Common use of Continuing Security Interest; Termination Clause in Contracts

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Date. This Pledge Agreement shall be binding upon the parties hereto and their respective transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the Pledgor, the Holders and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgor. At such time, the Collateral Agent shall promptly reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such termination. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 4 contracts

Samples: Collateral Pledge and Security Agreement (McMoran Exploration Co /De/), Collateral Pledge and Security Agreement (McMoran Exploration Co /De/), Collateral Pledge and Security Agreement (Apex Silver Mines LTD)

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Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing first priority perfected security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Date. This Pledge Agreement shall be binding upon the parties hereto and their respective transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the Pledgor, the Holders and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgor. At such time, the Collateral Agent shall shall, in accordance with the Pledgor's instructions, promptly reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such termination. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 3 contracts

Samples: Collateral Pledge and Security Agreement (Finisar Corp), Collateral Pledge and Security Agreement (Veeco Instruments Inc), Collateral Pledge and Security Agreement (Finisar Corp)

Continuing Security Interest; Termination. (a) This Pledge Security Agreement shall create a continuing security interest in and to the Collateral and shallPledged Collateral, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Date. This Pledge Agreement shall be binding upon the parties hereto and Pledgors, their respective transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the PledgorSecurities Intermediary, the Holders of the Notes and their respective successors, transferees and assigns. (b) Upon , and shall remain in full force and effect until the Termination Date. On or as soon as practicable after the Termination Date, the pledgeTrustee shall, assignment and at the expense of the Pledgors, take any reasonable action necessary to release the security interest granted hereby shall terminate created hereby, including the execution and all rights delivery of any termination statement prepared and delivered to it by the Pledgors. Any redelivery of the Pledged Collateral hereunder to the Collateral shall revert to the Pledgor. At such time, the Collateral Agent shall promptly reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such termination. Such reassignment and redelivery Pledgors shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Pledged Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgors. (b) This Security Agreement shall terminate on the day (the "Termination Date") on which all of the Pledgor's outstanding obligations under the Notes have been paid in full. (c) Notwithstanding the foregoing, the Pledgors' obligations under Sections 12 and 14 shall survive this Security Agreement's termination.

Appears in 2 contracts

Samples: Security Agreement (Waterford Gaming LLC), Security Agreement (Waterford Gaming Finance Corp)

Continuing Security Interest; Termination. (a) This Pledge Security Agreement shall create a continuing security interest in and to the Collateral and shallPledged Collateral, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Date. This Pledge Agreement shall be binding upon the parties hereto and their respective Pledgor, its transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the PledgorSecurities Intermediary, the Holders of the Notes and their respective successors, transferees and assigns. (b) Upon , and shall remain in full force and effect until the Termination Date. On or as soon as practicable after the Termination Date, the pledgeTrustee shall, assignment and at the Pledgor’s expense, take any reasonable action necessary to release the security interest granted hereby shall terminate created hereby, including the authorization, execution and all rights delivery of any termination statements prepared and delivered to the Collateral shall revert to it by the Pledgor, and delivery of a certificate in the form attached as Exhibit C hereto executed by the Securities Intermediary. At such time, Any redelivery of the Pledged Collateral Agent shall promptly reassign and redeliver hereunder to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such termination. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Pledged Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor. (b) This Security Agreement will terminate on the date on which all assets in the Securities Account have been liquidated and applied in accordance with any applicable provision of Section 6 hereof (the “Termination Date”). (c) Notwithstanding the foregoing, the Pledgor’s obligations under Sections 12 and 14 shall survive this Security Agreement’s termination.

Appears in 2 contracts

Samples: Security Agreement (Health Net Inc), Security Agreement (Health Net Inc)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Date. This Pledge Agreement shall be binding upon the parties hereto and their respective transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the Pledgor, the Holders and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgor. At such time, the Collateral Agent shall shall, pursuant to an Issuer Order, promptly reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such termination. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 2 contracts

Samples: Collateral Pledge and Security Agreement (Us Xchange LLC), Collateral Pledge and Security Agreement (Freeport McMoran Copper & Gold Inc)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Datepayment in full in cash of the Obligations. This Pledge Agreement shall be binding upon the parties hereto and their respective Pledgor, its transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the Pledgor, Holders of the Holders Notes and their respective successors, transferees and assigns. (b) Upon the Termination DateSo long as no Event of Default shall have occurred and be continuing, the pledge, assignment this Pledge Agreement (other than Pledgor's obligations under Sections 13 and security interest granted hereby 15) shall terminate and all rights to upon the Collateral shall revert to payment in full in cash of the PledgorObligations. At such time, the Collateral Agent shall promptly shall, pursuant to a written order of the Pledgor, reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture and execute take all actions requested by the Pledgor that are necessary to release the security interest created by this Pledge Agreement in and deliver to the Pledgor such documents as Collateral, including the Pledgor shall reasonably request execution of all termination statements provided to evidence such terminationit necessary to terminate any financing or continuation statements filed with respect to the Collateral. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, such and shall be at the reasonable expense of the Pledgor.

Appears in 2 contracts

Samples: Collateral Pledge and Security Agreement (Mg Waldbaum Co), Collateral Pledge and Security Agreement (Mg Waldbaum Co)

Continuing Security Interest; Termination. (a) This Pledge Escrow and Security Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Escrow and Security Agreement, remain in full force and effect until the Termination Datepayment in full in cash of the Obligations. This Pledge Escrow and Security Agreement shall be binding upon the parties hereto and their respective Pledgor, its transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Escrow Agent hereunder, to the benefit of the Escrow Agent, the Trustee, the Collateral Agent, the PledgorInitial Purchasers, the Holders of the Notes and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment This Escrow and security interest granted hereby Security Agreement shall terminate and upon the payment in full in cash of the Obligations or release of all rights Collateral to the Collateral shall revert to Pledgor in accordance with the Pledgorterms of this Escrow and Security Agreement. At such timetime and upon the written instruction of the Trustee, the Collateral Escrow Agent shall promptly reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Escrow Agent in accordance with the terms of this Pledge Escrow and Security Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such terminationIndenture. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Escrow Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through on account of actions of the Collateral Agent or the TrusteeEscrow Agent, and shall be at the reasonable expense of the Pledgor.

Appears in 2 contracts

Samples: Escrow and Security Agreement, Escrow and Security Agreement (Universal Health Services Inc)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Datepayment in full in cash of the Obligations. This Pledge Agreement shall be binding upon the parties hereto and their respective Pledgor, its transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, Holders of the Pledgor, the Holders Notes and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment This Pledge Agreement (other than Pledgor's obligations under Sections 11 and security interest granted hereby 13) shall terminate and all rights to upon the Collateral shall revert to payment in full in cash of the PledgorObligations. At such time, the Collateral Agent shall promptly Trustee shall, pursuant to an Issuer Order, reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent Trustee in accordance with the terms of this Pledge Agreement and the Indenture and execute take all actions that are necessary to release the security interest created by this Pledge Agreement in and deliver to the Pledgor such documents as Collateral, including the Pledgor shall reasonably request execution and delivery of all termination statements necessary to evidence such terminationterminate any financing or continuation statements filed with respect to the Collateral. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 2 contracts

Samples: Collateral Pledge and Security Agreement (Allegiance Telecom Inc), Collateral Pledge and Security Agreement (Allegiance Telecom Inc)

Continuing Security Interest; Termination. (a) This Pledge ----------------------------------------- Agreement shall create a continuing security interest in and to the Initial Collateral and the Subsequent Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Datepayment in full in cash of the Initial Secured Obligations and the Subsequent Secured Obligations. This Pledge Agreement shall be binding upon the parties hereto and their respective Pledgor, its transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, Holders of the Pledgor, the Holders Notes and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby This Pledge Agreement shall terminate and all rights to upon the Collateral shall revert to payment in full in cash of the PledgorSubsequent Secured Obligations or the consummation of a Special Mandatory Redemption. At such time, the Collateral Agent shall promptly Trustee shall, pursuant to an Issuer Order, reassign and redeliver to the Pledgor all of the Subsequent Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent Trustee in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such terminationIndenture. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Subsequent Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Pledge and Escrow Agreement (American Cellular Corp /De/)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Datepayment in full in cash of the Obligations. This Pledge Agreement shall be binding upon the parties hereto and their respective Pledgor, its transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, Holders of the Pledgor, the Holders Notes and their respective successors, transferees and assigns. (b) Upon the Termination DateSo long as no Event of Default shall have occurred and be continuing, the pledge, assignment this Pledge Agreement (other than Pledgor's obligations under Sections 13 and security interest granted hereby 15) shall terminate and all rights to upon the Collateral shall revert to payment in full in cash of the PledgorObligations. At such time, the Collateral Agent shall promptly Trustee shall, pursuant to an Issuer Order, reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent Trustee in accordance with the terms of this Pledge Agreement and the Indenture and execute take all actions requested by the Pledgor that are necessary to release the security interest created by this Pledge Agreement in and deliver to the Pledgor such documents as Collateral, including the Pledgor shall reasonably request execution and delivery of all termination statements necessary to evidence such terminationterminate any financing or continuation statements filed with respect to the Collateral. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, such and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Collateral Pledge and Security Agreement (Dobson Sygnet Communications Co)

Continuing Security Interest; Termination. (a) This Pledge ----------------------------------------- and Security Agreement shall create a continuing security interest in and to the Collateral and shall, unless except as otherwise provided in the Indenture or in this Pledge and Security Agreement, remain in full force and effect until the Termination Datepayment in full in cash of the Obligations. This Pledge and Security Agreement shall be binding upon the parties hereto and their respective Pledgor, its transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, Holders of the Pledgor, the Holders Notes and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment This Pledge and security interest granted hereby Security Agreement shall terminate and all rights to upon the Collateral shall revert to payment in full in cash of the PledgorObligations. At such time, the Collateral Agent shall promptly Trustee shall, pursuant to an Issuer Order, reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent Trustee in accordance with the terms of this Pledge and Security Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such terminationIndenture. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Pledge and Security Agreement (Itc Deltacom Inc)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing first priority perfected security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Date. This Pledge Agreement shall be binding upon the parties hereto and their respective transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the Pledgor, the Holders and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgor. At such time, the Collateral Agent shall shall, in accordance with the Pledgor's instructions, promptly reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such termination. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Collateral Pledge and Security Agreement (Adaptec Inc)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a first priority continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain be released (i) upon the payment in full force of all Obligations due and effect until owing or (ii) to the Termination Dateextent of any Collateral Sale in compliance with Section 2(e). This Pledge Agreement shall be binding upon the parties hereto and Pledgors, their respective transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, Collateral Agent and the Collateral Agent, holders of the Pledgor, the Holders Notes and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby This Pledge Agreement shall terminate upon the earlier of (i) payment in full in cash of all Obligations; and (ii) the sale of all rights to of the Collateral shall revert pursuant to the Pledgora Collateral Sale in compliance with Section 2(e). At such time, the Collateral Agent shall promptly shall, at the written request of the Pledgors, reassign and redeliver to the Pledgor Pledgors all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such terminationIndenture. Such reassignment and redelivery shall be without warranty (either express or implied) by or recourse to the Collateral Agent or the Trustee in its capacity as suchAgent, except as to the absence of any Liens on the Collateral created prior assignments by or arising through the Collateral Agent or of its interest in the TrusteeCollateral, and shall be at the reasonable expense of the PledgorPledgors.

Appears in 1 contract

Samples: Pledge Agreement (Telehub Communications Corp)

Continuing Security Interest; Termination. (a) This Pledge Escrow and Security Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Escrow and Security Agreement, remain in full force and effect until the Termination Datepayment in full in cash of the Obligations. This Pledge Escrow and Security Agreement shall be binding upon the parties hereto and their respective Pledgor, its transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, Holders of the Pledgor, the Holders Notes and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment This Escrow and security interest granted hereby Security Agreement shall terminate and all rights to upon the Collateral shall revert to payment in full in cash of the PledgorObligations. At such time, the Collateral Agent shall promptly Trustee shall, pursuant to an Issuer Order, reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent Trustee in accordance with the terms of this Pledge Escrow and Security Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such terminationIndenture. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Escrow and Security Agreement (Dobson Communications Corp)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture CCI Pledge AGreement or in this Pledge Agreement, remain in full force and effect until the Termination Date. This Pledge Agreement shall be binding upon the parties hereto and their respective transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of CCI and the indirect benefit of the Trustee, the Collateral Agent, the Pledgor, the Holders and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgor. At such time, the Collateral Agent shall promptly reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture CCI Pledge Agreement and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such termination. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Collateral Pledge and Security Agreement (Charter Communications Inc /Mo/)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Date. This Pledge Agreement shall be binding upon the parties hereto and their respective transfereesPledgor, its successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, Trustee and the Collateral Agent, holders of the Pledgor, the Holders Notes and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby This Agreement shall terminate and all rights upon the earliest of (i) payment in full in cash in United States dollars of each of the Secured Payments to the Collateral shall revert holders thereof under the terms of the Indenture, (ii) the date on which all Obligations due and owing under the Indenture and the Notes have been paid in full in the event such Obligations become due and payable prior to the Pledgorpayment of any of the Secured Payments or (iii) the exercise by the Pledgor of its, and the effectiveness in accordance with the terms of the, legal defeasance option pursuant to Article Thirteen of the Indenture. At such time, the Collateral Agent shall promptly Trustee shall, at the written request of the Pledgor, reassign and promptly redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent Trustee in accordance with the terms of this Pledge Agreement and the Indenture Indenture; provided, however, that no Default or Event of Default shall have occurred and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such terminationbe continuing. Such reassignment and redelivery shall be without warranty (either express or implied) by or recourse to the Collateral Agent or the Trustee in its capacity as suchTrustee, except as to the absence of any Liens on prior assignments by the Collateral created by or arising through Trustee of its interest in the Collateral Agent or the TrusteeCollateral, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Collateral Pledge and Security Agreement (Cd Radio Inc)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall be binding upon Pledgor, its transferees, successors and assigns, and shall inure, together with the rights and remedies of the Collateral Agent and the Holders hereunder, to the benefit of the Collateral Agent, each Holder and their respective successors, transferees and assigns; provided that this Agreement shall not be assignable by Pledgor or the Collateral Agent without the prior written consent of the other party and each Holder. (b) This Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Date. This Pledge Agreement shall be binding upon the parties hereto and their respective transferees, successors and assigns, and shall inure, together with the rights and remedies payment in full in cash of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the Pledgor, the Holders and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby shall terminate and all rights to the Collateral shall revert to the PledgorSecured Obligations. At such time, this Agreement (other than Pledgor’s obligations under Sections 9 and 11 hereof) shall terminate and the Collateral Agent shall promptly reassign and redeliver transfer to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by or on behalf of the Collateral Agent Holders in accordance with the terms of this Pledge Agreement and take all other actions that are necessary to release the Indenture security interest created by this Agreement in and execute and deliver to the Pledgor such documents as Collateral, including the Pledgor shall reasonably request execution and delivery of all termination statements necessary to evidence such terminationterminate any financing or continuation statements filed with respect to the Collateral. Such reassignment and redelivery transfer shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens liens on the Collateral created by or arising through the Collateral Agent or the TrusteeAgent, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Security Agreement (Alestra)

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Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Datepayment in full in cash of the Secured Obligations. This Pledge Agreement shall be binding upon the parties hereto and their respective Pledgor, its transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, Holders of the Pledgor, Senior Notes and the Holders Discount Notes and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby This Pledge Agreement shall terminate and all rights to upon the Collateral shall revert to payment in full in cash of the PledgorSecured Obligations. At such time, the Collateral Agent shall promptly Trustee shall, pursuant to an Issuer Order, reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent Trustee in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such terminationIndenture. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the PledgorPledgors.

Appears in 1 contract

Samples: Pledge and Escrow Agreement (Rhythms Net Connections Inc)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing first priority perfected security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Date. This Pledge Agreement shall be binding upon the parties hereto and their respective transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the Pledgor, the Holders and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgor. At such time, the Collateral Agent shall shall, in accordance with the Pledgor’s instructions, promptly reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such termination. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Collateral Pledge and Security Agreement (Adaptec Inc)

Continuing Security Interest; Termination. (a) This Pledge Security and Disbursement Agreement shall create a continuing security interest in and to and Lien on the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Security and Disbursement Agreement, remain in full force and effect until the Termination Datepayment in full in cash of the Obligations. This Pledge Security and Disbursement Agreement shall be binding upon the parties hereto and their respective Pledgor, its transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Security Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the Pledgor, the Holders and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment This Security and security interest granted hereby Disbursement Agreement shall terminate and all rights to upon the Collateral shall revert to payment in full in cash of the PledgorObligations. At such time, the Collateral Agent Trustee shall promptly cause the Security Agent, pursuant to an Issuer Order, and subject to and in accordance with the applicable terms of the Indenture, if any, to reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent Trustee in accordance with the terms of this Pledge Security and Disbursement Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such terminationIndenture. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Security Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable cost and expense of the Pledgor.

Appears in 1 contract

Samples: Security and Disbursement Agreement (CSS Trade Names Inc)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing first priority perfected security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Date. This Pledge Agreement shall be binding upon the parties hereto and their respective transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the Pledgor, the Holders and their respective successors, transferees and assigns. (b) Upon the Termination Date, without any action on the part of the Pledgor, the pledge, assignment and security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgor. At such time, the Collateral Agent shall shall, in accordance with the Pledgor's instructions, promptly reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such termination. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Collateral Pledge and Security Agreement (MSC Software Corp)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Datepayment in full in cash of the Obligations. This Pledge Agreement shall be binding upon the parties hereto and their respective Pledgor, its transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, Holders of the Pledgor, the Holders Notes and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment This Pledge Agreement (other than Pledgor's obligations under Sections 10 and security interest granted hereby 12) shall terminate and all rights to upon the Collateral shall revert to payment in full in cash of the PledgorObligations. At such time, the Collateral Agent shall promptly Trustee shall, pursuant to an Issuer Order, reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent Trustee in accordance with the terms of this Pledge Agreement and the Indenture and execute take all actions that are necessary to release the security interest created by this Pledge Agreement in and deliver to the Pledgor such documents as Collateral, including the Pledgor shall reasonably request execution and delivery of all termination statements necessary to evidence such terminationterminate any financing or continuation statements filed with respect to the Collateral. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Collateral Pledge and Security Agreement (Powertel Inc /De/)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing security interest in and to the Initial Collateral and the Subsequent Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Datepayment in full in cash of the Initial Secured Obligations and the Subsequent Secured Obligations. This Pledge Agreement shall be binding upon the parties hereto and Pledgors, their respective transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, Holders of the Pledgor, the Holders Notes and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby This Pledge Agreement shall terminate and all rights to upon the Collateral shall revert to payment in full in cash of the PledgorSubsequent Secured Obligations or the consummation of a Special Mandatory Redemption. At such time, the Collateral Agent shall promptly Trustee shall, pursuant to an Issuer Order, reassign and redeliver to the Pledgor Pledgors all of the Subsequent Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent Trustee in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such terminationIndenture. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the theSubsequent Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the PledgorPledgors.

Appears in 1 contract

Samples: Pledge and Escrow Agreement (Centennial Cellular Corp)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture Debentures or in this Pledge Agreement, remain in full force and effect until the Termination Date. This Pledge Agreement shall be binding upon the parties hereto and their respective transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the Pledgor, the Holders and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgor. At such time, the Collateral Agent shall promptly reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture Debentures and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such terminationtermination including, without limitation, termination statements in respect of each jurisdiction in which a financing statement in respect of the security interest created hereby has been filed. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the TrusteeAgent, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Collateral Pledge and Security Agreement (PetroHunter Energy Corp)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing first priority perfected security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Date. This Pledge Agreement shall be binding upon on the parties hereto and their respective transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the Pledgor, the Holders parties hereto and their respective successors, transferees and assigns. Without limiting the generality of the foregoing, the Holders may assign or otherwise transfer the Debentures or other evidence of indebtedness held by them to any other Person to the extent permitted by the Indenture, and such other Person shall thereupon become vested with all or an appropriate part of the benefits in respect thereof granted to the Holders herein or otherwise. (b) Upon On the Termination Date, the pledge, assignment and security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgor. At such time, the Collateral Agent Securities Intermediary shall promptly reassign and redeliver act in accordance with the Pledgor’s instructions with respect to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such termination. Such reassignment and redelivery Any such actions requested by the Pledgor shall be without warranty by or recourse to the Collateral Agent Agent, the Securities Intermediary or the Trustee in its capacity as suchTrustee, except as to the absence of any Liens liens on the Collateral created by or arising through the Collateral Agent Agent, the Securities Intermediary or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Collateral Pledge and Security Agreement (Wynn Resorts LTD)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Datepayment in full in cash of the Obligations. This Pledge Agreement shall be binding upon the parties hereto and their respective Pledgor, its transferees, successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, Holders of the Pledgor, the Holders Notes and their respective successors, transferees and assigns. (b) Upon In addition to the Termination Dateprovisions of Section 6(e) and subject to the provisions of Section 17.9, the pledge, assignment and security interest granted hereby this Pledge Agreement shall terminate and all rights to upon the Collateral shall revert to payment in full in cash of the PledgorObligations. At such time, and subject to Section 12, the Collateral Agent shall promptly Trustee shall, pursuant to an Issuer Order, reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent Trustee in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such terminationIndenture. Such reassignment and redelivery shall be without warranty by or recourse to the Collateral Agent or the Trustee in its capacity as such, except as to the absence of any Liens on the Collateral created by or arising through the Collateral Agent or the Trustee, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Collateral Pledge and Security Agreement (Birch Telecom Inc /Mo)

Continuing Security Interest; Termination. (a) This Pledge Agreement shall create a continuing security interest in and to the Collateral and shall, unless otherwise provided in the Indenture or in this Pledge Agreement, remain in full force and effect until the Termination Dateearlier of payment in full of (A) each of the scheduled interest payments due on the Notes under the terms of the Notes or (B) all Obligations due and owing under the Notes in the event such Obligations become payable prior to the Maturity Date of the Notes. This Pledge Agreement shall be binding upon the parties hereto and their respective transfereesPledgor, its successors and assigns, and shall inure, together with the rights and remedies of the Trustee and the Collateral Agent hereunder, to the benefit of the Trustee, the Collateral Agent, the Pledgor, the Holders of Notes and their respective successors, transferees and assigns. (b) Upon the Termination Date, the pledge, assignment and security interest granted hereby This Pledge Agreement shall terminate upon the earlier of payment in full in cash of (A) each of the scheduled interest payments due on the Notes under the terms of the Notes or (B) all Obligations due and all rights owing under the Notes in the event such Obligations become payable prior to the Collateral shall revert to Maturity Date of the PledgorNotes. At such time, the Collateral Agent shall promptly shall, at the written request of the Pledgor, reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Collateral Agent in accordance with the terms of this Pledge Agreement and the Indenture and execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such terminationAgreement. Such reassignment and redelivery shall be without warranty (either express or implied) by or recourse to the Collateral Agent or the Trustee in its capacity as suchAgent, except as to the absence of any Liens on prior assignments by the Collateral created by or arising through Agent of its interest in the Collateral Agent or the TrusteeCollateral, and shall be at the reasonable expense of the Pledgor.

Appears in 1 contract

Samples: Collateral Pledge and Security Agreement (Alliance Pharmaceutical Corp)

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