Floating Charge. The Current Issuer, by way of first floating charge for the payment or discharge of the Current Issuer Secured Obligations, subject to Clause 4 (Release of Current Issuer Charged Property), hereby charges in favour of the Note Trustee the whole of its undertaking and all its property, assets and rights, whatsoever and wheresoever, both present and future, including without limitation its uncalled capital, other than any property or assets for the time being the subject of a fixed charge or effectively assigned pursuant to any of the foregoing provisions of this Clause 3 (Current Issuer Security).
Floating Charge. (a) Funding 1 charges by way of a first floating charge all of its undertaking and all of its property and assets (including, without limitation, its uncalled capital) other than any property or assets at any time otherwise effectively charged or assigned by way of fixed charge or assignment under this Clause 3 (but excepting from the foregoing exclusion all of Funding 1's undertaking, property and assets situated in Scotland or the rights to which are governed by Scots law, all of which are charged by the floating charge hereby created).
(b) Except as provided below, the Funding 1 Security Trustee may, by notice to Funding 1 (and so far as permitted by applicable law), convert the floating charge created under this Clause 3 into a fixed charge as regards any of Funding 1's assets subject to the floating charge specified in that notice, if:
(i) an Intercompany Loan Event of Default is outstanding;
(ii) the Funding 1 Security Trustee considers those assets or any part thereof to be in danger of being seized or sold under any form of distress, attachment, execution, diligence or other legal process or to be otherwise in jeopardy; and/or
(iii) a circumstance occurs which the Funding 1 Security Trustee considers to (or to be likely to) prejudice, imperil or threaten Funding 1 Security.
(c) Except as provided below, the floating charge created by this Clause 3 will automatically (so far as permitted by applicable law) convert into a fixed charge as regards:
(i) all of Funding 1's assets subject to the floating charge, upon the service of an Intercompany Loan Acceleration Notice; and/or
(ii) any assets of Funding 1 subject to the floating charge, if those assets (contrary to the covenants and undertakings contained in Funding 1 Agreements):
(A) are or become subject to a Security Interest in favour of any person other than the Funding 1 Security Trustee; or
(B) are or become the subject of a sale, transfer or other disposition, immediately prior to that Security Interest arising or that sale, transfer or other disposition being made.
(d) The floating charge created by this Clause 3 may not be converted into a fixed charge solely by reason of:
(i) the obtaining of a moratorium; or
(ii) anything done with a view to obtaining a moratorium, under Section 1 of the Insolvency Xxx 0000.
(e) The floating charge created by this Clause 3 is a qualifying floating charge for the purpose of paragraph 14 of Schedule B1 to the Insolvency Xxx 0000.
Floating Charge. As continuing security for the repayment and the performance of each of the Obligations (as defined herein), the Debtor grants a floating charge to the Secured Party on all the Debtor’s interest in personal, real, immovable and leasehold property, including without limitation, all fixtures, crops and improvements, both present and future, other than such as are validly and effectively charged under Section 1 or excluded under Section 4.
Floating Charge. (a) Each Chargor charges by way of a first floating charge all its assets whatsoever and wheresoever not otherwise effectively mortgaged, charged or assigned under this Deed.
(b) Except as provided below, the UK Security Trustee may by notice to a Chargor convert the floating charge created by that Chargor under this Deed into a fixed charge as regards any of that Chargor’s assets specified in that notice, if:
(i) an Event of Default has occurred and is continuing; or
(ii) the UK Security Trustee (acting reasonably) considers those assets to be in danger of being seized or sold under any form of distress, attachment, execution or other legal process.
(c) The floating charge created under this Deed may not be converted into a fixed charge solely by reason of:
(i) the obtaining of a moratorium; or
(ii) anything done with a view to obtaining a moratorium, under the Insolvency Xxx 0000.
(d) The floating charge created under this Deed will (in addition to the circumstances in which the same will occur under general law) automatically and immediately (without notice) convert into a fixed charge over all of each Chargor’s assets:
(i) if a Chargor (x) creates, or attempts to create, without the prior written consent of the UK Security Trustee, a Security or a trust in favour of another person over all or any part of the Security Assets; or (y) disposes, or attempts to dispose of, all or any part of the Security Assets (other than Security Assets that are only subject to the floating charge while it remains uncrystallised) and except, in each case, as expressly permitted under the Credit Agreement;
(ii) if any person levies (or attempts to levy) any distress, attachment, execution or other process against all or any part of the Security Assets; or
(iii) if an administrator is appointed or the UK Security Trustee receives notice of an intention to appoint an administrator; or
(iv) on the convening of any meeting of the members of that Chargor to consider a resolution to wind that Chargor up (or not to wind that Chargor up) other than as part of a solvent reconstruction of that Chargor which is permitted under the Credit Agreement.
(e) The floating charge created under this Deed is a qualifying floating charge for the purpose of paragraph 14 of Schedule B1 to the Insolvency Xxx 0000.
(f) The giving by the UK Security Trustee of a notice pursuant to paragraph (b) above in relation to any class of any Chargor’s assets shall not be construed as a waiver or abandonment o...
Floating Charge. (a) The Chargor charges by way of a floating charge all of those assets purported to be charged under Clauses 2.2 to 2.4 that are not effectively charged by way of fixed charge or assigned under this Deed.
(b) Except as provided below, the Collateral Agent may by notice to the Chargor convert the floating charge created by the Chargor under this Deed into a fixed charge as regards any of the Chargor’s assets specified in that notice, if:
(i) an Event of Default is continuing;
(ii) the Collateral Agent considers those assets to be in danger of being seized or sold under any form of distress, attachment, execution or other legal process or to be otherwise in jeopardy; or
(iii) the Chargor fails to comply, or takes or threatens to take any action which, in the reasonable opinion of the Collateral Agent, is likely to result in it failing to comply with its obligations under paragraph (a) of Clause 4 (Restrictions on Dealing).
(c) The floating charge created under this Deed may not be converted into a fixed charge solely by reason of:
(i) the obtaining of a moratorium; or
(ii) anything done with a view to obtaining a moratorium, under section 1A of the Insolvency Xxx 0000.
(d) The floating charge created under this Deed will (in addition to the circumstances in which the same will occur under general law) automatically convert into a fixed charge over all of the Chargor’s assets that are subject to the floating charge:
(i) if an administrator is appointed or the Collateral Agent receives notice of an intention to appoint an administrator; or
(ii) on the convening of any meeting of the members of the Chargor to consider a resolution to wind the Chargor up (or not to wind the Chargor up); or
(iii) upon the occurrence of any analogous event in any jurisdiction.
(e) The floating charge created under this Deed is a qualifying floating charge for the purpose of paragraph 14 of Schedule Bl to the Insolvency Xxx 0000.
(f) The giving by the Collateral Agent of a notice under paragraph (b) above in relation to any asset of the Chargor will not be construed as a waiver or abandonment of the Collateral Agent’s rights to give any other notice in respect of any other asset or of any other right of any other Secured Party under this Deed or any other Loan Document.
(g) Any charge which has been converted into a fixed charge in accordance with paragraphs (b) or (d) above may, by notice in writing given at any time by the Collateral Agent to the Chargor, be reconverted into a f...
Floating Charge. (a) Each New Company with full title guarantee charges in favour of the Security Agent as security trustee for the Secured Parties for the payment and discharge of the Secured Obligations by way of first floating charge all present and future assets and undertaking of such New Company including, without limitation, the Inventory.
(b) The floating charge created hereby shall be deferred in point of priority to all fixed security validly and effectively created by the Companies under the Credit Documents in favour of the Security Agent as security trustee for the Secured Parties as security for the Secured Obligations.
(c) Paragraph 14 of Schedule B1 to the Insolvency Xxx 0000 applies to the floating charge created pursuant to this Clause 6 (Floating Charge).
Floating Charge. (a) The Client, as a continuing security for the payment and satisfaction of all monies and liabilities (whatever actual or contingent) which are now or at any time hereafter may be due, owed or incurred from or by Client to GTJAF or any other member of the GTJA Group in connection with the Account or any agreement with any other member of the GTJA Group and the payment of all costs, charges and expenses incurred by GTJAF or any member of the GTJA Group, charges by way of a first floating charge, in favor of GTJAF, on trust for itself and any other member of the GTJA Group, free from any encumbrances, any and all Derivatives contracts, monies and other property referred to in Clause 13.1 above not at any time otherwise effectively charged or mortgaged by way of a first fixed charge under Clause 13.1.
(b) The first floating charge created by the Client under this Clause 13.2 shall crystallise into a first legal charge forthwith and automatically upon the earlier of (i) the creation and issue to or receipt by the Client of the Derivatives contracts, monies and other property referred to in Clause 13.1 above, (ii) any corporate action, legal proceedings or other formal procedure or formal step is taken in relation to the winding-up, dissolution or re- organisation of the Client, (iii) upon default by the Client in payment on demand or on the due date therefor of any of the Client’s indebtedness to GTJAF or any other default by the Client hereunder, to any party at GTJAF’s absolute discretion, (iv) any person taking any step to effect any expropriation, attachment, sequestration, distress or execution against any of the Derivatives contracts, monies and other property referred to in Clause 13.1 above, or (v) the issue of a written notice by GTJAF to the Client if GTJAF considers it desirable to convert any floating charge created pursuant to this Clause 13.2 in order to protect or preserve the security over the Derivatives contracts, monies and other property referred to in Clause 13.1 above and/or the priority of the charge.
Floating Charge. (a) The Client, as a continuing security for the payment and satisfaction of all monies and liabilities under the Margin Facility Terms which are now or at any time hereafter may be due or owing to USL together with interest, charges by way of a first floating charge all the Collateral not at any time otherwise effectively charged or mortgaged by way of a first fixed charge under Clause 3.1 (Fixed Charge).
(b) The first floating charge created by the Client under this Clause 3.2 (Floating Charge) shall crystallise into a first legal charge forthwith and automatically upon the earlier of (i) the creation and issue to or receipt by the Client of the relevant Collateral, (ii) any corporate action, legal proceedings or other formal procedure or formal step is taken in relation to the winding-up, dissolution or re-organisation of the Client, (iii) the occurrence of any Event of Default, (iv) any person taking any step to effect any expropriation, attachment, sequestration, distress or execution against any of the Collateral, or (v) the issue of a written notice by USL to the Client if USL considers it desirable to convert any floating charge created pursuant to this Clause 3.2 in order to protect or preserve the security over the Collateral and/or the priority of the Charge.
Floating Charge. Each Company with full title guarantee and as a continuing security for the payment and discharge of its Secured Obligations charges in favour of the Security Trustee by way of floating charge (subject for a period of 60 days commencing on the date hereof (or in the case of an Additional Company commencing on the date of the Deed of Accession executed and delivered by such Additional Company) to obtaining any necessary consent to such floating charge from any third party) all the undertaking and all the assets, rights and income of such Company both present and future not otherwise effectively charged or assigned under Clauses 3.1 (Charge) or 3.2 (Assignment).
Floating Charge. The Chargor, as legal and beneficial owner and as continuing security for the due and punctual payment and discharge of all Secured Obligations charges and agrees to charge in favour of the Security Trustee (as trustee for the Bondholders) by way of FIRST FLOATING CHARGE all the Chargor's undertaking, property, assets, goodwill, rights and revenues not charged or assigned to the Security Trustee under the Share Charge, whatsoever and wheresoever, both present and future, including all of the following, so that the charge hereby created shall be a continuing security by way of first floating charge subject always to Clause 25:
(a) all book and other debts now and hereafter at any time and from time to time due or owing to the Chargor;
(b) the uncalled capital, goodwill and all patents, patent applications, trade marks, trade names, registered designs, copyrights, licences and ancillary and connected rights;
(c) all plant and machinery and the benefit of all contracts, licences and warranties relating to the same, all computers, vehicles, office equipment and other equipment and the benefit of all contracts, licences and warranties relating to the same,
(d) the benefit of all licences, consents, agreements and authorisations held or used in connection with the business of the Chargor or the use of any of its assets;
(e) any letter of credit issued in favour of the Chargor and all certificates of deposit, bills of exchange and other negotiable instruments held by it; and
(f) all receivables of the Chargor.
