Common use of Contract Collateral Clause in Contracts

Contract Collateral. Notwithstanding any provision of this Agreement, but subject to and without limiting Section 2.11, each of the parties hereto acknowledges and agrees that (i) any reference to assignment of any right, title or interest in and to any agreement, contract, contract right, chattel paper, instrument, letter of credit, document, lease, Governmental Approval or other similar right (collectively "Contract Collateral"), such assignment shall constitute only a grant of a collateral security interest and not an absolute assignment of rights under any Contract Collateral, and (ii) except as otherwise provided in the DE UCC, to the extent any grant of a collateral security interest in and to any Contract Collateral would result in the breach of the instrument, contract, agreement or other document evidencing or creating such Contract Collateral, such security interest shall be deemed to be made subject to obtaining any required consent and approval under such instrument, contract, agreement or other document for such grant of a security interest.

Appears in 2 contracts

Samples: Credit Agreement (Orion Power Holdings Inc), Credit Agreement (Orion Power Holdings Inc)

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Contract Collateral. Notwithstanding any provision of this Agreement, but subject to and without limiting Section 2.112.09, each of the parties hereto acknowledges and agrees that (i) any reference to assignment of any right, title or interest in and to any agreement, contract, contract right, chattel paper, instrument, letter of credit, document, lease, Governmental Approval or other similar right (collectively "Contract Collateral"), such assignment shall constitute only a grant of a collateral security interest and not an absolute assignment of rights under any Contract Collateral, and (ii) except as otherwise provided in the DE UCC, to the extent any grant of a collateral security interest in and to any Contract Collateral would result in the breach of the instrument, contract, agreement or other document evidencing or creating such Contract Collateral, such security interest shall be deemed to be made subject to obtaining any required consent and approval under such instrument, contract, agreement or other document for such grant of a security interest.

Appears in 1 contract

Samples: Credit Agreement (Orion Power Holdings Inc)

Contract Collateral. Notwithstanding any provision of this Agreement, but subject to and without limiting Section 2.111.14, each of the parties hereto acknowledges and agrees that (i) any reference to assignment of any right, title or interest in and to any agreement, contract, contract right, chattel paper, instrument, letter of credit, document, lease, Governmental Approval or other similar right (collectively "Contract Collateral"), such assignment shall constitute only a grant of a collateral security interest and not an absolute assignment of rights under any Contract Collateral, and (ii) except as otherwise provided in the DE UCC, UCC to the extent any grant of a collateral security interest in and to any Contract Collateral would result in the breach of the instrument, contract, agreement or other document evidencing or creating such Contract Collateral, such security interest shall be deemed to be made subject to obtaining any required consent and approval under such instrument, contract, agreement or other document for such grant of a security interest.

Appears in 1 contract

Samples: Credit Agreement (Orion Power Holdings Inc)

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Contract Collateral. Notwithstanding any provision of this Agreement, but subject to and without limiting Section 2.111.14, each of the parties hereto acknowledges and agrees that (i) any reference to assignment of any right, title or interest in and to any agreement, contract, contract right, chattel paper, instrument, letter of credit, document, lease, Governmental Approval or other similar right (collectively "Contract Collateral"), such assignment shall constitute only a grant of a collateral security interest and not an absolute assignment of rights under any Contract Collateral, and (ii) except as otherwise provided in the DE UCC, to the extent any grant of a collateral security interest in and to any Contract Collateral would result in the breach of the instrument, contract, agreement or other document evidencing or creating such Contract Collateral, such security interest shall be deemed to be made subject to obtaining any required consent and approval under such instrument, contract, agreement or other document for such grant of a security interest.

Appears in 1 contract

Samples: Credit Agreement (Orion Power Holdings Inc)

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