Common use of Delivery of the Pledged Collateral Clause in Contracts

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any other Grantor), each Grantor shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided that Promissory Notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. Thereafter, whenever such Grantor acquires any other Pledged Security (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated), such Grantor shall promptly deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral; provided that Promissory Notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02.

Appears in 4 contracts

Samples: Security Agreement, Security Agreement (Chinos Holdings, Inc.), Security Agreement (J Crew Group Inc)

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Delivery of the Pledged Collateral. (a) On Subject to the Closing Date (in terms of the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any other Grantor)Intercreditor Agreements, each Grantor shall Pledgor agrees promptly to deliver or cause to be delivered to the Collateral Agent, for the ratable benefit of the applicable Indenture Secured Parties, any and all Pledged Securities to the extent such Pledged Securities are either (i) Equity Interests or (ii) promissory notes or other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided that Promissory Notes and Instruments instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. ThereafterSubject to the terms of the Intercreditor Agreements, whenever such Grantor acquires if any other Pledged Security (other than any Uncertificated SecuritiesStock that is uncertificated on the date hereof shall hereafter become certificated, but only for so long as such Securities remain uncertificated), such Grantor the applicable Pledgor shall promptly deliver cause the certificate or cause certificates representing Pledged Stock to be delivered to the Collateral Agent such Agent, for the ratable benefit of the Indenture Secured Parties, together with the accompanying note powers or other documentation required by Section 2.02(c). None of the Pledgors shall permit any other party to “control” (for purposes of Section 8-106 of the New York UCC (or any analogous provision of the Uniform Commercial Code in effect in the jurisdiction whose law applies)) any uncertificated securities that constitute Pledged Security Collateral other than the Collateral Agent, as Collateral; provided that Promissory Notes agent for the Indenture Secured Parties, and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02Applicable Collateral Agent.

Appears in 4 contracts

Samples: Collateral Agreement, Intercreditor Agreement (Claires Stores Inc), Collateral Agreement (Claires Stores Inc)

Delivery of the Pledged Collateral. (a) On the Closing Effective Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Effective Date (each, including, for the avoidance of doubt, the Company, a “Closing Effective Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any other Grantor), each Grantor shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided that Promissory Notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. Thereafter, whenever such Grantor acquires any other Pledged Security (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated), such Grantor shall promptly deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral; provided that Promissory Notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02.

Appears in 4 contracts

Samples: Security Agreement (Chinos Holdings, Inc.), Credit Agreement (Chinos Holdings, Inc.), Security Agreement (J Crew Group Inc)

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any other Grantor), each Grantor shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided that Promissory Notes promissory notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. Thereafter, whenever such Grantor acquires any other Pledged Security (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated), such Grantor shall promptly deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral; provided that Promissory Notes promissory notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02.

Appears in 4 contracts

Samples: Security Agreement (BJ's Wholesale Club Holdings, Inc.), Security Agreement (BJ's Wholesale Club Holdings, Inc.), Lease Agreement (BJ's Wholesale Club Holdings, Inc.)

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, each a “Closing Date Grantor”)) or on the date on which it signs and delivers its first Pledge and Security Agreement Supplement (in the case of any other Grantor), each Grantor shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than (x) any Uncertificated Securities, but only for so long as such Uncertificated Securities remain uncertificated); provided , and (y) certificates or instruments representing or evidencing Equity Interests in any Subsidiary that is not a Material Subsidiary) to the extent such Pledged Securities, in the case of Promissory Notes and other Instruments evidencing Indebtedness shall only be so Indebtedness, are required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. Thereafter, whenever such Grantor acquires any other Pledged Security (other than (x) any Uncertificated Securities, but only for so long as such Uncertificated Securities remain uncertificateduncertificated and (y) certificates or instruments representing or evidencing Equity Interests in any Subsidiary that is not a Material Subsidiary), such Grantor shall promptly promptly, and in any event within 60 days (or such longer period as the Collateral Agent may agree to in writing), deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral; provided that Collateral hereunder to the extent such Pledged Securities, in the case of Promissory Notes and other Instruments evidencing Indebtedness shall only be so Indebtedness, are required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02.

Appears in 3 contracts

Samples: Term Pledge and Security Agreement, Abl Pledge and Security Agreement (Entegris Inc), Term Pledge and Security Agreement (Entegris Inc)

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any other Grantor), each Grantor shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided that , subject, in the case of Promissory Notes and Instruments evidencing Indebtedness shall only be so Indebtedness, to the extent such Pledged Securities are required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.022.02(b). Thereafter, whenever such Grantor acquires any other Pledged Security (other than any Uncertificated Securities, but only for so long as such Uncertificated Securities remain uncertificated), such Grantor shall promptly deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral; provided that Collateral hereunder, subject, in the case of Promissory Notes and Instruments evidencing Indebtedness shall only be so Indebtedness, to the extent such Pledged Securities are required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.022.02(b).

Appears in 2 contracts

Samples: Credit Agreement (Surgery Partners, Inc.), Credit Agreement (Surgery Partners, Inc.)

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)Date) or on the date on which it signs and delivers its first a Pledge and Security Agreement Supplement (in the case of any other Grantor), each Grantor shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than (i) any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided , and (ii) certificates or instruments representing Equity Interests in any Subsidiary that is not a Material Subsidiary) to the extent such Pledged Securities, in the case of Promissory Notes and other Instruments evidencing Indebtedness shall only be so Indebtedness, are required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.022.02(b). Thereafter, whenever such Grantor acquires any other Pledged Security (other than (A) any Uncertificated Securities, but only for so long as such Uncertificated Securities remain uncertificated, and (B) certificates or instruments representing Equity Interests in any Subsidiary that is not a Material Subsidiary), such Grantor shall promptly promptly, and in any event within 30 days (or such longer period as the Collateral Agent may agree to in writing), deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral; provided that Collateral hereunder to the extent such Pledged Securities, in the case of Promissory Notes and Instruments evidencing Indebtedness shall only be so Indebtedness, are required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.022.02(b).

Appears in 2 contracts

Samples: Pledge and Security Agreement (Fusion Connect, Inc.), Pledge and Security Agreement (Fusion Connect, Inc.)

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Grantor that grants a Lien on any of its assets hereunder is listed on the Closing Date signature pages hereto (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)) or on the date on which it such Grantor signs and delivers its first Security Agreement Supplement (in the case of any Grantor other than a Closing Date Grantor), each Grantor shall deliver or cause to be delivered to the Collateral Administrative Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided that Promissory Notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. Thereafter, whenever such Grantor acquires any other Pledged Security (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated), such Grantor shall promptly (and in any event within thirty (30) days after receipt by such Grantor (or such longer period as the Administrative Agent may agree in its reasonable discretion)) deliver or cause to be delivered to the Collateral Administrative Agent such Pledged Security as Collateral; provided that Promissory Notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02.

Appears in 2 contracts

Samples: Security Agreement (Par Pharmacuetical, Inc.), Security Agreement (Par Pharmacuetical, Inc.)

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Grantor Loan Party that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)) or on the date on which it signs and delivers its first Security a joinder to the Agreement Supplement (in as a Guarantor and such other security agreements and documents required under Section 10.1.11(a)(i)(A) of the case of any other Grantor)Agreement, each Grantor Loan Party shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured PartiesParties (or Term Agent so long as the Term Debt Intercreditor Agreement is in effect), any and all Pledged Securities (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided that ) to the extent such Pledged Securities, in the case of Promissory Notes and Instruments evidencing Indebtedness shall only be so Debt, are required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.021.1.1. Thereafter, whenever such Grantor Loan Party acquires any other Pledged Security (other than any Uncertificated Securities, but only for so long as such Uncertificated Securities remain uncertificated), such Grantor Loan Party shall promptly concurrently with the first Compliance Certificate required to be delivered thereafter pursuant to Section 10.1.2 of the Agreement deliver or cause to be delivered to Agent (or Term Agent so long as the Collateral Agent Term Debt Intercreditor Agreement is in effect) such Pledged Security as Collateral; provided that Collateral hereunder to the extent such Pledged Securities, in the case of Promissory Notes and Instruments evidencing Indebtedness shall only be so Debt, are required to be delivered to the extent required pursuant to paragraph (bSection 1.1.1(b) of this Section 2.02hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (YRC Worldwide Inc.)

Delivery of the Pledged Collateral. (a) On Subject to Section 2.02(d), on the Closing Effective Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Effective Date (each, including, for the avoidance of doubt, after the completion of the Merger, the Company, a an Closing Effective Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any other Grantor), each Grantor shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided that Promissory Notes promissory notes and Instruments instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. Thereafter, whenever such Grantor acquires any other Pledged Security (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated)Security, such Grantor shall promptly deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral; provided that Promissory Notes that, if Section 8.11(a) of the Credit Agreement is applicable to such Grantor, such Grantor shall deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral to the extent and Instruments within the time frames required under Section 8.11 of the Credit Agreement; provided further that, notwithstanding the foregoing, promissory notes and instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02.

Appears in 1 contract

Samples: Security Agreement (99 Cents Only Stores)

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any Grantor other than a Closing Date Grantor)) or at such later date as the Collateral Agent may agree, each Grantor shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities then owned by such Grantor (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated, and other than any Security Entitlements); provided that Promissory Notes promissory notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required provided pursuant to paragraph (bb)(ii) of this Section 2.02. Thereafter, whenever such Grantor acquires any other Pledged Security (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated, and other than any Security Entitlements), such Grantor shall promptly (within ninety days after receipt by such Grantor (or such longer period as the Collateral Agent may agree in its reasonable discretion)) deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral; provided that Promissory Notes promissory notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (bb)(ii) of this Section 2.02.

Appears in 1 contract

Samples: First Lien Security Agreement (Petco Health & Wellness Company, Inc.)

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, each of Holdings, the CompanyBorrower, and each other Grantor party hereto on the Closing Date a “Closing Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any other Grantor), each Grantor shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities then owned by such Guarantor (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided that Promissory Notes promissory notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. Thereafter, whenever such Grantor acquires any other Pledged Security (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated), such Grantor shall promptly (and in any event within forty-five (45) days after receipt by such Grantor (or such longer period as the Administrative Agent may agree in its reasonable discretion)) deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral; provided that Promissory Notes promissory notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02.

Appears in 1 contract

Samples: First Lien Security Agreement (Advantage Solutions Inc.)

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Each Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any other Grantor), each Grantor shall agrees to deliver or cause to be delivered as promptly as practicable (and in any event, within 45 days after (x) the Closing Date in the case of Pledged Securities owned by such Grantor on the Closing Date or (y) the date of acquisition thereof in each other case, or, in each case such longer period as to which the Administrative Agent may agree in its reasonable discretion) to the Collateral Administrative Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than any Uncertificated Securitiesuncertificated securities, but only for so long as such Securities securities remain uncertificated); provided that Promissory Notes and Instruments ) to the extent such Pledged Securities, in the case of promissory notes or other instruments evidencing Indebtedness shall only be so indebtedness, are required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. Thereafter, whenever such Grantor acquires any other provided that all Pledged Security (other than any Uncertificated Securities, but only for so long Securities representing or evidencing the Equity Interests of a Guarantor under the Credit Agreement as such Securities remain uncertificated), such Grantor of the Closing Date shall promptly deliver or cause to be delivered to the Collateral Administrative Agent such Pledged Security as Collateralon the Closing Date; provided that Promissory Notes and Instruments evidencing Indebtedness further that, notwithstanding anything to the contrary herein, the Grantors shall only not be so required to be delivered to deliver Pledged Securities representing Pledged Equity other than Pledged Securities representing or evidencing the extent required pursuant to paragraph (b) Equity Interests of this Section 2.02each wholly owned Material Foreign Subsidiary of a Grantor.

Appears in 1 contract

Samples: Pledge and Security Agreement (Axcan Intermediate Holdings Inc.)

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Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any other Grantor), each Grantor shall deliver or cause to be delivered to the Collateral Administrative Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided that Promissory Notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. Thereafter, whenever such Grantor acquires any other Pledged Security (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated), such Grantor shall promptly (and in any event within thirty (30) days after receipt by Grantor (or such longer period as the Administrative Agent may agree in its reasonable discretion)) deliver or cause to be delivered to the Collateral Administrative Agent such Pledged Security as Collateral; provided that Promissory Notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02.

Appears in 1 contract

Samples: Security Agreement (BioArray Solutions LTD)

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any other Grantor)Issue Date, each Grantor shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than any Uncertificated uncertificated Pledged Securities, but only for so long as such Pledged Securities remain uncertificated); provided that Promissory Notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. Thereafter, whenever such Grantor acquires any other Pledged Security (other than any Uncertificated uncertificated Pledged Securities, but only for so long as such Pledged Securities remain uncertificated), such Grantor shall promptly deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral; provided that Promissory Notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02.

Appears in 1 contract

Samples: Credit Agreement (J Crew Group Inc)

Delivery of the Pledged Collateral. (a) On the Closing Effective Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Effective Date (each, including, for the avoidance of doubt, the CompanyBorrower, a “Closing Effective Date Grantor”)) or on the date on which it signs and delivers its first General Security Agreement Supplement (in the case of any other Grantor), each Grantor shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided that Promissory Notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. Thereafter, whenever such Grantor acquires any other Pledged Security (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated), such Grantor shall promptly deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral; provided that Promissory Notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02.

Appears in 1 contract

Samples: General Security Agreement (Avon Products Inc)

Delivery of the Pledged Collateral. (a) On the Closing Restatement Effective Date (in the 4824-0659-7789v13 case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Restatement Effective Date (each, including, for the avoidance of doubt, the Company, each a “Closing Restatement Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any other Grantor), each Grantor shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided that ) to the extent such Pledged Securities, in the case of Promissory Notes and Instruments evidencing Indebtedness shall only be so Indebtedness, are required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. Thereafter, whenever such Grantor acquires any other Pledged Security (other than any Uncertificated Securities, but only for so long as such Uncertificated Securities remain uncertificated), such Grantor shall promptly concurrently with the first Compliance Certificate required to be delivered thereafter pursuant to Section 6.02(a) of the Credit Agreement deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral; provided that Collateral hereunder to the extent such Pledged Securities, in the case of Promissory Notes and Instruments evidencing Indebtedness shall only be so Indebtedness, are required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02.

Appears in 1 contract

Samples: Credit Agreement (YRC Worldwide Inc.)

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any Grantor other than a Closing Date Grantor)) or at such later date as the Applicable Collateral Agent may agree, each Grantor shall deliver or cause to be delivered to the Applicable Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities then owned by such Grantor (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated, and other than any Security Entitlements); provided that Promissory Notes promissory notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required provided pursuant to paragraph (bb)(ii) of this Section 2.02. Thereafter, whenever such Grantor acquires any other Pledged Security (other than any Uncertificated Securities, but only for so long as such Securities remain uncertificated, and other than any Security Entitlements), such Grantor shall promptly (within ninety days after receipt by such Grantor (or such longer period as the Applicable Collateral Agent may agree in its reasonable discretion)) deliver or cause to be delivered to the Applicable Collateral Agent such Pledged Security as Collateral; provided that Promissory Notes promissory notes and Instruments evidencing Indebtedness shall only be so required to be delivered to the extent required pursuant to paragraph (bb)(ii) of this Section 2.02.

Appears in 1 contract

Samples: Abl Security Agreement (Petco Health & Wellness Company, Inc.)

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)Date) or on the date on which it signs and delivers its first a Pledge and Security Agreement Supplement (in the case of any other Grantor), each Grantor shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the applicable Secured Parties, any and all Pledged Securities (other than (i) any Uncertificated Securities, but only for so long as such Securities remain uncertificated); provided , and (ii) certificates or instruments representing Equity Interests in any Subsidiary that is not a Material Subsidiary) to the extent such Pledged Securities, in the case of Promissory Notes and other Instruments evidencing Indebtedness shall only be so Indebtedness, are required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.022.02(b). Thereafter, whenever such Grantor acquires any other Pledged Security (other than (A) any Uncertificated Securities, but only for so long as such Uncertificated Securities remain uncertificated, and (B) certificates or instruments representing Equity Interests in any Subsidiary that is not a Material Subsidiary), such Grantor shall promptly promptly, and in any event within 30 days (or such longer period as the Collateral Agent may agree to in writing), deliver or cause to be delivered to the Collateral Agent such Pledged Security as Collateral; provided that Collateral hereunder to the extent such Pledged Securities, in the case of Promissory Notes and Instruments evidencing Indebtedness shall only be so Indebtedness, are required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.022.02(b).

Appears in 1 contract

Samples: Pledge and Security Agreement (Fusion Connect, Inc.)

Delivery of the Pledged Collateral. (a) On the Closing Date (in the case of any Each Grantor that grants a Lien on any of its assets hereunder on the Closing Date (each, including, for the avoidance of doubt, the Company, a “Closing Date Grantor”)) or on the date on which it signs and delivers its first Security Agreement Supplement (in the case of any other Grantor), each Grantor shall agrees to deliver or cause to be delivered to the Collateral Agent, for Administrative Agent (i) on the benefit of Effective Date (or such later date as the applicable Secured PartiesAdministrative Agent agrees in its reasonable discretion), any and all Pledged Securities (other than any Uncertificated Securitiesuncertificated securities, but only for so long as such Securities securities remain uncertificated)) owned by such Grantor on the Effective Date; provided that Promissory Notes (x) Pledged Securities described in Section 5.13 of the Credit Agreement shall be delivered at the time specified therein and Instruments evidencing Indebtedness (y) promissory notes and any other instruments constituting Pledged Collateral shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02. Thereafter2.02 and (ii) as promptly as practicable (and in any event within 30 days (or such later date as the Administrative Agent agrees in its reasonable discretion)) after the acquisition thereof, whenever such Grantor acquires any other and all Pledged Security Securities (other than any Uncertificated Securitiesuncertificated securities, but only for so long as such Securities securities remain uncertificated), ) acquired by such Grantor shall promptly deliver or cause to be delivered to after the Collateral Agent such Pledged Security as CollateralEffective Date; provided that Promissory Notes promissory notes and Instruments evidencing Indebtedness any other instruments constituting Pledged Collateral shall only be so required to be delivered to the extent required pursuant to paragraph (b) of this Section 2.02.

Appears in 1 contract

Samples: Collateral Agreement (Unity Software Inc.)

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