Continuous Pledge. Each Grantor will (subject to the terms of the Note) deliver to the Lender, and at all times keep pledged to the Lender pursuant hereto, on a second-priority, perfected basis all Pledged Property, Investment Property, all dividends and Distributions with respect thereto, all payment intangibles to the extent they are evidenced by a Document, Instrument, promissory note or Chattel Paper, and all interest and principal with respect to such payment intangibles, and all Proceeds and rights from time to time received by or distributable to such Grantor in respect of any of the foregoing Collateral. Each Grantor agrees that it will, promptly (but in any event no later than seven Business Days) following receipt thereof, deliver to the Lender possession of all originals of Pledged Interests, Pledged Shares, Pledged Notes and any other Pledged Property, negotiable Documents, Instruments, promissory notes and Chattel Paper that it acquires following the date hereof and shall deliver to the Lender a supplement to Schedule I identifying any such new Pledged Interests, Pledged Shares, Pledged Notes or other Pledged Property.
Appears in 2 contracts
Samples: Security Agreement (Epl Oil & Gas, Inc.), Security Agreement (Energy XXI LTD)
Continuous Pledge. Each Grantor will (subject to the terms of the NoteCredit Agreement) deliver to the Lender, Administrative Agent and at all times keep pledged to the Lender Administrative Agent pursuant hereto, on a secondfirst-priority, perfected basis all Pledged Property, Investment Property, all dividends Dividends and Distributions with respect thereto, all payment intangibles Payment Intangibles to the extent they are evidenced by a Document, Instrument, promissory note Promissory Note or Chattel Paper, and all interest and principal with respect to such payment intangiblesPayment Intangibles, and all Proceeds and rights from time to time received by or distributable to such Grantor in respect of any of the foregoing Collateral. Each Grantor agrees that it will, promptly (but in any event no later than seven ten (10) Business Days) following receipt thereof, deliver to the Lender Administrative Agent possession of all originals of Pledged Interests, Pledged Shares, Pledged Notes and any other Pledged Property, negotiable Documents, Instruments, promissory notes Promissory Notes and Chattel Paper that it acquires following the date hereof Effective Date and shall deliver to the Lender Administrative Agent a supplement to Schedule I identifying any such new Pledged Interests, Pledged Shares, Pledged Notes or other Pledged Property.
Appears in 2 contracts
Samples: Credit Agreement (Flotek Industries Inc/Cn/), Pledge and Security Agreement (Flotek Industries Inc/Cn/)
Continuous Pledge. Each Grantor will (subject to the terms of the NoteFirst Lien Credit Agreement) deliver to the Lender, Administrative Agent and at all times keep pledged to the Lender Administrative Agent pursuant hereto, on a secondfirst-priority, perfected basis all Pledged Property, Investment Property, all dividends and Distributions with respect thereto, all payment intangibles Payment Intangibles to the extent they are evidenced by a Document, Instrument, promissory note Promissory Note or Chattel Paper, and, from and after an Event of Default while it is continuing, all interest and principal with respect to such payment intangiblesPayment Intangibles, and all Proceeds and rights from time to time received by or distributable to such Grantor in respect of any of the foregoing Collateral. Each Grantor agrees that it will, promptly (but in any event no later than seven Business Days) following receipt thereof, deliver to the Lender Administrative Agent possession of all originals of Pledged Interests, Pledged Shares, Pledged Notes and any other Pledged Property, negotiable Documents, Instruments, promissory notes Promissory Notes and Chattel Paper that it acquires following the date hereof Effective Date and shall deliver to the Lender Administrative Agent a supplement to Schedule I identifying any such new Pledged Interests, Pledged Shares, Pledged Notes or other Pledged Property.
Appears in 2 contracts
Samples: First Lien Pledge and Security Agreement, First Lien Pledge and Security Agreement (Energy XXI Gulf Coast, Inc.)
Continuous Pledge. Each Grantor will (subject to the terms of the NoteCredit Agreement and this Security Agreement) deliver to the Lender, and at all times keep pledged to the Lender Administrative Agent pursuant hereto, on a secondfirst-priority, priority (subject to Permitted Liens) and perfected basis all (i) Pledged Property, (ii) Investment Property, (iii) all dividends Dividends and Distributions with respect thereto, (iv) all payment intangibles Payment Intangibles to the extent they are evidenced by a Document, Instrument, promissory note or Chattel PaperPaper with a value in excess of $250,000, and (v) all interest and principal with respect to such payment intangiblesPayment Intangibles, and all Proceeds and rights from time to time received by or distributable to such Grantor in respect of any of the foregoing Collateral. Each Grantor agrees that it will, promptly (but in any event no later than seven ten (10) Business Days) following receipt thereof, deliver to the Lender Administrative Agent possession of all originals of all (i) Pledged Notes, (ii) certificates representing Pledged Interests, Pledged Shares, Pledged Notes and any other Pledged PropertyProperty (including, negotiable without limitation, the Certificated Securities), and (iii) Documents, Instruments, promissory notes and Chattel Paper with a value in excess of $250,000, in each case, that it acquires following the date hereof Closing Date and shall deliver to the Lender Administrative Agent a supplement to Schedule I identifying any such new Pledged Interests, Pledged Shares, Pledged Notes or other Pledged Property.
Appears in 2 contracts
Samples: Credit Agreement (Aly Energy Services, Inc.), Credit Agreement (Aly Energy Services, Inc.)
Continuous Pledge. Each Grantor will (subject to the terms of the NoteCredit Agreement) deliver to the Lender, Administrative Agent and at all times keep pledged to the Lender Administrative Agent pursuant hereto, on a secondfirst-priority, perfected basis all Pledged Property, Investment Property, all dividends Dividends and Distributions with respect thereto, all payment intangibles Payment Intangibles to the extent they are evidenced by a Document, Instrument, promissory note Promissory Note or Chattel Paper, and all interest and principal with respect to such payment intangiblesPayment Intangibles, and all Proceeds and rights from time to time received by or distributable to such Grantor in respect of any of the foregoing Collateral. Each Grantor agrees that it will, promptly (but in any event no later than seven ten (10) Business Days) following receipt thereof, deliver to the Lender Administrative Agent possession of all originals of Pledged Interests, Pledged Shares, Pledged Notes and any other Pledged Property, negotiable Documents, Instruments, promissory notes Promissory Notes and Chattel Paper that it acquires following the date hereof of this Security Agreement and shall deliver to the Lender Administrative Agent a supplement to Schedule I identifying any such new Pledged Interests, Pledged Shares, Pledged Notes or other Pledged Property.
Appears in 1 contract
Samples: Pledge and Security Agreement (Flotek Industries Inc/Cn/)
Continuous Pledge. Each Grantor will (subject to the terms of the NoteCredit Agreement and this Security Agreement) deliver to the Lender, Administrative Agent and at all times keep pledged to the Lender Administrative Agent pursuant hereto, on a secondfirst-prioritypriority (subject to Permitted Liens), perfected basis all Pledged Property, Investment Property, all dividends and Distributions with respect thereto, all payment intangibles Payment Intangibles to the extent they are evidenced by a Document, Instrument, promissory note or Chattel Paper, and all interest and principal with respect to such payment intangiblesPayment Intangibles, and all Proceeds and rights from time to time received by or distributable to such Grantor in respect of any of the foregoing Collateral (other than, as to perfection, Excluded Perfection Collateral). Each Grantor agrees that it will, promptly (but in any event no later than seven Business Daysthirty (30) days or such longer period as the Administrative Agent may agree to) following receipt thereof, deliver to the Lender Administrative Agent possession of all originals of (i) Pledged Interests, Interests and Pledged Shares, Shares and (ii) Pledged Notes and any other Pledged Property, negotiable Documents, Instruments, promissory notes and Chattel Paper evidencing amounts payable in excess of $100,000 individually and $1,000,000 collectively (duly endorsed, in blank, if requested by the Administrative Agent), that it acquires following the date hereof Closing Date and shall deliver to the Lender Administrative Agent a supplement to Schedule I identifying any such new Pledged Interests, Pledged Shares, Pledged Notes or other Pledged Property.
Appears in 1 contract
Continuous Pledge. Each Grantor will (subject to the terms of the NoteCredit Agreement) deliver to the Lender, Administrative Agent and at all times keep pledged to the Lender Administrative Agent pursuant hereto, on a secondfirst-priority, perfected basis all Pledged Property, Investment Property, all dividends Dividends and Distributions with respect thereto, all payment intangibles Payment Intangibles to the extent they are evidenced by a Document, Instrument, promissory note or Chattel Paper, and all interest and principal with respect to such payment intangiblesPayment Intangibles, and all Proceeds and rights from time to time received by or distributable to such Grantor in respect of any of the foregoing Collateral, in each case, to the extent the value of such Document, Instrument, promissory note (other than Pledged Notes) or Chattel Paper is in excess of $200,000. Each Grantor agrees that it will, promptly (but in any event no later than seven ten (10) Business Days) following receipt thereof, deliver to the Lender Administrative Agent possession of all originals of Pledged Interests, Pledged Shares, Pledged Notes and any other Pledged Property, negotiable Documents, Instruments, promissory notes and Chattel Paper that it acquires following the date hereof Effective Date, in each case, to the extent the value any such negotiable Document, Instrument, promissory note (other than Pledged Note) or Chattel Paper exceeds $200,000 and shall deliver to the Lender Administrative Agent a supplement to Schedule I identifying any such new Pledged Interests, Pledged Shares, Pledged Notes or other Pledged Property., which supplement shall automatically amend such Schedule I.
Appears in 1 contract
Samples: Credit Agreement (Heckmann Corp)
Continuous Pledge. Each Grantor will (subject to the terms of the NoteIndenture) deliver to the Lender, Collateral Trustee and at all times keep pledged to the Lender Collateral Trustee pursuant hereto, on a second-second priority, perfected basis all Pledged Property, Investment Property, all dividends and Distributions with respect thereto, all payment intangibles to the extent they are evidenced by a Document, Instrument, promissory note or Chattel Paper, and all interest and principal with respect to such payment intangibles, and all Proceeds and rights from time to time received by or distributable to such Grantor in respect of any of the foregoing Collateral. Each Grantor agrees that it will, promptly (but in any event no later than seven Business Days) following receipt thereof, deliver to the Lender Collateral Trustee possession of all originals of Pledged Interests, Pledged Shares, Pledged Notes and any other Pledged Property, negotiable Documents, Instruments, promissory notes and Chattel Paper that it acquires following the date hereof and shall deliver to the Lender Collateral Trustee a supplement to Schedule I identifying any such new Pledged Interests, Pledged Shares, Pledged Notes or other Pledged Property.
Appears in 1 contract
Samples: Security Agreement (Energy XXI LTD)