The Grantor Each Pledgor hereby further pledges and assigns to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives, on their behalf and on behalf of the Secured Holders, and hereby grants to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives, on their behalf and on behalf of the Secured Holders, a lien on, on and security interest in, the following (collectively, together with any Successor Collateral, the "ADDITIONAL COLLATERAL"):
(i) the Collateral Account established pursuant to Section 3.01(a) with the Corporate Trustee at its offices at its corporate trust department in the State of Delaware and is, and shall at all times remain, under the sole dominion and control of the Corporate Trustee, all funds held therein and all certificates and instruments, if any, from time to time representing each Collateral Account;
(ii) all Cash Equivalents held in the Collateral Account from time to time and all certificates and instruments, if any, from time to time representing or evidencing such Cash Equivalents;
(iii) all notes, certificates of deposit, deposit accounts, checks and other instruments from time to time delivered to or otherwise possessed by the Collateral Trustees for or on behalf of the Grantor such Pledgor in substitution for or in addition to any or all of the then existing Additional Collateral;
(iv) all interest, income, dividends, instruments and other property and assets from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Additional Collateral referred to in clauses (i) through (iii) of this Section 2.01(a); and
(v) all proceeds of any and all of the foregoing Additional Collateral (including, without limitation, proceeds that constitute property and assets of the types described in clauses (i) through (iv) of this Section 2.01(a)) and, to the extent not otherwise included, all (A) payments under any indemnity, warranty or guaranty payable with respect to any of the foregoing Additional Collateral, and (B) cash.
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Collateral Trust Estate. The Grantor Company hereby confirms that, pursuant to the terms of the Shared Collateral Security Agreement, the Grantor Company has pledged and assigned to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives and the Secured Holders, and has granted the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives and the Secured Holders a lien on, on and security interest in, the Shared Collateral described therein. The Grantor Company hereby further pledges and assigns to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives, on their behalf and on behalf of the Secured Holders, and hereby grants to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives, on their behalf and on behalf of the Secured Holders, a lien on, on and security interest in, the following (collectively, together with any Successor Collateral, the "ADDITIONAL SECURED HOLDERS COLLATERAL"):
(i) the Shared Collateral Account established pursuant to Section 3.01(a) with the Corporate Trustee at its offices at its corporate trust department in the State of Delaware and is, and shall at all times remain, under the sole dominion and control of the Corporate Trustee, all funds held therein and all certificates and instruments, if any, from time to time representing each Shared Collateral Account;
(ii) all Cash Equivalents held Permitted Investments made in respect of the Shared Collateral Account from time to time and all certificates and instruments, if any, from time to time representing or evidencing such Cash EquivalentsPermitted Investments;
(iii) all notes, certificates of deposit, deposit accounts, checks and other instruments from time to time delivered to or otherwise possessed by the Collateral Trustees for or on behalf of the Grantor Company in substitution for or in addition to any or all of the then existing Additional Secured Holders Collateral;
(iv) all interest, income, dividends, instruments and other property and assets from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Additional Secured Holders Collateral referred to in clauses (i) through (iii) of this Section 2.01(a);
(v) any other property and assets of the Company or any of its successors and assigns as the Company, any such successor or any such assign may, from time to time, upon notice to the Collateral Trustees, grant to the Collateral Trustees as collateral hereunder for their benefit and in trust for the equal and ratable benefit of the Representatives, on their behalf and on behalf of the Secured Holders (the "SUCCESSOR COLLATERAL"), together with all agreements, instruments and other documents creating, evidencing or relating to any of the Successor Collateral (the "SUCCESSOR COLLATERAL AGREEMENTS"); and
(vvi) all proceeds of any and all of the foregoing Additional Secured Holders Collateral (including, without limitation, proceeds that constitute property and assets of the types described in clauses (i) through (ivv) of this Section 2.01(a)) and, to the extent not otherwise included, all (A) payments under any indemnity, warranty or guaranty payable with respect to any of the foregoing Additional Secured Holders Collateral, and (B) cash.
Appears in 1 contract
Samples: Credit Agreement (Broadwing Inc)
Collateral Trust Estate. The Grantor hereby confirms thatBorrower, pursuant in order to the terms of the Shared Collateral Security Agreement, the Grantor has pledged and assigned to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives and secure the Secured HoldersObligations, and has granted the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives and the Secured Holders a lien on, and security interest in, the Collateral described therein. The Grantor hereby further pledges and assigns to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives, on their behalf and on behalf of the Secured HoldersParties, as such interests are set forth herein, and hereby grants to the Collateral Trustees for their benefit and in trust for the equal and ratable benefit of the Representatives, on their behalf and on behalf of the Secured HoldersParties, as such interests are set forth herein, a lien on, and security interest in, all of its right, title and interest in the following (collectively, together with any Successor Collateral, the "ADDITIONAL COLLATERALAdditional Collateral Trust Agreement Collateral"):
(i) the Collateral Account established pursuant to Section 3.01(a) and any collateral accounts established pursuant to Section 5.02 with the Corporate Trustee at its offices at its corporate trust department in the State of Delaware and is, and shall at all times remain, under the sole dominion and control of the Corporate TrusteeDelaware, all funds held therein and all certificates and instruments, if any, from time to time representing each the Collateral AccountAccount and such other collateral accounts;
(ii) all Cash Equivalents held in the Collateral Account from time to time and all certificates and instruments, if any, from time to time representing or evidencing such Cash Equivalents;
(iii) all notes, certificates of deposit, deposit accounts, checks and other instruments from time to time delivered to or otherwise possessed by the Collateral Trustees for or on behalf of the Grantor Borrower in substitution for or in addition to any or all of the then existing Additional Collateral Trust Agreement Collateral;
(iv) all interest, income, dividends, instruments and other property and assets from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Additional Collateral Trust Agreement Collateral referred to in clauses (i) through (iii) of this Section 2.01(a)2.01; and
(v) all proceeds of any and all of the foregoing Additional Collateral Trust Agreement Collateral (including, without limitation, proceeds that constitute property and assets of the types described in clauses (i) through (iv) of this Section 2.01(a)2.01) and, to the extent not otherwise included, all (A) payments under any indemnity, warranty or guaranty payable with respect to any of the foregoing Additional Collateral, Collateral Trust Agreement Collateral and (B) cash.
Appears in 1 contract
Samples: Collateral Trust and Intercreditor Agreement (Dynegy Inc /Il/)