Duties; Secured Obligations Sample Clauses

Duties; Secured Obligations. (a) The only duties and obligations which the Collateral Trustee shall have are those set forth in this Agreement and in the other Collateral Trustee Documents, and no implied covenants or obligations shall be read into this Agreement or into any Note Document against the Collateral Trustee. All such duties and obligations are solely ministerial in nature and the Collateral Trustee shall not be deemed to have fiduciary obligations to any party. The permissive right of the Collateral Trustee to do things enumerated in this Agreement or the Collateral Trustee Documents shall not be construed as a duty of the Collateral Trustee. The Collateral Trustee shall not be required to take any action or exercise any rights, remedies, powers or discretions under or in connection with this Agreement or the other Collateral Trustee Documents beyond those which the Required Holders shall specifically instruct the Collateral Trustee in writing to take or exercise and then only to the extent stated in Essendant Co. and Essendant Inc. Collateral Trust Agreement the Required Holders’ specific instructions in writing (it being agreed that all actions expressly required to be taken by the Collateral Trustee or the Collateral Trustee Documents shall be deemed to be actions so instructed by the Required Holders). Notwithstanding the foregoing, the Collateral Trustee may refrain from doing anything which would be in its reasonable opinion contrary to this Agreement or the other Collateral Trustee Documents, any law or regulation of any jurisdiction or any order or directive of any court, governmental agency or other regulatory body or which would otherwise render it liable to any Person and may do anything which is, in its reasonable opinion, necessary to comply with any such law, regulation, order or directive. (b) The Collateral Trustee upon receipt of a notice of a Default or Event of Default furnished to the Collateral Trustee pursuant to the provisions of this Agreement or any Note Document shall promptly furnish copies of the same to all Holders. The Collateral Trustee shall not be deemed to have notice of any Default, Event of Default, Noteholder Letter of Credit Event or transfer of Notes unless written notice of any event which is in fact such a Default, Event of Default, Noteholder Letter of Credit Event or transfer of Notes is received by the Collateral Trustee at the corporate trust office of the Collateral Trustee, and such notice references the Notes and this Agreeme...
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Related to Duties; Secured Obligations

  • Secured Obligations The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

  • Unsecured Obligations The obligations of the Company to the Purchasers under the Subordinated Notes shall be unsecured.

  • Security for Secured Obligations This Patent Security Agreement and the Security Interest created hereby secures the payment and performance of the Secured Obligations, whether now existing or arising hereafter. Without limiting the generality of the foregoing, this Patent Security Agreement secures the payment of all amounts which constitute part of the Secured Obligations and would be owed by Grantors, or any of them, to Agent, the other members of the Lender Group, the Bank Product Providers or any of them, whether or not they are unenforceable or not allowable due to the existence of an Insolvency Proceeding involving any Grantor.

  • The Obligations The security interest granted hereunder shall secure the payment of all indebtedness and the performance of all obligations of the Debtor to the Secured Party of every type and description, whether now existing or hereafter arising, fixed or contingent, as primary obligor or as guarantor or surety, acquired directly or by assignment or otherwise, liquidated or unliquidated, regardless of how they arise or by what agreement or instrument they may be evidenced, including without limitation all loans, advances and other extensions of credit and all covenants, agreements, and provisions contained in all loan and other agreements between the parties (the “Obligations”).

  • Unsecured Obligation Your Award is unfunded, and as a holder of a vested Award, you shall be considered an unsecured creditor of the Company with respect to the Company’s obligation, if any, to issue shares or other property pursuant to this Agreement. You shall not have voting or any other rights as a stockholder of the Company with respect to the shares to be issued pursuant to this Agreement until such shares are issued to you pursuant to Section 6 of this Agreement. Upon such issuance, you will obtain full voting and other rights as a stockholder of the Company. Nothing contained in this Agreement, and no action taken pursuant to its provisions, shall create or be construed to create a trust of any kind or a fiduciary relationship between you and the Company or any other person.

  • Revival of Secured Obligations This Agreement and the Loan Documents shall remain in full force and effect and continue to be effective if any petition is filed by or against Borrower for liquidation or reorganization, if Borrower becomes insolvent or makes an assignment for the benefit of creditors, if a receiver or trustee is appointed for all or any significant part of Borrower’s assets, or if any payment or transfer of Collateral is recovered from Agent or Lender. The Loan Documents and the Secured Obligations and Collateral security shall continue to be effective, or shall be revived or reinstated, as the case may be, if at any time payment and performance of the Secured Obligations or any transfer of Collateral to Agent, or any part thereof is rescinded, avoided or avoidable, reduced in amount, or must otherwise be restored or returned by, or is recovered from, Agent, Lender or by any obligee of the Secured Obligations, whether as a “voidable preference,” “fraudulent conveyance,” or otherwise, all as though such payment, performance, or transfer of Collateral had not been made. In the event that any payment, or any part thereof, is rescinded, reduced, avoided, avoidable, restored, returned, or recovered, the Loan Documents and the Secured Obligations shall be deemed, without any further action or documentation, to have been revived and reinstated except to the extent of the full, final, and indefeasible payment to Agent or Lender in Cash.

  • Secured Party Performance of Debtor Obligations Without having any obligation to do so, the Administrative Agent may perform or pay any obligation which any Grantor has agreed to perform or pay in this Security Agreement and the Grantors shall reimburse the Administrative Agent for any amounts paid by the Administrative Agent pursuant to this Section 8.4. The Grantors’ obligation to reimburse the Administrative Agent pursuant to the preceding sentence shall be a Secured Obligation payable on demand.

  • Obligations Secured The obligations secured hereby are any and all obligations of the Company now existing or hereinafter incurred to the Secured Party, whether oral or written and whether arising before, on or after the date hereof including, without limitation, those obligations of the Company to the Secured Party under this Agreement, the Transaction Documents, and any other amounts now or hereafter owed to the Secured Party by the Company thereunder or hereunder (collectively, the "Obligations").

  • Payment of Secured Obligations Grantor will pay and perform or cause to be paid and performed the Secured Obligations according to the tenor thereof and all other sums now or hereafter secured hereby as the same shall become due.

  • Secured Obligation The obligations of the Company under this Debenture are secured by all assets of the Company and each Subsidiary pursuant to the Security Agreement, dated as of February 22, 2011, between the Company, the Subsidiaries of the Company and the Secured Parties (as defined therein) (the “Security Agreement”) and further agreements with respect to certain foreign assets of the Company and its Subsidiaries.

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