Delivery of Certain Items. Deliver to Secured Party promptly (a) after an Event of Default, all Proceeds; (b) such specific acknowledgments, assignments or other agreements as Secured Party may reasonably request relating to the Collateral; and (c) copies of such Records and other reports in such form and detail and at such times as Secured Party may reasonably require relating to the Collateral.
Delivery of Certain Items. Deliver to the Agent any stock certificate or instrument evidencing or constituting Collateral, including subsequent shares of Subsidiary Stock (including stock dividends) issued to the Borrower.
Delivery of Certain Items. Except as otherwise permitted by the Credit Agreement, hold in trust for Agent and deliver forthwith (and without any necessity for any request or demand by Agent) to Agent, in the exact form received, with the endorsement of Pledgor when necessary and/or appropriate instruments of transfer, assignment or endorsement as applicable, duly executed in blank, any additional stock certificates, cash, checks, draft, remittances, documents, promissory notes, instruments, debt securities or other proceeds evidencing or constituting Pledged Collateral, whether as an addition to, in substitution for, or in exchange for any of the Pledged Collateral, or otherwise. In case any property shall be distributed upon or with respect to any Pledged Collateral pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, except as otherwise permitted by the Credit Agreement, the property so distributed shall be delivered to Agent to be held by it as additional collateral security for the Secured Obligations. Except as otherwise permitted by the Credit Agreement, all sums of money and property so paid or distributed in respect of any Pledged Collateral which are received by Pledgor shall, until paid or delivered to Agent in accordance with the terms hereof, be held by Pledgor in trust as additional collateral security for the Secured Obligations.
Delivery of Certain Items. Immediately after the Closing (and subject to Section 2.1), Seller shall deliver to the offices of Purchaser’s property manager (or the Property or such other place as directed by Purchaser that is reasonably convenient for Seller), to the extent in Seller’s (or its Asset Manager’s or Property Manager’s) possession, the following: the originals of any Leases and assigned Service Contracts; keys as well as any security codes for the Property; and any “as-built” plans and specifications and other available plans and specifications relating to the Property.
Delivery of Certain Items. Deliver to Lender promptly (a) upon Lender's request, duplicate invoices with respect to each Account bearing such language of assignment as Lender shall reasonably specify; (b) the originals of all commercial and standby letters of credit, instruments, documents and chattel paper constituting Collateral, endorsed and assigned as Lender shall reasonably specify; (c) after an Event of Default, all Proceeds; (d) upon Lender's request, returned property resulting from, or payment equal to any allowance or credit on, Rights to Payment; (e) such specific acknowledgments, assignments or other agreements as Lender may reasonably request relating to 32 the Collateral; and (f) such Records and other reports in such form and detail and at such times as Lender may reasonably require relating to the Collateral, including without limitation reports of acquisition, and disposition, agings, and collection of any Collateral. If any of the Rights to Payment become evidenced by an instrument, Debtor will notify Lender thereof and, upon request by Lender promptly deliver such instrument to Lender appropriately endorsed to the order of Lender as further security for the satisfaction in full of the Indebtedness.
Delivery of Certain Items. Upon request by the Buyer, and in any event prior to the date that is three (3) business days from the Closing Date, the Sellers shall deliver a schedule, certified by the Principal Shareholders, setting forth the ownership percentages of each Seller in the Company as of the Closing Date (with respect to any Seller, such Seller's "Pro Rata Percentage") together with an agreement among each Seller that the Consideration will be allocated in accordance therewith. The Company shall cause each Additional Shareholder to execute and deliver to the Company a joinder in the form attached hereto as Exhibit A (each a "Joinder" and, collectively, the "Joinders") prior to the Closing.
Delivery of Certain Items. Section 5 of the Credit Agreement is amended to add the following new Section 5.16:
Delivery of Certain Items. As soon as practical after a written request by the Administrative Agent (and in any event within 60 days of such request), the Borrower shall provide the Supplemental Reports to the Administrative Agent.”
Delivery of Certain Items. Deliver to Bank promptly (a) upon Bank's request, duplicate invoices with respect to each Account bearing such language of assignment as Bank shall specify; (b) the originals of all commercial and standby letters of credit, instruments, documents and chattel paper constituting Collateral, endorsed and assigned as Bank shall specify; (c) after an Event of Default, all Proceeds; (d) upon Bank's request, returned property resulting from, or payment equal to such allowance or credit on, Rights to Payment; (e) such specific acknowledgments, assignments or other agreements as Bank may request relating to the Collateral; and (f) such Records and other reports in such form and detail and at such times as Bank may require relating to the Collateral, including without limitation reports of acquisition, and disposition, agings, and collection of any Collateral. If any of the Rights to Payment become evidenced by an instrument, Debtor will notify Bank thereof and, upon request by Bank promptly deliver such instrument to Bank appropriately endorsed to the order of Bank as further security for the satisfaction in full of the Indebtedness.
Delivery of Certain Items. The Sellers shall have delivered to Purchaser the following items:
(1) An Assignment and Assumption Agreement in form acceptable to Purchaser and Sellers;
(2) Delivery of all promissory notes, if any, constituting the Accruing Assets endorsed to the order of Purchaser without recourse;
(3) UCC-3 Financing Statements assigning Sellers' UCC-1 Financing Statements in the receivables comprising the Accruing Assets to Purchaser;
(4) originals of each of the contracts and loan documents underlying the Accruing Assets which shall be delivered to Purchaser's representative in the State of North Carolina.
(5) A Xxxx of Sale and Assignment conveying Sellers' interests in the Fixed Assets and Intangible Assets in form acceptable to Purchaser and Sellers, a separate federal assignment regarding the matters set forth in Schedule "B", and a separate assignment of Sellers' lock-box account at First Union National Bank in Charlotte, North Carolina.
(6) The mutual estoppel statement described in Section 3(b).
(7) An opinion from Sellers' counsel opining as to the following matters:
(a) authorization of the Sellers to execute this Agreement and to complete the transactions contemplated thereunder (the "Transaction");
(b) validity and enforceability of this Agreement and all other documents to be executed by Sellers in connection with the Transaction;
(c) good standing and qualification of Sellers in the states of Florida and South Carolina;
(d) reasoned usury opinion regarding the choice of law provisions set forth in the underlying documents and contracts comprising the Accruing Assets.
