Control Collateral Sample Clauses
The Control Collateral clause establishes the rights and responsibilities of parties regarding collateral that is under the control of one party, typically a secured party or lender. In practice, this clause outlines how the controlling party may manage, use, or dispose of the collateral, and may specify the conditions under which control is maintained or transferred, such as upon default or repayment. Its core function is to ensure that the party with control over the collateral can effectively secure its interest and enforce its rights, thereby reducing the risk of loss or unauthorized use of the collateral.
Control Collateral. Each Debtor agrees that it will take any and all reasonable steps that the Secured Party Representative requests in order for Secured Party Representative to obtain control of any Collateral in accordance with Sections 9-104, 9-105, 9-106, and 9-107 of the Uniform Commercial Code with respect to any of such Debtor’s securities accounts and deposit accounts, electronic chattel paper, investment property, and letter-of-credit rights. No arrangement contemplated hereby or by any control agreement in respect of any deposit accounts or securities accounts or other investment property shall be modified by such Debtor without the prior written consent of the Secured Party Representative. Upon the occurrence and during the continuance of an Event of Default, the Secured Party Representative may notify any bank or securities intermediary to liquidate the applicable deposit account or securities account or any related investment property maintained or held thereby up to the amount of the Obligations and remit the proceeds thereof to the Secured Parties to be applied as payment of Obligations payable under this Security Agreement.
Control Collateral. Each Debtor agrees that it will take any and all reasonable steps that the Secured Party requests in order for Secured Party to obtain control of any Collateral in accordance with Sections 9-104, 9-105, 9-106, and 9-107 of the Uniform Commercial Code with respect to any of such Debtor’s securities accounts and deposit accounts, electronic chattel paper, investment property, and letter-of-credit rights. No arrangement contemplated hereby or by any control agreement in respect of any deposit accounts or securities accounts or other investment property shall be modified by such Debtor without the prior written consent of the Secured Party. Upon the occurrence and during the continuance of an Event of Default, the Secured Party may notify any bank or securities intermediary to liquidate the applicable deposit account or securities account or any related investment property maintained or held thereby up to the amount of the Obligations and remit the proceeds thereof to the Secured Party to be applied as payment of Obligations payable under this Security Agreement.
Control Collateral. With respect to any Collateral that is a Deposit Account, a Securities Account or Control Collateral, the Debtors shall take such actions, and shall cause each applicable Third Party (for example, any applicable bank, Securities Intermediary, Commodity Intermediary, issuer of uncertificated securities, or letter of credit issuer) to take such actions as may be necessary or advisable, as determined by the Secured Party, to perfect the Secured Party’s first priority security interest in such Collateral by control and to further confirm and protect the Secured Party’s rights to such Collateral. Without limiting the generality of the preceding sentence, the Debtors shall execute and deliver to the Secured Party, and shall cause each applicable Third Party to execute and deliver to the Secured Party, such control agreements, control consents, and other agreements, documents and instruments, as may be requested by the Secured Party from time to time, each in form and substance satisfactory to the Secured Party, with respect to any Collateral that is Control Collateral. Upon and after the occurrence of a Default under any Transaction Document, the Secured Party shall be entitled to exercise exclusive control over any Control Collateral and shall be entitled to give any Third Party (for example, any applicable bank, securities intermediary, Commodity Intermediary, issuer of uncertificated securities, or letter of credit issuer) written notice of the Secured Party’s exclusive control of any Control Collateral.
Control Collateral. Borrower agrees that it will take any and all reasonable steps that Lender requests in order for Lender to obtain control of any Collateral in accordance with Sections 9-104, 9-105, 9-106, and 9-107 of the Uniform Commercial Code with respect to any of Borrower’s securities accounts and deposit accounts (including without limitation the General Trust Accounts), and investment property constituting Collateral. No arrangement contemplated hereby or by any control agreement in respect of any deposit accounts or securities accounts (including the General Trust Accounts) or other investment property shall be modified by Borrower without the prior written consent of Lender. Upon the occurrence and during the continuance of an Event of Default, Lender may notify any bank or securities intermediary to liquidate the applicable deposit account or securities account (including the General Trust Accounts) or any related investment property maintained or held thereby up to the amount of the Obligations and remit the proceeds thereof to Lender to be applied as payment of the Obligations under this Agreement. Borrower shall deliver to Lender in respect of the General Trust Accounts, within 30 Business Days after the Effective Date, one or more control agreements, in form and substance reasonably satisfactory to Lender, pursuant to which Lender obtains a first priority perfected Lien on the General Trust Accounts. Any fees and expenses incurred by Lender in connection with any control agreement executed in connection with any General Trust Account in effect on the date hereof or established within 180 days after the Effective Date shall not be reimbursable pursuant to Article VIII.
Control Collateral. Senior Creditors and Subordinated Creditor each agree to hold (or cause to be held) all Control Collateral in their respective possession, custody, or control, including “control” within the meaning of 9-104 of the UCC (or in the possession, custody, or control of their respective agents, bailees, or other similar third parties) as non-fiduciary agent or sub-agent for perfection, or gratuitous bailee for the other solely for the purpose of perfecting the security interest granted to each in such Control Collateral subject to the terms and conditions of this Agreement (such bailment and agency (or sub-agency) being intended, among other things, to satisfy the requirements of Section 8-106(d)(3), 8-301(a)(2), 9-313(c), 9-104, 9-105, 9-106, and 9-107 of the UCC). None of the Senior Claimholders or the Subordinated Claimholders, as applicable, shall have any obligation whatsoever to the others to assure that the Control Collateral is genuine or owned by any Obligor or any other Person or to preserve their respective rights or benefits or those of any other Person. The duties or responsibilities of Senior Creditors and Subordinated Creditor under this subsection (e) are and shall be limited solely to holding or maintaining control of the Control Collateral as non-fiduciary agent or sub-agent for perfection, or gratuitous bailee, for the other for purposes of perfecting the Lien held by Senior Creditors or Subordinated Creditor, as applicable. No Senior Creditor is, and no Senior Creditor shall be deemed to be, a fiduciary of any kind for Subordinated Creditor or any other Person. No Subordinated Creditor is, and no Subordinated Creditor shall be deemed to be, a fiduciary of any kind for the Senior Creditors or any other Person. Upon the Discharge of the Senior Obligations, Senior Creditors shall, at the expense of Obligors, deliver the remaining Control Collateral (if any) together with any necessary endorsements or assignments, first, to Subordinated Creditor to the extent Subordinated Obligations remain outstanding as confirmed in writing by Subordinated Creditor, and, to the extent that Subordinated Creditor confirms no Subordinated Obligations are outstanding, second, to Borrowers to the extent no Senior Obligations or Subordinated Obligations remain outstanding (in each case, so as to allow such person to obtain possession or control of such Control Collateral).