Further Assurances; Insurance. The Issuers and each of the other Grantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured Parties, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers and each of the other Grantors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers and the other Grantors will: (1) keep their properties adequately insured at all times by financially sound and reputable insurers; (2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them; (3) maintain such other insurance as may be required by law; and (4) maintain such other insurance as may be required by the Security Documents. Upon the request of the Collateral Trustee, the Issuers and the other Grantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
Appears in 3 contracts
Samples: First Supplemental Indenture (Peabody Energy Corp), Indenture (Peabody Energy Corp), Transaction Support Agreement (Peabody Energy Corp)
Further Assurances; Insurance. (a) The Issuers Borrower and each of the other Grantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Agent from time to time may reasonably request, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Secured Parties, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Agent or any Secured Debt Representative at any time and from time to time, the Borrower and each of the other Grantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Agent may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood that none .
(c) Without limiting the provisions of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers Documents, the Borrower and the other Grantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance on all real property Collateral owned by the Borrower or another Grantor insuring the Collateral Agent’s Liens on that property, subject only to Liens permitted under each of the Secured Debt Documents and other exceptions to title approved by the Collateral Agent; provided, that title insurance need only be maintained on any particular parcel of real property having a fair market value of less than $1,000,000 if and to the extent title insurance is maintained in respect of First Liens on that property; and
(45) maintain such other insurance as may be required by the Security Secured Debt Documents. .
(d) Upon the request of the Collateral TrusteeAgent, the Issuers Borrower and the other Grantors will furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers.
(e) All insurance policies required by Sections 7.3(c) (except for the insurance described in Section 7.3(c)(3)) above will:
(1) provide that, with respect to third party liability insurance, the Secured Parties, as a class, shall be named as additional insureds, with a waiver of subrogation;
(2) name the Collateral Agent as a loss payee and additional insured;
(3) provide that (x) no cancellation or termination of such insurance and (y) no reduction in the limits of liability of such insurance or other material change shall be effective until 30 days after written notice is given by the insurers to the Collateral Agent of such cancellation, termination, reduction or change;
(4) waive all claims for insurance premiums or commissions or additional premiums or assessments against the Secured Parties; and
(5) waive any right of the insurers to setoff or counterclaim or to make any other deductions, whether by way of attachment or otherwise, as against the Secured Parties.
(f) Upon the request of the Collateral Agent, the Borrower and the other Grantors will permit the Collateral Agent or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers and independent public accountants. The Borrower and the other Grantors shall, at any reasonable time and from time to time upon reasonable prior notice, permit the Collateral Agent or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of the Borrower and the other Grantors and their Subsidiaries, all at the Borrower’s expense.
Appears in 3 contracts
Samples: First Lien Credit and Guaranty Agreement (Alion Science & Technology Corp), Intercreditor Agreement (Alion Science & Technology Corp), Intercreditor Agreement (Alion - BMH CORP)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors will Guarantors shall do or cause to be done all acts and things that may be requirednecessary or desirable, or that any Controlling Representative the Collateral Agent, acting in accordance with the Intercreditor Agreement, from time to time may reasonably request, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Second Lien Secured Parties, duly created and enforceable and perfected Second Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Second Lien Documents. The Issuers .
(b) If necessary or desirable or upon the request of the Collateral Agent, acting at the direction of Holders, or any Second Lien Representative, acting in accordance with the Intercreditor Agreement, at any time and from time to time, the Company and each of the other Grantors will Guarantors shall promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, necessary or that any Controlling Representative may reasonably request, desirable to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Second Lien Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Second Lien Obligations.
(c) The Issuers Company and the other Grantors Guarantors will:
(1i) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2ii) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3iii) maintain such other insurance as may be required by law; and
(4iv) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral TrusteeAgent, acting upon the request of Holders, the Issuers Company and the other Grantors will Guarantors shall furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers, certified as true and correct. Holders of Second Lien Obligations, as a class, shall be named as additional insureds, with a waiver of subrogation, on all insurance policies of the Company and the other Guarantors covering the Collateral and the Collateral Agent shall be named as loss payee, with 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of the Company and the other Guarantors covering the Collateral.
Appears in 2 contracts
Samples: Indenture (Ion Geophysical Corp), Indenture (I/O Marine Systems, Inc.)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors will Guarantors shall do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Agent from time to time may reasonably request, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Secured Parties, duly created and enforceable and perfected Liens Security Interests upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien Security Interest priority required under, the Secured Debt Security Documents. The Issuers .
(b) Upon the request of the Collateral Agent at any time and from time to time, the Company and each of the other Grantors will Guarantors shall promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative may reasonably request, required to create, perfect, protect, assure or enforce the Liens Security Interests and benefits intended to be conferred, in each case as contemplated by the Secured Debt Security Documents for the benefit of the holders of Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations.
(c) The Issuers Company and the other Grantors Guarantors will:
(1i) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2ii) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3iii) maintain such other insurance as may be required by law; and
(4iv) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral TrusteeAgent, the Issuers Company and the other Grantors will Guarantors shall furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers, certified as true and correct. Holders of Secured Obligations, as a class, shall be named as additional insureds, with a waiver of subrogation, on all insurance policies of the Company and the other Guarantors covering the Collateral and the Collateral Agent shall be named as loss payee, with 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of the Company and the other Guarantors covering the Collateral.
Appears in 2 contracts
Samples: Indenture (Nuverra Environmental Solutions, Inc.), Indenture (Nuverra Environmental Solutions, Inc.)
Further Assurances; Insurance. (a) The Issuers Borrower and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. .
(b) The Issuers Borrower and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations.
(c) The Issuers Borrower and the other Grantors Guarantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) obtain title insurance on all real property Collateral insuring the Collateral Trustee’s Lien on that property, subject only to Liens permitted under each of the Secured Debt Documents and other exceptions to title approved by the Collateral Trustee (except that title insurance need only be obtained on any particular parcel of real property with a value equal to or less than $3,000,000 if and to the extent title insurance is obtained in respect of Priority Liens on that property or as otherwise required under the Indenture); and
(45) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Borrower and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
(e) All insurance policies required by Sections 7.3(c) (except for the insurance described in 7.3(c)(4)) above will:
(1) provide that, with respect to third party liability insurance, the holders of Secured Obligations, as a class, shall be named as additional insureds, with a waiver of subrogation;
(2) name the Collateral Trustee as a loss payee and additional insured;
(3) provide that (x) no cancellation or termination of such insurance and (y) no reduction in the limits of liability of such insurance or other material change shall be effective until 30 days after written notice is given by the insurers to the Collateral Trustee of such cancellation, termination, reduction or change;
(4) waive all claims for insurance premiums or commissions or additional premiums or assessments against the Secured Parties; and
(5) waive any right of the insurers to setoff or counterclaim or to make any other deductions, whether by way of attachment or otherwise, as against the Secured Parties.
(f) Upon the request of the Collateral Trustee, the Borrower and the Guarantors will permit the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers and independent public accountants. The Borrower and the Guarantors shall, at any reasonable time and from time to time upon reasonable prior notice, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of the Borrower and the Guarantors and their Subsidiaries, all at the Borrower’s expense.
Appears in 2 contracts
Samples: Collateral Trust Agreement (Carmike Cinemas Inc), Collateral Trust Agreement (Carmike Cinemas Inc)
Further Assurances; Insurance. The Issuers OPTI and each of the other Grantors will Obligors shall do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral, including after-acquired Collateral (including, subject to the Agreed Security Principles, and any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document become Collateral pursuant to become, Collateral the definition thereof after the Notes are issued), in each case, subject to such exceptions as may be contemplated by, and with the Lien priority required under, by the Secured Debt Documents. The Issuers Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, OPTI and each of the other Grantors will Obligors shall promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so requestDocuments. The Issuers OPTI and the other Grantors willObligors shall:
(1) keep their properties adequately insured at all times by financially sound and reputable insurersinsurance companies, which, in the case of any insurance on any mortgaged property, are licensed to do business in the jurisdictions where the applicable mortgaged property is located;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorismcoverage, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. Upon the request of the Collateral Trustee, the Issuers and the other Grantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
Appears in 2 contracts
Samples: Indenture (Opti Canada Inc), Indenture (Opti Canada Inc)
Further Assurances; Insurance. The Issuers Issuer and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured Parties, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Security Documents, and subject to the limitations set forth in the Secured Debt Documents. The Issuers Without limiting the foregoing, to the extent that any security interest in the Collateral securing the Notes cannot be perfected on or prior to the date of this Indenture, the Issuer will use commercially reasonable efforts to do or cause to be done all acts and things that may be required, to have all security interests in the Collateral duly created and enforceable and perfected, to the extent required by the Security Documents, no later than 90 days after the Issue Date. Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Issuer and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood . Upon reasonable request by the Collateral Trustee, the Issuer and the Guarantors shall, within a reasonable amount of time after receipt of such request, use their commercially reasonable efforts (i) to correct any material defect or error that none may be discovered in the execution, acknowledgment, filing or recordation of any document or instrument relating to any Collateral, and (ii) do, execute, acknowledge, deliver, record, re-record, file, re-file, register and re-register any and all such further acts, deeds, certificates, assurances and other instruments as the Collateral Trustee, may reasonably require from time to time in order to carry out more effectively the purposes of the Collateral Trustee or any Secured Debt Representative shall have a duty to so requestSecurity Documents. The Issuers Issuer and the other Grantors Guarantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. Upon the reasonable request of the Collateral Trustee, the Issuers Issuer and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers. The Collateral Trustee will be named as additional insured or loss payee, as applicable, with a waiver of subrogation, on all property and casualty insurance policies of the Issuer and the Guarantors, and such insurance policies shall provide for not less than 30 days’ (or 10 days’ in the case of cancellation due to non-payment) prior written notice to the Collateral Trustee and other named insureds of the exercise of any right of cancellation, in each case, subject to the limitations set forth in the Security Documents. Notwithstanding the foregoing, the Issuer and the Guarantors are not required to deliver such certificates to the Collateral Trustee until the date that is 30 days following the date of this Indenture (or such later date as determined by the Collateral Trustee in its sole discretion).
Appears in 2 contracts
Samples: Indenture (Nathans Famous Inc), Indenture (Nathans Famous Inc)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors will Guarantors shall do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Company and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such additional Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferredconferred thereby, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations.
(c) The Issuers Company and the other Grantors will:
Guarantors will (1) keep their properties adequately insured at all times by financially sound and reputable insurers;
; (2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorismcoverage, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
; (3) maintain such other insurance as may be required by law; and
and (4) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Company and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers. Holders of Secured Obligations, as a class, shall be named as additional insureds on such insurance policies of the Company and the Guarantors as are required by the Collateral Trust Agreement, and the Collateral Trustee shall be named as loss payee as its interests may appear, with 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of the Company and the Guarantors.
Appears in 2 contracts
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured Parties, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Parity Lien Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee, the Notes Trustee or any other Parity Lien Representative at any time and from time to time, the Company and each of the other Grantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Parity Lien Documents for the benefit of the Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. .
(c) The Issuers Company and the other Grantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) will maintain such other insurance as may be required by the Security Parity Lien Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Company and the other Grantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
(e) Upon the request of the Collateral Trustee, the Company and the other Grantors will permit the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice during regular business hours, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers and independent public accountants. The Company and the other Grantors shall, at any reasonable time and from time to time upon reasonable prior notice during regular business hours, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of the Company and the other Grantors and their respective subsidiaries, all at the Company’s expense.
Appears in 2 contracts
Samples: Collateral Trust Agreement (Viasystems Group Inc), Collateral Trust Agreement (Viasystems Inc)
Further Assurances; Insurance. The Issuers Company and each of the other Grantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured Parties, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers Company and each of the other Grantors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers Company and the other Grantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. Upon the request of the Collateral Trustee, the Issuers Company and the other Grantors will shall furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
Appears in 2 contracts
Samples: First Supplemental Indenture (Peabody Energy Corp), Transaction Support Agreement (Peabody Energy Corp)
Further Assurances; Insurance. (a) The Issuers Issuer and each of the other Grantors will do or cause take such further actions with respect to the Collateral, and execute and/or deliver to the Collateral Agent and file such additional mortgages, financing statements, amendments, assignments, agreements, supplements, powers and instruments, as may reasonably be done all acts and things that may be required, or that any Controlling Representative required from time to time may reasonably requestin order to:
(1) create, perfect, preserve and protect the security interest in the Collateral and the rights and interests of the Collateral Agent under the Security Documents;
(2) carry into effect the purposes of the Security Documents or better to assure and confirm that the validity, enforceability and priority of the Collateral Trustee holdsAgent’s security interest in the Collateral;
(3) permit the Collateral Agent to exercise and enforce its rights, for powers and remedies hereunder with respect to any Collateral, including the benefit filing of financing statements, continuation statements and other documents under the UCC (or other similar laws) in effect in any jurisdiction with respect to the security interest created in the Collateral and the execution and delivery of control agreements; and
(4) perfect, continue and maintain the validity, enforceability and priority of the Secured Parties, duly created and enforceable and perfected Liens upon security interest in the Collateral (including, subject as provided herein and to preserve the other rights and interests granted to the Agreed Security Principles, any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issued), in each caseAgent hereunder, as contemplated byagainst third parties, with respect to the Collateral.
(b) Upon the request of the Collateral Agent or any Authorized Representative at any time and with the Lien priority required underfrom time to time, the Secured Debt Documents. The Issuers Issuer and each of the other Grantors will promptly execute, acknowledge and acknowledge, deliver and/or file such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Agent may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Parity Lien Documents for the benefit of the Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. .
(c) The Issuers Issuer and the other Grantors will:
will (1) keep their insurable properties adequately insured at all times by financially sound and reputable insurers;
insurers in such amounts as shall be customary for similar businesses, (2) maintain such other reasonable insurance (including, to the extent reasonably deemed prudent, self-insurance), of such types, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorismrisks, as is customary with companies in the same or similar businesses operating in the same or similar locationsand maintain such other insurance, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
and (3) maintain such other insurance as (x) may be required by law; andlaw or (y) any other Security Document.
(4d) maintain such other insurance as may be required by the Security Documents. Upon the request of the Collateral TrusteeAgent, the Issuers Issuer and the other Grantors will furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers.
(e) Upon the request of the Collateral Agent, the Issuer and the other Grantors will permit the Collateral Agent or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers. The Issuer and the other Grantors shall, at any reasonable time and from time to time upon reasonable prior notice, permit the Collateral Agent or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of the Issuer and the other Grantors and their Subsidiaries, all at the Issuer’s expense.
Appears in 2 contracts
Samples: Parity Lien Intercreditor Agreement, Parity Lien Intercreditor Agreement (Constellium N.V.)
Further Assurances; Insurance. (a) The Issuers Company and each of Subsidiary Guarantor will take such further actions with respect to the other Grantors will do or cause Collateral, and execute and/or deliver to be done all acts the Collateral Trustee and/or file such additional mortgages, financing statements, amendments, assignments, agreements, supplements, powers and things that instruments, as may be required, or that any Controlling Representative required from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured Parties, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers and each of the other Grantors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers and the other Grantors willorder to:
(1) create, perfect, preserve and protect the security interest in the Collateral and the rights and interests of the Collateral Trustee under the Security Documents;
(2) carry into effect the purposes of the Security Documents or better to assure and confirm the validity, enforceability and priority of the Collateral Trustee’s security interest in the Collateral as provided in the Security Documents;
(3) permit the Collateral Trustee to exercise and enforce its rights, powers and remedies hereunder with respect to any Collateral in accordance with the Security Documents, including the filing of financing statements, continuation statements and other documents under the UCC (or other similar laws) in effect in any jurisdiction with respect to the security interest created in the Collateral (provided, however, that it shall be the Company’s obligation to make all such filings) and, to the extent required by the Security Documents, the execution and delivery of Control Agreements; and
(4) perfect, continue and maintain the validity, enforceability and priority of the security interest in the Collateral as provided herein and to preserve the other rights and interests granted to the Collateral Trustee hereunder, as against third parties, with respect to the Collateral.
(b) Upon the exercise by the Trustee or any Holder of any power, right, privilege or remedy under this Indenture, or any of the Security Documents which requires any consent, approval, recording, qualification or authorization of any governmental authority, the Company will execute and deliver all applications, certifications, instruments and other documents and papers that may be required from the Company for such governmental consent, approval, recording, qualification or authorization.
(c) the Company and each Subsidiary Guarantor will keep their respective material properties adequately insured at all times by financially sound and reputable insurers;
insurers (2) including title insurance), maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire liability and other risks insured against by extended coverage and coverage for acts of terrorism, insurance as is customary with for companies in the same or similar businesses business operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) locations and maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. Upon the request of the Collateral Trustee, the Issuers and the other Grantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
Appears in 2 contracts
Samples: Indenture (Hc2 Holdings, Inc.), Indenture (Hc2 Holdings, Inc.)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors will Pledgors shall do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Company and each of the other Grantors will Pledgors shall promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of Obligations.
(b) At any time when no Priority Lien Documents are in effect, the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers Company and the other Grantors willPledgors shall:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance on all real property Collateral insuring the Collateral Trustee’s Lien on that property, subject only to Permitted Prior Liens and other exceptions to title reasonably approved by the Collateral Trustee; provided that title insurance need only be maintained on any particular parcel of real property if and to the extent title insurance is maintained in respect of Priority Liens on that property; and
(45) maintain such other insurance as may be required by the Security Documents. .
(c) Upon the request of the Collateral Trustee, the Issuers Company and the other Grantors will Pledgors shall furnish to the Collateral Trustee full information as to their property and liability insurance carriers. The Collateral Trustee, as agent for the holders of Secured Obligations, as a class, shall be named as additional insured on all insurance policies of the Company and the other Pledgors and the Collateral Trustee shall be named as loss payee, with 30 days’ notice of cancellation or, if provided to the Company, notice of material change, on all property and casualty insurance policies of the Company and the other Pledgors.
Appears in 2 contracts
Samples: Indenture (Builders FirstSource, Inc.), Indenture (Builders FirstSource-MBS, LLC)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors will Guarantors shall do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Agent from time to time may reasonably request, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Parity Lien Secured Parties, duly created and enforceable and perfected Parity Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Parity Lien Documents. The Issuers .
(b) Upon the request of the Collateral Agent or any Parity Lien Representative at any time and from time to time, the Company and each of the other Grantors will Guarantors shall promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative may reasonably request, required to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Parity Lien Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Parity Lien Obligations.
(c) The Issuers Company and the other Grantors Guarantors will:
(1i) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2ii) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3iii) maintain such other insurance as may be required by law; and
(4iv) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral TrusteeAgent, the Issuers Company and the other Grantors will Guarantors shall furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers, certified as true and correct. Holders of Parity Lien Obligations, as a class, shall be named as additional insureds, with a waiver of subrogation, on all insurance policies of the Company and the other Guarantors covering the Collateral and the Collateral Agent shall be named as loss payee, with 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of the Company and the other Guarantors covering the Collateral.
Appears in 1 contract
Samples: Indenture (Ion Geophysical Corp)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors will Pledgors shall do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers If the Company or any of the Pledgors acquires any material proved producing Hydrocarbon Properties or develops any Hydrocarbon Properties that are producing in commercial quantities, then the Company or such Pledgor shall, not less than semi-annually, take all such actions and execute all documents that the Collateral Trustee may reasonably request to create in favor of the Collateral Trustee, for the benefit of the holders of the Secured Obligations, valid and perfected security interests in such Hydrocarbon Properties. Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Company and each of the other Grantors will Pledgors shall promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations.
(b) The Issuers Company and the other Grantors willPledgors shall:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. .
(c) Upon the request of the Collateral Trustee, the Issuers Company and the other Grantors will Pledgors shall furnish to the Collateral Trustee full information as to their property and liability insurance carriers. Holders of Secured Obligations, as a class, shall be named as additional insureds, with a waiver of subrogation, on all insurance policies of the Company and the other Pledgors and the Collateral Trustee shall be named as loss payee, with 30 days' notice of cancellation or material change, on all property and casualty insurance policies of the Company and the other Pledgors.
Appears in 1 contract
Samples: Indenture (Belden & Blake Corp /Oh/)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors will Guarantors shall do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Company and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such additional Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferredconferred thereby, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations.
(c) The Issuers Company and the other Grantors will:
Guarantors will (1) keep their properties adequately insured at all times by financially sound and reputable insurers;
; (2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorismcoverage, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
; (3) maintain such other insurance as may be required by law; and
and (4) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Company and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers. Holders of Secured Obligations, as a class, shall be named as additional insureds on such insurance policies of the Company and the Guarantors as are required by the Collateral Trust Agreement, and the Collateral Trustee shall be named as loss payee as its interests may appear, with 30 days' notice of cancellation or material change, on all property and casualty insurance policies of the Company and the Guarantors.
Appears in 1 contract
Samples: Indenture (Unisys Corp)
Further Assurances; Insurance. The Issuers Borrower and each of the other Grantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured Parties, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(a) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Borrower and each of the other Grantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. .
(b) The Issuers Borrower and the other Grantors will, to the extent required under any Secured Debt Documents:
(1i) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2ii) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3iii) maintain such other insurance as may be required by law;
(iv) maintain insurance with respect to each vessel that is subject to a Security Document on such terms as may be required by the Credit Agreement, the Indenture and the Security Documents; and
(4v) maintain such other insurance as may be required by the Credit Agreement, the Indenture and the Security Documents. .
(c) Upon the reasonable request of the Collateral TrusteeTrustee (to be no more often than annually), the Issuers Borrower and the other Grantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
Appears in 1 contract
Further Assurances; Insurance. (a) The Issuers Borrower and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may 56 US-DOCS\104188909.12 reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured Parties, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Borrower and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. .
(c) The Issuers Borrower and the other Grantors Guarantors will:
(1i) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2ii) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3iii) maintain such other insurance as may be required by law;
(iv) maintain title insurance on all real property Collateral insuring the Collateral Trustee’s Lien on that property, subject only to Liens permitted under each of the Secured Debt Documents and other exceptions to title approved by the Collateral Trustee; and
(4v) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Borrower and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
Appears in 1 contract
Samples: Collateral Trust Agreement
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Pledgors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Company and each of the other Grantors Pledgors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations.
(c) The Issuers Company and the other Grantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) Pledgors will maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security DocumentsIndenture or any other Secured Debt Document or by law. Upon the request of the Collateral Trustee, the Issuers Company and the other Grantors Pledgors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
(d) All insurance policies required by Section 7.3(c) will:
(1) provide that, with respect to third party liability insurance, the Collateral Trustee, for the benefit of the Secured Parties, shall be named as an additional insured, with a waiver of subrogation;
(2) name the Collateral Trustee, for the benefit of the Secured Parties, as a loss payee and additional insured for amounts in excess of $5,000,000; and
(3) provide that (x) no cancellation or termination of such insurance shall be effective until 30 days after written notice is given by the insurers to the Collateral Trustee of such cancellation or termination, (provided that only 10 days written notice is required if such cancellation or termination is as a result of the non-payment of premiums).
Appears in 1 contract
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Pledgors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably requestrequest (it having no obligation to do so and no liability for its failure to do so), to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Parity Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee (it having no obligation to do so and no liability for its failure to do so) or any Secured Debt Representative at any time and from time to time, the Company and each of the other Grantors Pledgors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably requestrequest (it having no obligation to do so and no liability for its failure to do so), to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of holders of Parity Secured Obligations.
(c) From and after the Secured Parties; it being understood that none of Merger, the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers Company and the other Grantors Pledgors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance on all real property Collateral insuring the Collateral Trustee's Lien on that property, subject only to Permitted Prior Liens and other exceptions to title; and
(45) maintain such other insurance as may be required by the Security Documents. Upon .
(d) From and after the Merger, upon the request of the Collateral Trustee, the Issuers Company and the other Grantors Pledgors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
(e) All insurance policies required by Sections 7.3(c) (except for the insurance described in 7.3(c)(3)) above will:
(1) provide that, with respect to third party liability insurance, the holders of Secured Obligations, as a class, shall be named as additional insureds, with a waiver of subrogation;
(2) name the Collateral Trustee as a loss payee and additional insured;
(3) waive all claims for insurance premiums or commissions or additional premiums or assessments against the Collateral Trustee and Secured Parties; and
(4) waive any right of the insurers to setoff or counterclaim or to make any other deductions, whether by way of attachment or otherwise, as against the Collateral Trustee and the Secured Parties.
(f) Upon the request of the Collateral Trustee, the Company and the other Pledgors will permit the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers and independent public accountants. The Company and the other Pledgors shall, at any reasonable time and from time to time upon reasonable prior notice, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of the Company and the other Pledgors and their Subsidiaries, all at the Company's expense.
Appears in 1 contract
Further Assurances; Insurance. The (a) Each of the Issuers and each of the other Grantors will Guarantor shall do or cause to be done all acts and things that may be reasonably required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The .
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, each of the Issuers and each of the other Grantors will Guarantors shall promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations.
(c) The Issuers and the other Grantors willGuarantors are required to:
(1i) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2ii) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorismcoverage, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3iii) maintain such other insurance as may be required by applicable law; and
(4iv) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers. Holders of Secured Obligations, as a class, will be named as additional insureds on all insurance policies of the Issuers and the Guarantors, and the Collateral Trustee will be named as loss payee as its interests may appear, with 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of the Issuers and the Guarantors.
(e) Upon reasonable request by the Collateral Trustee, the Issuers shall, within a reasonable amount of time after receipt of such request, use their commercially reasonable efforts (i) to correct any material defect or error that may be discovered in the execution, acknowledgment, filing or recordation of any document or instrument relating to any Collateral, and (ii) do, execute, acknowledge, deliver, record, re-record, file, re-file, register and re-register any and all such further acts, deeds, certificates, assurances and other instruments as the Collateral Trustee, may reasonably require from time to time in order to carry out more effectively the purposes of the Security Documents.
(f) The Issuers and the Guarantors agree to be bound by the provisions of Sections 10 and 24 of the Security Agreement.
Appears in 1 contract
Samples: Indenture (Solo Cup CO)
Further Assurances; Insurance. (a) The Issuers Borrower and each of the other Grantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Agent from time to time may reasonably request, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Secured Parties, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Agent or any Secured Debt Representative at any time and from time to time, the Borrower and each of the other Grantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Agent may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood that none .
(c) Without limiting the provisions of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers Documents, the Borrower and the other Grantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance on all real property Collateral owned by the Borrower or another Grantor insuring the Collateral Agent’s Liens on that property, subject only to Liens permitted under each of the Secured Debt Documents and other exceptions to title approved by the Collateral Agent; provided, that title insurance need only be maintained on any particular parcel of real property having a fair market value of less than $1,000,000 if and to the extent title insurance is maintained in respect of First Liens on that property; and
(45) maintain such other insurance as may be required by the Security Secured Debt Documents. .
(d) Upon the request of the Collateral TrusteeAgent, the Issuers Borrower and the other Grantors will furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers.
(e) All insurance policies required by Sections 7.3(c) (except for the insurance described in 7.3(c)(3)) above will:
(1) provide that, with respect to third party liability insurance, the Secured Parties, as a class, shall be named as additional insureds, with a waiver of subrogation;
(2) name the Collateral Agent as a loss payee and additional insured;
(3) provide that (x) no cancellation or termination of such insurance and (y) no reduction in the limits of liability of such insurance or other material change shall be effective until 30 days after written notice is given by the insurers to the Collateral Agent of such cancellation, termination, reduction or change;
(4) waive all claims for insurance premiums or commissions or additional premiums or assessments against the Secured Parties; and
(5) waive any right of the insurers to setoff or counterclaim or to make any other deductions, whether by way of attachment or otherwise, as against the Secured Parties.
(f) Upon the request of the Collateral Agent, the Borrower and the other Grantors will permit the Collateral Agent or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers and independent public accountants. The Borrower and the other Grantors shall, at any reasonable time and from time to time upon reasonable prior notice, permit the Collateral Agent or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of the Borrower and the other Grantors and their Subsidiaries, all at the Borrower’s expense.
Appears in 1 contract
Samples: Intercreditor Agreement (Washington Consulting, Inc.)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Pledgors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Note Collateral Agent from time to time may reasonably request, to assure and confirm that the Note Collateral Trustee Agent holds, for the benefit of the Secured PartiesHolders and the holders of Parity Lien Debt, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, (i) the Secured Indenture, the Notes and the Security Documents and (ii) the indenture, credit agreement or other agreement governing each other Series of Parity Lien Debt and the Security Documents (other than any Security Documents that do not secure Parity Lien Debt)(collectively, the “Parity Lien Documents”). The Issuers Upon the reasonable request of the Note Collateral Agent or any Parity Lien Representative at any time and from time to time, the Company and each of the other Grantors Pledgors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall will be reasonably required, or that any Controlling Representative the Note Collateral Agent may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Parity Lien Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Parity Lien Debt.
(b) The Issuers Company and the other Grantors Pledgors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. .
(c) Upon the request of the Note Collateral TrusteeAgent, the Issuers Company and the other Grantors Pledgors will furnish to the Note Collateral Trustee Agent full information as to their property and liability insurance carriers. The Company will cause the Holders and the holders of Parity Lien Debt, as a class, to be named as additional insureds, with a waiver of subrogation, on all insurance policies of the Company and the other Pledgors and the Note Collateral Agent to be named as loss payee, with 30 days’ notice of cancellation or material change (except 10 days in case of non-payment), on all property and casualty insurance policies of the Company and the other Pledgors.
Appears in 1 contract
Samples: Indenture (AGY Holding Corp.)
Further Assurances; Insurance. (a) The Issuers Issuer and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesDebt Obligations, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Issuer and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations.
(c) The Issuers Issuer and the other Grantors Guarantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorismcoverage, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Issuer and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
(e) All insurance policies required by Section 7.3(c) (except for the insurance described in 7.3(c)(3)) above will:
(1) provide that, with respect to third party liability insurance, the holders of Secured Debt Obligations, as a class, shall be named as additional insureds;
(2) name the Collateral Trustee as a loss payee as its interests may appear and additional insured;
(3) provide that (x) no cancellation or termination of such insurance and (y) no reduction in the limits of liability of such insurance or other material change shall be effective until 30 days after written notice is given by the insurers to the Collateral Trustee of such cancellation, termination, reduction or change;
(4) waive all claims for insurance premiums or commissions or additional premiums or assessments against the Secured Parties; and
(5) waive any right of the insurers to setoff or counterclaim or to make any other deductions, whether by way of attachment or otherwise, as against the Secured Parties.
(f) Upon the request of the Collateral Trustee, the Issuer and the Guarantors will permit the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice during regular business hours, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers. The Issuer and the Guarantors shall, at any reasonable time and from time to time upon reasonable prior notice during regular business hours, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of the Issuer and the Guarantors and their respective Subsidiaries, all at the Issuer’s expense.
Appears in 1 contract
Further Assurances; Insurance. The Issuers Company and each of the other Grantors will Guarantors shall do or cause to be done all acts and things that may be required, or and that any Controlling Representative the Collateral Agent from time to time may reasonably request, at the Company’s expense, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Secured Partiesholders of Second Lien Obligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issued)Collateral, in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Second Lien Documents, subject to the limitations set forth in the Security Documents. The Issuers Without limiting the foregoing, to the extent that any security interest in the Collateral securing the Notes cannot be perfected on or prior to the date of this Indenture, after the use of all commercially reasonable efforts, the Company and each of the Guarantors will cause all such security interests to be perfected (to the extent required by the Security Documents) no later than 75 days after the date of this Indenture. Upon request of the Collateral Agent or any Second Lien Debt Representative at any time and from time to time and in addition to any other Grantors requirement of the Company and the Guarantors under this Indenture, the Company and each of the Guarantors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Agent may reasonably request, at the Company’s expense, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Second Lien Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so requestSecond Lien Obligations. The Issuers Company and the other Grantors willPledgors shall:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance on all real property Collateral insuring the Collateral Agent’s Lien on that property, subject only to Permitted Prior Liens and other exceptions to title approved by the Collateral Agent; provided, that title insurance need only be maintained on any particular parcel of real property having a Fair Market Value of less than $7.5 million if and to the extent title insurance is maintained in respect of Liens in favor of First Lien Claimholders on that property; and
(45) maintain such other insurance as may be required by the Security Documents. Upon the request of the Collateral TrusteeAgent, the Issuers Company and the other Grantors Pledgors will furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers. Holders of Second Lien Obligations, as a class, will be named as additional insureds, with a waiver of subrogation, on all insurance policies of the Company and the other Pledgors and the Collateral Agent will be named as loss payee, with 30 days’ notice of cancellation or material change (or such shorter time as the Collateral Agent shall agree), on all property and casualty insurance policies of the Company and the other Pledgors. Neither the Company nor any of its Restricted Subsidiaries may take or omit to take any action which action or omission would reasonably be expected to have the result of materially adversely affecting or impairing the Lien held by the Collateral Agent for the benefit of the Holders of Second Lien Obligations, other than as expressly contemplated by this Indenture and the Security Documents.
Appears in 1 contract
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured Partiesholders of Parity Lien Obligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Parity Lien Document to become, Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Parity Lien Documents. The Issuers Without limiting the foregoing, to the extent that any security interest in the Collateral existing on the date of this Indenture securing the Notes cannot be perfected on or prior to the date of this Indenture, after the use of commercially reasonable efforts, the Company and each of the other Grantors Guarantors will cause all such security interests to be perfected (to the extent required by the Parity Lien Documents) no later than 45 days after the date of this Indenture.
(b) Notwithstanding anything herein to the contrary, to the extent the Parent, the Company or any of its Subsidiaries is required to grant a perfected security interest in and over any of their respective operating accounts pursuant to the terms of the Credit Agreement, the Parent, the Company or such subsidiary shall use commercially reasonable efforts to make arrangements such that a perfected security interest in such operating account(s) is granted to the Collateral Trustee (for the benefit of itself and the holders of the Parity Lien Obligations) substantially concurrently therewith.
(c) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Company and each of the Guarantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Parity Lien Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Parity Lien Obligations.
(d) The Issuers Company and the other Grantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) Guarantors will maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire as are determined by the Company in good faith to be reasonable and other prudent, taking into account the risks insured against by extended coverage that are associated with the areas in which the Company and coverage for acts the Guarantors operate and the practices of terrorism, as is customary with companies businesses engaged in the same or similar businesses operating activities in the same or a similar locationsgeographic area, including public liability any self-insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with determined by the use of any properties owned, occupied or controlled by them;Company to be reasonable and prudent.
(3e) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. Upon the reasonable request of the Collateral Trustee, the Issuers Company and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers. The Collateral Trustee will be named as an additional insured, with a waiver of subrogation, on all insurance policies of the Company and the Guarantors and the Collateral Trustee will be named as loss payee, with notice of cancellation or material change in accordance with the terms of the applicable insurance policy, on all property and casualty insurance policies of the Company and the Guarantors.
Appears in 1 contract
Samples: Indenture (Forestar Group Inc.)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured PartiesDebt Representatives and holders of Secured Obligations, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Company and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations.
(c) The Issuers Company and the other Grantors Guarantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorismcoverage, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Company and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
(e) All insurance policies required by Sections 7.3(c) (except for the insurance described in 7.3(c)(3)) above will:
(1) provide that, with respect to third party liability insurance, the Secured Debt Representatives and holders of Secured Obligations, as a class, shall be named as additional insureds; and
(2) name the Collateral Trustee as an additional insured and loss payee as its interests may appear.
(f) Upon the request of the Collateral Trustee, the Company and the Guarantors will permit the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice during regular business hours, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers. The Company and the Guarantors shall, at any reasonable time and from time to time upon reasonable prior notice during regular business hours, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of the Company and the Guarantors and their respective Subsidiaries, all at the Company’s expense.
Appears in 1 contract
Samples: Collateral Trust Agreement (Leap Wireless International Inc)
Further Assurances; Insurance. The Issuers and each (a) Each of the other Grantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee when acting in accordance with an Act of Required Debtholders, from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issued)Collateral, in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers Without limiting the foregoing, to the extent any security interest in the Collateral cannot be perfected on or prior to the date hereof, after the use of all commercially reasonable efforts (other than any Collateral the security interest in which may be perfected by the filing of a UCC financing statement or other filings or registrations under any Mexican public registries or the delivery of stock certificates), Satmex and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver cause all such security interests to be perfected (to the extent required by the Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, ) on or prior to the date that is 90 days after the date hereof. To the extent that any Controlling Representative may reasonably requestsuch security interests are perfected subsequently, Satmex will be deemed to create, perfect, protect, assure have satisfied its obligations with respect thereto and any default or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit event of the Secured Parties; it being understood that none of the Collateral Trustee or default under any Secured Debt Representative Document with respect thereto shall be deemed to have a duty to so request. The Issuers been cured.
(b) Satmex and the other Grantors will:
(1) keep their properties adequately insured at all times as is customary with companies in the same or similar businesses and industry by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorismagainst, as is customary with companies in the same or similar businesses operating in the same or similar locationsand industry, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Indenture and the Security Documents, if any, to the extent such insurance is available on commercially reasonable terms.
(c) Within thirty (30) days following any date on which Satmex is required or permitted to obtain insurance pursuant to Section 4.20 of the Indenture, Satmex shall deliver to the Collateral Trustee an insurance certificate certifying the amount of insurance then carried and in full force and effect. In addition, Satmex shall cause to be delivered to the Collateral Trustee no less than once each year an insurance certificate setting forth the amount of insurance then carried and in full force and effect, which insurance certificate shall entitle the Collateral Trustee to: (y) notice of any claim in excess of $1.0 million under any such insurance policy; and (z) at least thirty (30) days’ notice from the provider of such insurance prior to the cancellation of any such insurance.
(d) Satmex or the applicable Grantor shall use its reasonable best efforts to provide evidence that (x) the Collateral Trustee, on behalf of the Secured Parties, is named as additional insured with a waiver of subrogation on all insurance policies of Satmex and the other Grantors and (y) the Collateral Trustee, on behalf of the Secured Parties, is named as loss payee, with 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of Satmex and the other Grantors, in each case, subject to the limitations set forth in the Security Documents and the Indenture.
(e) Upon the request of the Collateral Trustee and with reasonable notice (except after the occurrence and during the continuation of a Secured Debt Default), Satmex and the Guarantors will permit the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers and independent public accountants. Satmex and the Guarantors shall, at any reasonable time and from time to time upon reasonable prior notice, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of Satmex and the Guarantors and their Subsidiaries, all at Satmex’s expense.
(f) Without limiting the foregoing, substantially concurrently with the acquisition by any Grantor of any assets that would constitute Collateral, such Grantor shall:
(1) take such other actions as shall be necessary or (in the reasonable opinion of any Secured Debt Representative) desirable to perfect and protect the Collateral Trustee’s security interest in such assets or property for the benefit of the current and future holders of the Secured Obligations, including without limitation, and to the extent applicable, the Issuers execution of additional Security Documents (or supplements or joinders thereto); the filing and/or recordation of Uniform Commercial Code financing statements, filings before the applicable Mexican registries, and other filings; the delivery of stock certificates endorsed in pledge or with accompanying stock powers, as the case may be; intellectual property security agreements to be filed with the United States Patent & Trademark Office and the United States Copyright Office and/or the Mexican Institute of Industrial Property (Instituto Mexicano de la Propiedad Industrial); mortgages; landlord waivers; control agreements; evidence of title insurance, flood insurance and surveys and other Grantors will furnish assurances and instruments (or, in each of the foregoing cases, the applicable foreign equivalent); and
(2) promptly deliver to the Collateral Trustee full information Opinions of Counsel, subject to customary qualifications, assumptions and exclusions, relating to the creation, validity and perfection of security interests relating to any material assets or property with a book value or fair market value in excess of $2,000,000.
(g) Satmex shall deliver to the Collateral Trustee within ninety days after the end of each fiscal year, a copy of the Officers’ Certificate required to be delivered to the Trustee pursuant to Section 4.04 of the Indenture, which Officers’ Certificate will include a certification that either (i) (x) such action has been taken with respect to the recordings, registrations, filings, re-recordings, re-registrations and refilings of the Security Documents (other than relating to mortgages, deeds of trust and similar Security Documents) and all financing statements, continuation statements and other instruments of further assurance as are necessary to maintain the perfected Liens under applicable law in those items of Collateral constituting the Senior Trust Estate and the Junior Trust Estate that can be perfected by the filing, recordings or registrations (other than relating to mortgages, deeds of trust and similar Security Documents) and reciting with respect to such Liens on and security interests in such Collateral the details of such action or referring to prior Officers’ Certificates in which such details are given, and (y) based on relevant laws as in effect on the date of such Officers’ Certificate, all financing statements, continuation statements, and other documents (other than relating to mortgages, deeds of trust and similar Security Documents) have been executed and filed that are necessary, as of such date and during the succeeding 12 months, fully to maintain the perfection of the security interests of the Collateral Trustee in the Collateral constituting the Senior Trust Estate and the Junior Trust Estate and under the Security Documents (other than relating to mortgages, deeds of trust and similar Security Documents) with respect to such Collateral; provided that if there is a required filing of a continuation statement or other instrument (other than relating to mortgages, deeds of trust and similar Security Documents) within such 12 month period and such continuation statement or other instrument is not effective if filed at the time of the delivery of such Officers’ Certificate, such Officers’ Certificate may so state and in that case Satmex shall cause a continuation statement or other instrument to be timely filed so as to their property maintain such Liens and liability insurance carrierssecurity interests securing Priority Lien Obligations and Junior Lien Obligations shall provide a further Officers’ Certificate to the effect of this clause (i) upon the filing of the relevant continuation statement or other instrument; or (ii) no such action is necessary to maintain such Liens or security interests.
Appears in 1 contract
Samples: Collateral Trust Agreement (Satelites Mexicanos Sa De Cv)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Pledgors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Company and each of the other Grantors Pledgors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of holders of Secured Obligations.
(c) Upon the incurrence by the Company or the other Pledgors of Asset Secured Parties; it being understood that none Debt, and in the event the Asset Collateral in respect of the Collateral Trustee or any such Asset Secured Debt Representative shall have a duty to so request. The Issuers consists of real property or tangible personal property other than Capital Stock, the Company and the other Grantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) Pledgors will maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Asset Lien Security Documents. Upon .
(d) All insurance policies required by Section 7.3(c) above will:
(1) provide that, with respect to third party liability insurance, the request holders of Asset Secured Obligations, as a class, shall be named as additional insureds, with a waiver of subrogation;
(2) name the Collateral Trustee, Trustee as a loss payee and additional insured;
(3) provide that (x) no cancellation or termination of such insurance and (y) no reduction in the Issuers and limits of liability of such insurance or other material change shall be effective until 30 days (10 days in the other Grantors will furnish case of failure to pay premium) after written notice is given by the insurers to the Collateral Trustee full information of such cancellation, termination, reduction or change;
(4) waive all claims for insurance premiums or commissions or additional premiums or assessments against the Asset Secured Parties; and
(5) waive any right of the insurers to setoff or counterclaim or to make any other deductions, whether by way of attachment or otherwise, as to their property and liability insurance carriersagainst the Asset Secured Parties.
Appears in 1 contract
Further Assurances; Insurance. The Issuers Company and each of the other Grantors will Guarantors shall do or cause to be done all acts and things that may be required, or and that any Controlling Representative the Collateral Agent from time to time may reasonably request, at the Company’s expense, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Secured PartiesHolders of the Notes, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issued)Collateral, in each case, as contemplated by, and with the Lien priority required under, this Indenture and the Secured Debt Notes, subject to the limitations set forth in the Security Documents. The Issuers Without limiting the foregoing, to the extent that any security interest in the Collateral securing the Notes cannot be perfected on or prior to the date of this Indenture, after the use of all commercially reasonable efforts, the Company and each of the Guarantors will cause all such security interests to be perfected (to the extent required by the Security Documents) no later than 75 days after the date of this Indenture. The Collateral Agent or any Second Lien Debt Representative at any time and from time to time and in addition to any other Grantors requirement of the Company and the Guarantors under this Indenture, the Company and each of the Guarantors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative may reasonably requestnecessary at the Company’s expense, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by this Indenture and the Secured Debt Documents Notes for the benefit of the Secured Parties; it being understood that none Holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so requestNotes. The Issuers Company and the other Grantors willPledgors shall:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance on all real property Collateral insuring the Collateral Agent’s Lien on that property, subject only to Permitted Prior Liens and other exceptions to title approved by the Collateral Agent; provided, that title insurance need only be maintained on any particular parcel of real property having a Fair Market Value of less than $3 million if and to the extent title insurance is maintained in respect of Liens in favor of First Lien Secured Parties and Second Lien Secured Parties on that property; and
(45) maintain such other insurance as may be required by the Security Documents. Upon the request of the Collateral Trustee, the Issuers The Company and the other Grantors Pledgors will furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers. Holders of Notes, as a class, will be named as additional insureds, with a waiver of subrogation, on all insurance policies of the Company and the other Pledgors and the Collateral Agent will be named as loss payee, with 30 days’ notice of cancellation or material change (or such shorter time as the Collateral Agent shall agree), on all property and casualty insurance policies of the Company and the other Pledgors. Neither the Company nor any of its Restricted Subsidiaries may take or omit to take any action which action or omission would reasonably be expected to have the result of materially adversely affecting or impairing the Lien held by the Collateral Agent for the benefit of the Holders of Notes, other than as expressly contemplated by this Indenture and the Security Documents.
Appears in 1 contract
Samples: Indenture (WHX Corp)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured PartiesDebt Representatives and holders of Secured Obligations, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers ; provided that the Company and the Guarantors shall not be required to provide, and the Collateral Trustee shall not request, any additional mortgages in respect of any real property described in the definition of Collateral which has a Fair Market Value of less than $5.0 million.
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Company and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations.
(c) The Issuers Company and the other Grantors Guarantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorismcoverage, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Company and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
(e) All insurance policies required by Sections 7.3(c) (except for the insurance described in 7.3(c)(3)) above will:
(1) provide that, with respect to third party liability insurance, the Secured Debt Representatives and holders of Secured Obligations, as a class, shall be named as additional insureds; and
(2) name the Collateral Trustee as an additional insured and loss payee as its interests may appear.
(f) Upon the request of the Collateral Trustee, the Company and the Guarantors will permit the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice during regular business hours, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers; provided, however, than in the absence of a Parity Lien Event of Default such visits shall be limited to twice per year. The Company and the Guarantors shall, at any reasonable time and from time to time upon reasonable prior notice during regular business hours, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of the Company and the Guarantors and their respective Subsidiaries, all at the Company’s expense.
Appears in 1 contract
Samples: Collateral Trust Agreement (Terremark Worldwide Inc.)
Further Assurances; Insurance. The Issuers and each of the other Grantors will (a) Midwest shall do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral, including after-acquired Collateral (including, subject to the Agreed Security Principles, and any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document become Collateral pursuant to become, Collateral the definition thereof after the Notes are issued), in each case, subject to such exceptions as may be contemplated by, and with the Lien priority required under, by the Secured Debt Documents. The Issuers and each .
(b) Upon the reasonable request of the other Grantors will Collateral Trustee or any Secured Debt Representative at any time and from time to time, Midwest shall promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers and the other Grantors willDocuments.
(c) Midwest shall:
(1) keep their its properties adequately insured at all times by financially sound and reputable insurersinsurance companies, which, in the case of any insurance on any mortgaged property, are licensed to do business in the states where the applicable mortgaged property is located;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by themit;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance on all real property Collateral insuring the Collateral Trustee's Lien on that property, subject only to liens ranking senior in priority that are permitted by each of the Secured Debt Documents and other exceptions to title approved by the Collateral Trustee; provided that title insurance need only be maintained on any particular parcel of real property having a Fair Market Value of less than $1.0 million if and to the extent title insurance is maintained in respect of Priority Liens on that property; and
(45) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers and the other Grantors will Midwest shall furnish to the Collateral Trustee full information as to their its property and liability insurance carriers. Holders of Secured Obligations, as a class, shall be named as additional insureds on all liability insurance policies of Midwest and the Collateral Trustee shall be named as loss payee on all property and casualty insurance policies of Midwest (other than those maintained with respect to the Powerton Leased Facility and the Joliet Leased Facility to the extent required by the Powerton/Joliet Lease Documents).
(e) All insurance policies required by clauses (1), (2), (3) and (5) of Section 10.05(c) shall:
(1) provide that, with respect to third party liability insurance, the Secured Parties shall be named as additional insureds;
(2) name the Collateral Trustee as a loss payee;
(3) provide that (x) no cancellation or termination of such insurance and (y) no reduction in the limits of liability of such insurance shall be effective until 30 days after written notice is given by the insurers to the Collateral Trustee of such cancellation, termination, reduction or change;
(4) waive all claims for insurance premiums or commissions or additional premiums or assessments against the Secured Parties; and
(5) waive any right of the insurers to setoff or counterclaim or to make any other deductions, whether by way of attachment or otherwise, as against the Secured Parties.
(f) Upon the request of the Collateral Trustee, Midwest shall permit the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice, to visit its offices and sites and inspect any of the Collateral and to discuss maters relating to the Collateral with their respective officers and independent public accountants. Midwest shall, at any reasonable time and from time to time upon reasonable prior notice, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of Midwest and its Subsidiaries; provided that by virtue of this Section 10.05(f) Midwest shall not be deemed to have waived any right to confidential treatment of the information obtained, subject to the provisions of applicable law or court order.
Appears in 1 contract
Samples: Indenture (Midwest Generation LLC)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure ensure and confirm that the Collateral Trustee holds, for the benefit of the Secured Partiesholders of Permitted Fixed Asset Obligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document Permitted Fixed Asset Documents to become, Collateral after the Notes notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Permitted Fixed Asset Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or at any time and from time to time, the Company and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Permitted Fixed Asset Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Permitted Fixed Asset Obligations.
(c) The Issuers Company and the other Grantors Guarantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses business operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance on all real property Collateral insuring the Collateral Trustee’s Lien on that property (with regard to all such Collateral located in the United States, and only to the extent customary in any other jurisdiction), subject only to Permitted Liens and other exceptions to title approved by the Collateral Trustee; provided that title insurance need only be maintained on any particular parcel of real property having a fair market value of less than $1.0 million if and to the extent title insurance is maintained in respect of Permitted ABL Liens on that property; and
(45) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Company and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers. Holders of Permitted Fixed Asset Obligations, as a class, will be named as additional insureds, with a waiver of subrogation, on all insurance policies of the Company and the Guarantors and the Collateral Trustee and the ABL Agent will be named as loss payee, with 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of the Company and the Guarantors.
Appears in 1 contract
Further Assurances; Insurance. The Issuers Issuer and each of the other Grantors will do or shall cause to be done all acts and things that may be required, or that any the Controlling Representative or the Priority Lien Collateral Trustee from time to time may reasonably request, to assure and confirm that the Priority Lien Collateral Trustee holds, for the benefit of the Notes Priority Collateral Secured Parties, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Notes Priority Collateral Secured Debt Document to become, Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Notes Priority Collateral Secured Debt Documents. The Issuers Subject to the Intercreditor Agreements and the Collateral Trust Agreement, the Issuer and each of the other Grantors will shall promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any the Controlling Representative or the Priority Lien Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Notes Priority Collateral Secured Debt Documents for the benefit of the Notes Priority Collateral Secured Parties; it being understood that none of the Priority Lien Collateral Trustee Trustee, the Controlling Representative or any Notes Priority Collateral Secured Debt Representative shall have a duty or obligation to so request. The Issuers Issuer and the other Grantors willshall:
(1a) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2b) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3c) maintain such other insurance as may be required by law; and
(4d) maintain such other insurance as may be required by the Security Documents. Upon the request of the Priority Lien Collateral Trustee, the Issuers Issuer and the other Grantors will shall furnish to the Priority Lien Collateral Trustee full information as to their property and liability insurance carriers.
Appears in 1 contract
Further Assurances; Insurance. (a) The Issuers Borrower and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Pari Passu Lien Secured Parties, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Pari Passu Lien Document to become, Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Pari Passu Lien Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or any Pari Passu Lien Representative at any time and from time to time, the Borrower and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Pari Passu Lien Documents for the benefit of the Pari Passu Lien Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. .
(c) The Issuers Borrower and the other Grantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) Guarantors will maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Pari Passu Lien Security Documents. , naming the Collateral Trustee as an additional insured and loss payee.
(d) Upon the request of the Collateral TrusteeTrustee , the Issuers Borrower and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
(e) The Borrower and the Guarantors will use commercially reasonable efforts to cause all insurance policies required by Section 7.3(c) above to provide for not less than ten (10) days’ prior notice to the Collateral Trustee of termination, lapse or cancellation of such insurance.
(f) Upon the request of the Collateral Trustee , the Borrower and the Guarantors will permit the Collateral Trustee, any Pari Passu Lien Representative or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers and independent public accountants. The Borrower and the Guarantors shall, at any reasonable time and from time to time upon reasonable prior notice, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of the Borrower and the Guarantors and their Subsidiaries, all at the Borrower’s expense.
Appears in 1 contract
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Guarantors will use commercially reasonable efforts to perfect on the date hereof the security interests in the Collateral for the benefit of the Holders of Notes, but to the extent any such security interest cannot be perfected by such date, the Company and the Guarantors shall have all security interests perfected, to the extent required by the Security Documents, promptly following the date hereof, but in any event shall do, or cause to be done, all such acts and things as may be necessary or proper to have all such security interests perfected no later than 30 days after the date hereof. The Company and each of the Guarantors will deliver an Officers’ Certificate to the Trustee and the Collateral Trustee confirming that all of the security interests have been perfected, not later than 30 days after the date hereof.
(b) The Company and each of the Guarantors shall do or cause to be done all acts and things that may be reasonably required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured Partiesholders of Shared Lien Obligations, duly created and enforceable and perfected Liens upon the Collateral (includingincluding any real, subject to the Agreed Security Principles, any personal or mixed property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated if and to the extent required by, and with the Lien priority required under, the Secured Debt Shared Lien Documents. The Issuers .
(c) Upon the reasonable request of the Collateral Trustee or any Shared Lien Representative at any time and from time to time, the Company and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Shared Lien Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Shared Lien Obligations.
(d) The Issuers Company and the other Grantors willGuarantors shall:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorismcoverage, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance on all real property Collateral (if any) insuring the Collateral Trustee’s Lien on such Collateral, subject only to Permitted Liens, except as may be otherwise permitted by the Security Documents; and
(45) maintain such other insurance as may be required by the Security Documents. Upon the request of the Collateral Trustee, the Issuers .
(e) The Company and the other Grantors Guarantors will furnish to the Collateral Trustee full information an insurance certificate as to their property and liability insurance carriers. The Company will be required to provide at least 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of the Company and the Guarantors. The Collateral Trustee will be named as an additional insured, or will be named as loss payee as its interests may appear, on all insurance policies of the Company and the Guarantors.
Appears in 1 contract
Samples: Indenture (Viasystems Inc)
Further Assurances; Insurance. (a) The Issuers Issuer and each of the other Grantors will Guarantors shall do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Agent from time to time may reasonably request, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Secured Partiesholders of Discount Note Obligations, duly created and enforceable and perfected Discount Note Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets constituting Collateral that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Discount Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Discount Note Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Agent at any time and from time to time, the Issuer and each of the other Grantors will Guarantors shall promptly execute, acknowledge and deliver such Security Documents, instrumentssecurity documents, certificates, notices and other documents, and (subject to the provisions of the Intercreditor Agreement) take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Agent may reasonably request, to create, perfect, protect, assure or enforce the Discount Note Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Discount Note Documents for the benefit of the Secured Parties; it being understood that none holders of Discount Note Obligations.
(c) The Issuer and the Guarantors will maintain adequate insurance policies and will upon written request provide the Collateral Agent with evidence of such insurance coverage for public liability, property damage, product liability and business interruption with respect to their businesses and properties against loss or damage (a) of the Collateral Trustee kinds customarily carried or any Secured Debt Representative shall have a duty to so request. The Issuers and the other Grantors will:
(1) keep their properties adequately insured at all times maintained by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts corporations of terrorism, as is customary with companies established reputation engaged in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
and (3b) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. Collateral Agreements.
(d) Upon the request of the Collateral TrusteeAgent, the Issuers Issuer and the other Grantors will Guarantors shall furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers. The Collateral Agent, for the benefit of the Holders of Discount Note Obligations, as a class, will be named as an additional insured, with a waiver of subrogation, on all insurance policies of the Issuer and the Guarantors, and the Collateral Agent will be named as loss payee, with 10 days’ notice of cancellation or material change, on all property and casualty insurance policies of the Issuer and the Guarantors.
Appears in 1 contract
Further Assurances; Insurance. The Issuers Company and each of the other Grantors will Guarantors shall do or cause to be done all acts and things that may be required, or and that any Controlling Representative the Collateral Agent from time to time may reasonably request, at the Company’s expense, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Secured PartiesHolders of the Notes, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issued)Collateral, in each case, as contemplated by, and with the Lien priority required under, this Indenture and the Secured Debt Notes, subject to the limitations set forth in the Security Documents. The Issuers Without limiting the foregoing, to the extent that any security interest in the Collateral securing the Notes cannot be perfected on or prior to October 15, 2010, after the use of all commercially reasonable efforts, the Company and each of the Guarantors will cause all such security interests to be perfected (to the extent required by the Security Documents) no later than 75 days after October 15, 2010. The Collateral Agent or any Second Lien Debt Representative at any time and from time to time and in addition to any other Grantors requirement of the Company and the Guarantors under this Indenture, the Company and each of the Guarantors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative may reasonably requestnecessary at the Company’s expense, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by this Indenture and the Secured Debt Documents Notes for the benefit of the Secured Parties; it being understood that none Holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so requestNotes. The Issuers Company and the other Grantors willPledgors shall:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance on all real property Collateral insuring the Collateral Agent’s Lien on that property, subject only to Permitted Prior Liens and other exceptions to title approved by the Collateral Agent; provided, that title insurance need only be maintained on any particular parcel of real property having a Fair Market Value of less than $3 million if and to the extent title insurance is maintained in respect of Liens in favor of First Lien Secured Parties and Second Lien Secured Parties on that property; and
(45) maintain such other insurance as may be required by the Security Documents. Upon the request of the Collateral Trustee, the Issuers The Company and the other Grantors Pledgors will furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers. Holders of Notes, as a class, will be named as additional insureds, with a waiver of subrogation, on all insurance policies of the Company and the other Pledgors and the Collateral Agent will be named as loss payee, with 30 days’ notice of cancellation or material change (or such shorter time as the Collateral Agent shall agree), on all property and casualty insurance policies of the Company and the other Pledgors. Neither the Company nor any of its Restricted Subsidiaries may take or omit to take any action which action or omission would reasonably be expected to have the result of materially adversely affecting or impairing the Lien held by the Collateral Agent for the benefit of the Holders of Notes, other than as expressly contemplated by this Indenture and the Security Documents.
Appears in 1 contract
Samples: Indenture (Handy & Harman Ltd.)
Further Assurances; Insurance. (a) The Issuers Issuer and each of the other Grantors will Guarantors shall do or cause to be done all acts and things that may be required, required or that any Controlling Representative from time to time may reasonably requestdesirable under applicable law, to assure and confirm that the Collateral Trustee collateral trustee holds, for the benefit of the Secured Partiesholders of Fixed Asset Debt Obligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Fixed Asset Debt Documents. The Issuers Issuer and each of the other Grantors will Guarantors shall promptly (but with respect to the Liens created or purported to be created in favor of the collateral trustee on the date of this Indenture, within 30 days after the date hereof) execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as may be necessary or desirable under applicable law as shall be reasonably required, or that any Controlling Representative may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Fixed Asset Debt Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Fixed Asset Debt Representative shall have a duty to so request. Obligations.
(b) The Issuers Issuer and the other Grantors Guarantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such self-insurance deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by applicable law;
(4) obtain title insurance, in the form delivered to the collateral trustee on or prior to the date of this Indenture, on all existing real property Collateral, and with respect to real property Collateral acquired after the date of this Indenture, obtain title insurance in form and substance comparable to the title insurance policies in effect on the date of this Indenture, on all such after acquired real property Collateral insuring the collateral trustee’s Lien on that property, subject only to Permitted Liens; provided that title insurance need not be obtained on any particular parcel of real property having a Fair Market Value of less than $10.0 million; and
(45) maintain such other insurance as may be required by the Security Documents. Upon the request of the Collateral Trustee, the Issuers security documents.
(c) The Issuer and the other Grantors will Guarantors shall furnish to the Collateral Trustee collateral trustee annually within 10 days after each anniversary of the date hereof full information as to the identities of their property property, casualty and liability insurance carriers; provided that the collateral trustee shall have no obligation or responsibility to monitor such insurance carriers. Holders of Fixed Asset Debt Obligations, as a class, shall be named as additional insureds, with a waiver of subrogation, on all such liability insurance policies of the Issuer and the Guarantors and the collateral trustee shall be named as loss payee, with 30 days’ notice of cancellation or material change, on all such property and casualty insurance policies of the Issuer and the Guarantors.
(d) The Issuer and the Company shall use all commercially reasonable efforts to provide a fully perfected mortgage on the real estate and equipment owned by the Company or any of its Subsidiaries constituting the paper mill located in Iroquois Falls, Ontario as soon as reasonably practicable after the date of this Indenture.
(e) Pursuant to this Indenture and the security documents, the Issuer and the Guarantors shall grant to the collateral trustee a fully perfected lien on all after acquired: (i) material real property, (ii) intellectual property and (iii) equipment (other than vehicles), as well as other after acquired property of the same category as the Collateral in place on the date of this Indenture; provided the Issuer’s and the Guarantor’s agreement to provide such future fully perfected liens will not apply to any real property in which the Issuer and/or the Guarantors have rights as of the date of this Indenture, but which is not then subject to a lien in favor of the collateral trustee (other than the paper mill located in Iroquois Falls, Ontario pursuant to Section 12.07(d) hereof).
Appears in 1 contract
Samples: Indenture (AbitibiBowater Inc.)
Further Assurances; Insurance. The Issuers (a) Stream and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, Stream and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; Obligations (it being understood expressly agreed that none of the Collateral Trustee has no responsibility to monitor, protect or perfect any Secured Debt Representative shall have a duty to so request. The Issuers such Liens or benefits).
(c) Stream and the other Grantors Guarantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the reasonable request of the Collateral Trustee, the Issuers Stream and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
(e) All insurance policies required by Section 7.3(c) (except for the insurance described in 7.3(c)(3)) above will: COLLATERAL TRUST AGREEMENT
(1) provide that, with respect to third party liability insurance, the Collateral Trustee, for the benefit of the holders of Secured Obligations, shall be named as additional insured;
(2) name the Collateral Trustee, for the benefit of the holders of Secured Obligations, as a loss payee as its interests may appear and additional insured; and
(3) provide that no cancellation or termination of such insurance shall be effective until 30 days after written notice is given by the insurers to the Collateral Trustee of such cancellation, termination or change.
(f) Upon the reasonable request of the Collateral Trustee, Stream and the Guarantors will permit the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice during regular business hours, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers. Stream and the Guarantors shall, at any reasonable time and from time to time upon reasonable prior notice during regular business hours, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of Stream and the Guarantors and their respective Subsidiaries, all at Stream’s expense.
Appears in 1 contract
Samples: Collateral Trust Agreement (Stream Global Services, Inc.)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Guarantor will do or cause to be done all acts and things that may be reasonably required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Company and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations.
(c) The Issuers Company and the other Grantors willGuarantors are required to:
(1i) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2ii) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorismcoverage, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3iii) maintain such other insurance as may be required by law; and
(4iv) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Company and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers. Holders of Secured Obligations, as a class, will be named as additional insureds on all insurance policies of the Company and the Guarantors, and the Collateral Trustee will be named as loss payee as its interests may appear, with 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of the Company and the Guarantors.
(e) Upon reasonable request by the Collateral Trustee, the Company shall, within a reasonable amount of time after receipt of such request, use their commercially reasonable efforts (i) to correct any material defect or error that may be discovered in the execution, acknowledgment, filing or recordation of any document or instrument relating to any Collateral, and (ii) do, execute, acknowledge, deliver, record, re-record, file, re-file, register and re-register any and all such further acts, deeds, certificates, assurances and other instruments as the Collateral Trustee may reasonably require from time to time in order to carry out more effectively the purposes of the Security Documents.
(f) Without limiting any other provision in this Section 4.16 or in any Security Document, if the Company or any Guarantor acquires or otherwise obtains any property or assets (other than Excluded Assets and other than owned real property, which is the subject of clause (g) below) with a Fair Market Value, individually or in the aggregate, in excess of $2.0 million, which are not subject to a perfected Lien in favor of the Collateral Trustee on behalf of the holders of Secured Obligations, then the Company or the applicable Guarantor shall deliver to the Collateral Trustee all applicable documentation, and shall take all other actions as necessary or advisable to grant a perfected Lien in favor of the Collateral Trustee on behalf of the holders of Secured Obligations on such property or assets, in each case at the expense of the Company or such Guarantor and within 30 days after acquiring or otherwise obtaining such property or assets.
(g) Without limiting any other provision in this Section 4.16 or in any Security Document, if the Company or any Guarantor acquires or otherwise obtains any owned real property (other than Excluded Assets) (“New Mortgaged Property”), the Collateral Trustee shall have received within thirty (30) days of the acquisition of such New Mortgaged Property, (i) a counterpart of a Mortgage to be entered into with respect to such New Mortgaged Property duly executed by the record owner or lessee, as applicable, of such New Mortgaged Property and suitable for recording or filing, together with evidence that the same has been delivered for recording in all recording offices necessary to create a perfected first Lien on such New Mortgaged Property and that all recording fees, mortgage taxes and other fees necessary to properly record such Mortgage have been paid, (ii) an ALTA lender’s title insurance policy or an unconditional commitment therefor, fully paid by the Company or such Guarantor, issued by First American Title Insurance Company (or such other title insurance company as shall be reasonably acceptable to the Collateral Trustee), with extended coverage, in a coverage amount reasonably acceptable to the Collateral Trustee but in no event greater than 110% of the appraised value of the New Mortgaged Property and insuring the Lien of the Mortgage with respect to such New Mortgaged Property as a valid first Lien thereon, free of any other Liens except Permitted Liens, together with such customary endorsements thereto (including, without limitation, a zoning endorsement, where available, or in any case where a zoning endorsement is not available, a zoning report from the Planning and Zoning Resource Corp., in form and substance reasonably acceptable to the Collateral Trustee), coinsurance and reinsurance as the Collateral Trustee may reasonably request, (iii) in the case of any such New Mortgaged Property that is owned by the Company or such Guarantor (as opposed to any such New Mortgaged Property that is leased by the Company or such Guarantor), a survey of such New Mortgaged Property which, together with any affidavits required by the title insurance company to be executed by the owner of such New Mortgaged Property, permit the title insurance company to issue the title insurance policy referenced in the foregoing clause (ii) with full coverage over survey matters and all survey-related endorsements (to the extent available in the applicable jurisdiction), (iv) evidence reasonably acceptable to the Collateral Trustee as to whether such New Mortgaged Property is located in an area designated by the Federal Emergency Management Agency as having special flood hazards, and, if so, evidence of the flood insurance required by the terms of the Mortgage with respect to such New Mortgaged Property, (v) if required by the Collateral Trustee, a Uniform Commercial Code fixture financing statement covering the fixtures located at such New Mortgaged Property, in form and substance reasonably acceptable to the Collateral Trustee, (vi) an opinion of local counsel for the Company in the jurisdiction in which such New Mortgaged Property is located with respect to the enforceability of the applicable Mortgage and such other matters as the Collateral Trustee shall reasonably request, in form and substance reasonably acceptable to the Collateral Trustee, and (vii) such other documents and other items, including, but not limited to, any consents, agreements and confirmations of third parties, as the Collateral Trustee may reasonably request with respect to any such New Mortgaged Property; provided, however, that notwithstanding the above, in respect of any New Mortgaged Property that is leasehold real property, the Company and the Guarantors shall not be required to deliver such Mortgages and other documentation and materials if consent to the applicable mortgage or deed of trust is required under the lease of such leasehold property and the Company and the Guarantors have been unable to obtain such consent after using commercially reasonable efforts to do so. At the Trustee’s request, the Company shall deliver to the Trustee an Officer’s Certificate stating that any or all of the requirements or conditions of this Section 4.16(g) have been met prior to the Trustee taking any action with respect to any such New Mortgaged Property.
Appears in 1 contract
Samples: Indenture (Acco Brands Corp)
Further Assurances; Insurance. The Issuers (a) Parent and the Company will, and the Company will cause each of the other Grantors will Subsidiary Guarantor to, do or cause to be done all acts and things that which may be required, or that any Controlling Representative which the Collateral Agent from time to time may reasonably request, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Secured Partiesholders of Note Obligations, duly created and created, enforceable and perfected Liens security interests upon the Collateral (includingall Collateral, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), subject only to Priority Liens and other Permitted Prior Liens, in each case, as contemplated byby the Note Documents.
(b) Upon the reasonable request of the Collateral Agent, at any time or from time to time, Parent and the Company will, and with the Lien priority required underCompany will cause each Guarantor to, the Secured Debt Documents. The Issuers and each of the other Grantors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions actions, as shall may reasonably be reasonably required, or that any Controlling Representative which the Collateral Agent may reasonably request, to create, perfect, ensure the priority of, protect, assure or enforce the Liens security interests and benefits intended to be conferredconferred upon the Collateral Agent and the holders of the Note Obligations by such Guarantor as contemplated by the Note Documents.
(c) If the Company or any of the Subsidiary Guarantors at any time acquires (or, in the case of any Restricted Subsidiary that becomes a Subsidiary Guarantor pursuant to clause (ii) of the definition of Domestic Subsidiary, acquires or holds) any real property (other than any Excluded Asset) that is not covered by the mortgages in favor of the Collateral Agent that are executed in connection with the issuance of the Notes, then within 45 days following such acquisition, or the date a Restricted Subsidiary becomes a Subsidiary Guarantor pursuant to clause (ii) of the definition of Domestic Subsidiary, the Company or such Subsidiary Guarantor will execute, deliver and record an additional mortgage or a supplement to such mortgages, reasonably satisfactory in form and substance to the Collateral Agent, subjecting such real property to the Lien created by such mortgages or, if an additional mortgage, creating a Lien in favor of the Collateral Agent to secure the Note Obligations. The Company will, or will cause such Subsidiary Guarantor to, obtain an appropriate title policy or endorsement or supplement to the title policy insuring the Collateral Agent’s Liens in such additional or existing interests in real property, subject only to exceptions to title approved by the Collateral Agent and other Permitted Liens (subject, in each case as contemplated by of priority over the Secured Debt Documents for Note Liens, only to Permitted Prior Liens); provided, that no such additional title policy or endorsement or supplement to the benefit title policy will be required in respect of the Secured Parties; it being understood that none any additional or existing real property having an aggregate Fair Market Value of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers less than $1.0 million.
(d) Parent and the other Grantors Company will, and the Company will cause the Subsidiary Guarantors to:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be is otherwise required by the Security Documents. .
(e) Upon the request of the Collateral TrusteeAgent, the Issuers Parent and the other Grantors Company will, and the Company will cause the Subsidiary Guarantors to, furnish to the Collateral Trustee Agent full information as to their property and liability insurers. Holders of Note Obligations, as a class, will be named as additional insureds (as a second priority lienholder) on all liability insurance carrierspolicies of the Company and the Guarantors and the Collateral Agent will be named as loss payee (as a second-priority lienholder) on all property and casualty insurance policies of the Company and the Subsidiary Guarantors.
(f) Upon the request of the Collateral Agent, the Company and the Guarantors will permit the Collateral Agent to visit and inspect any of the Collateral and examine and, at the Company’s expense, make abstracts from any of its books and records relating to any of the Collateral at any reasonable time and as often as may reasonably be requested.
Appears in 1 contract
Further Assurances; Insurance. (a) The Issuers Company and each of Subsidiary Guarantor will take such further actions with respect to the other Grantors will do or cause Collateral, and execute and/or deliver to be done all acts the Collateral Trustee and/or file such additional mortgages, financing statements, amendments, assignments, agreements, supplements, powers and things that instruments, as may be required, or that any Controlling Representative required from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured Parties, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers and each of the other Grantors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers and the other Grantors willorder to:
(1) create, perfect, preserve and protect the security interest in the Collateral and the rights and interests of the Collateral Trustee under the Security Documents;
(2) carry into effect the purposes of the Security Documents or better to assure and confirm the validity, enforceability and priority of the Collateral Trustee’s security interest in the Collateral as provided in the Security Documents;
(3) permit the Collateral Trustee to exercise and enforce its rights, powers and remedies hereunder with respect to any Collateral in accordance with the Security Documents, including the filing of financing statements, continuation statements and other documents under the UCC (or other similar laws) in effect in any jurisdiction with respect to the security interest created in the Collateral (provided, however, that it shall be the Company’s obligation to make all such filings) and, to the extent required by the Security Documents, the execution and delivery of Control Agreements; and
(4) perfect, continue and maintain the validity, enforceability and priority of the security interest in the Collateral as provided herein and to preserve the other rights and interests granted to the Collateral Trustee hereunder, as against third parties, with respect to the Collateral.
(b) Upon the exercise by the Trustee or any Holder of any power, right, privilege or remedy under this Indenture, or any of the Security Documents which requires any consent, approval, recording, qualification or authorization of any governmental authority, the Company will execute and deliver all applications, certifications, instruments and other documents and papers that may be required from the Company for such governmental consent, approval, recording, qualification or authorization.
(c) the Company and each Subsidiary Guarantor will keep their respective properties adequately insured at all times by financially sound and reputable insurers;
insurers (2) including title insurance), maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire liability and other risks insured against by extended coverage and coverage for acts of terrorism, insurance as is customary with for companies in the same or similar businesses business operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) locations and maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. Upon the request of the Collateral Trusteerequest, the Issuers Company and the other Grantors Subsidiary Guarantors will furnish to the Collateral Trustee full information as to their property insurance carriers and liability insurance carrierspolicies.
Appears in 1 contract
Samples: Indenture (HC2 Holdings, Inc.)
Further Assurances; Insurance. (a) The Issuers Issuer and each of the other Grantors will do or cause take such further actions with respect to the Collateral, and execute and/or deliver to the Collateral Trustee and file such additional mortgages, financing statements, amendments, assignments, agreements, supplements, powers and instruments, as may reasonably be done all acts and things that may be required, or that any Controlling Representative required from time to time may reasonably requestin order to:
(1) create, perfect, preserve and protect the security interest in the Collateral and the rights and interests of the Collateral Trustee under the Security Documents;
(2) carry into effect the purposes of the Security Documents or better to assure and confirm that the validity, enforceability and priority of the Collateral Trustee's security interest in the Collateral;
(3) permit the Collateral Trustee holdsto exercise and enforce its rights, for powers and remedies hereunder with respect to any Collateral, including the benefit filing of financing statements, continuation statements and other documents under the UCC (or other similar laws) in effect in any jurisdiction with respect to the security interest created in the Collateral and the execution and delivery of Control Agreements (as defined in the Pledge and Security Agreement); and
(4) perfect, continue and maintain the validity, enforceability and priority of the Secured Parties, duly created and enforceable and perfected Liens upon security interest in the Collateral (including, subject as provided herein and to preserve the other rights and interests granted to the Agreed Security Principles, any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issued), in each caseTrustee hereunder, as contemplated byagainst third parties, with respect to the Collateral.
(b) Upon the request of the Collateral Trustee or any Authorized Representative at any time and with the Lien priority required underfrom time to time, the Secured Debt Documents. The Issuers Issuer and each of the other Grantors will promptly execute, acknowledge and acknowledge, deliver and/or file such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Security Documents for the benefit of the Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. .
(c) The Issuers Issuer and the other Grantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with for companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Issuer and the other Grantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
(e) All insurance policies required by Section 7.3(c) (except for the insurance described in Section 7.3(c)(3)) above will:
(1) provide that, with respect to third party liability insurance, the Collateral Trustee shall be named as additional insured, with a waiver of subrogation;
(2) name the Collateral Trustee as a loss payee and additional insured;
(3) provide that (x) no cancellation or termination of such insurance and (y) no reduction in the limits of liability of such insurance or other material change shall be effective until 30 days after written notice is given by the insurers to the Collateral Trustee of such cancellation, termination, reduction or change;
(4) waive all claims for insurance premiums or commissions or additional premiums or assessments against the Secured Parties; and
(5) waive any right of the insurers to setoff or counterclaim or to make any other deductions, whether by way of attachment or otherwise, as against the Secured Parties. With respect to the foregoing clauses 3, 4, and 5, the Issuer and the other Grantors, as applicable, will use their commercially reasonable efforts to ensure that such insurance policies comply with this Section 7.3(e).
(f) Upon the request of the Collateral Trustee, the Issuer and the other Grantors will permit the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers and independent public accountants. The Issuer and the other Grantors shall, at any reasonable time and from time to time upon reasonable prior notice, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of the Issuer and the other Grantors and their Subsidiaries, all at the Issuer’s expense.
Appears in 1 contract
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Guarantor will do or cause to be done all acts and things that may be requiredrequired (including, without limitation, the filing of all financing statements and continuations thereof), or that any Controlling Representative the Collateral Trustee from time to time may reasonably requestrequest in accordance with the requirements of the Security Documents, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Company and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferredconferred (other than with respect to any Collateral the security interest in which is not required to be perfected under the Security Documents), in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations.
(c) The Issuers Company and the other Grantors willGuarantors are required to:
(1i) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2ii) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorismcoverage, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3iii) maintain such other insurance as may be required by law; and
(4iv) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Company and the other Grantors Guarantors will furnish to the Collateral Trustee full information certificates of insurance as to their property and liability insurance carrierscarriers on the Collateral. The Collateral Trustee will be named as an additional insured on all property and casualty insurance policies of the Company and the Guarantors in respect of the Collateral, and the Collateral Trustee will be named as loss payee as its interests may appear, with 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of the Company and the Guarantors.
(e) Upon reasonable request by the Collateral Trustee, the Company shall, within a reasonable amount of time after receipt of such request, use their commercially reasonable efforts to correct any material defect or error that may be discovered in the execution, acknowledgment, filing or recordation of any document or instrument relating to any Collateral.
(f) Without limiting any other provision in this Section 4.15 or in any Security Document, if the Company or any Guarantor acquires or otherwise obtains any owned real property (other than Excluded Assets) after the Issue Date or determines that any existing owned real property is not an Excluded Asset (“New Mortgaged Property”), the Company shall deliver or cause to be delivered to the Collateral Trustee within ninety (90) days of the acquisition of such New Mortgaged Property or of such determination with respect to existing owned real property, (i) a counterpart of a Mortgage to be entered into with respect to such New Mortgaged Property duly executed and acknowledged by the record owner of such New Mortgaged Property and suitable for recording or filing, together with evidence that the same has been delivered for recording in all recording offices necessary to create a perfected first Lien on such New Mortgaged Property and that all recording fees, mortgage taxes and other fees necessary to properly record such Mortgage have been paid; provided, however, that the Collateral Trustee’s right to recover against any such New Mortgaged Property shall be limited to 110% of the Fair Market Value of such New Mortgaged Property, (ii) an ALTA lender’s title insurance policy or an unconditional commitment therefor, fully paid by the Company or such Guarantor, issued by First American Title Insurance Company (or such other title insurance company as shall be reasonably acceptable to the Collateral Trustee), with extended coverage, in a coverage amount as is customary for similarly situated properties of similar Fair Market Value in the same city, county and state as such New Mortgaged Property and insuring the Lien of the Mortgage with respect to such New Mortgaged Property as a valid first Lien thereon, free of any other Liens except Permitted Liens, together with such customary endorsements thereto (including, without limitation, a zoning endorsement, where available, or in any case where a zoning endorsement is not available, a zoning report from the Planning and Zoning Resource Corp., in form and substance reasonably acceptable to the Collateral Trustee), coinsurance and reinsurance as is customary for similarly situated properties of similar Fair Market Value in the same city, county and state as such New Mortgaged Property, (iii) an existing or new survey of such New Mortgaged Property which, together with any affidavits required by the title insurance company to be executed by the owner of such New Mortgaged Property, permit the title insurance company to issue the title insurance policy referenced in the foregoing clause (ii) with full coverage over survey matters and all survey-related endorsements (to the extent available in the applicable jurisdiction), (iv) if required, a Uniform Commercial Code fixture financing statement covering the fixtures located at such New Mortgaged Property, in form and substance reasonably acceptable to the Collateral Trustee, (v) an opinion of local counsel for the Company in the jurisdiction in which such New Mortgaged Property is located with respect to the due authorization, execution, delivery and enforceability of the applicable Mortgage and such other matters as the Collateral Trustee shall reasonably request, in form and substance reasonably acceptable to the Collateral Trustee, and (vi) such other documents and other items, including, but not limited to, any consents, agreements and confirmations of third parties, as the Collateral Trustee may reasonably request with respect to any such New Mortgaged Property. At the Trustee’s request the Company shall deliver to the Trustee an Officer’s Certificate stating that any or all of the requirements or conditions of this Section 4.15(f) have been met prior to the Trustee taking any action with respect to any such New Mortgaged Property. All such New Mortgaged Property shall be added to the Collateral and thereupon all provisions of the Indenture relating to the Collateral shall be deemed to relate to such New Mortgaged Property to the same extent and with the same force and effect.
Appears in 1 contract
Samples: Indenture (Office Depot Inc)
Further Assurances; Insurance. (a) The Issuers Borrower and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issued)Collateral, in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers , and subject to the limitations set forth in the Secured Debt Documents.
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Borrower and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; Obligations (it being understood expressly agreed that none of the Collateral Trustee has no responsibility to monitor, protect or perfect any Secured Debt Representative shall have a duty to so request. such Liens or benefits).
(c) The Issuers Borrower and the other Grantors Guarantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Borrower and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
(e) All insurance policies required by Sections 7.3(c) (except for the insurance described in 7.3(c)(3)) above will:
(1) provide that, with respect to third party liability insurance, the holders of Secured Obligations, as a class, shall be named as additional insureds, with a waiver of subrogation;
(2) name the Collateral Trustee as a loss payee and additional insured;
(3) provide that (x) no cancellation or termination of such insurance and (y) no reduction in the limits of liability of such insurance or other material change shall be effective until 30 days after written notice is given by the insurers to the Collateral Trustee of such cancellation, termination, reduction or material change;
(4) waive all claims for insurance premiums or commissions or additional premiums or assessments against the Secured Parties; and
(5) waive any right of the insurers to setoff or counterclaim or to make any other deductions, whether by way of attachment or otherwise, as against the Secured Parties.
(f) Upon the request of the Collateral Trustee, the Borrower and the other Guarantors will permit the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers and independent public accountants. The Borrower and the other Guarantors shall, at any reasonable time and from time to time upon reasonable prior notice, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of the Borrower and the other Guarantors and their Subsidiaries, all at the Borrower’s expense.
Appears in 1 contract
Samples: Collateral Trust Agreement
Further Assurances; Insurance. (a) The Issuers Borrower and each of the other Grantors Pledgors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property properly or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Borrower and each of the other Grantors Pledgors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations.
(c) The Issuers Borrower and the other Grantors Pledgors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or of death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance, in the form delivered to the Collateral Trustee on the date hereof on all existing real property Collateral and with respect to real property acquired after the date hereof, maintain title insurance in form and substance comparable to the title insurance policies on the date hereof, on all such after acquired real property Collateral insuring the Collateral Trustee’s Lien on that property, subject only to Permitted Liens and other exceptions to title approved by the Priority Lien Representative as long as there is Priority Lien Debt outstanding and thereafter, the Collateral Trustee; provided that title insurance need only be maintained on any particular parcel of real property having a Fair Market Value of less than $10.0 million if and to the extent title insurance is maintained in respect of Priority Liens on that property; and
(45) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers Borrower and the other Grantors Pledgors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers. Holders of Secured Obligations, as a class, will be named as additional insureds, with a waiver of subrogation, on all insurance policies of the Borrower and the other Pledgors and the Collateral Trustee will be named as a loss payee, with 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of the Borrower and the other Pledgors.
(e) All insurance policies required by Sections 8.3(c) (except for the insurance described in 8.3(c)(3)) above will:
(1) provide that, with respect to third party liability insurance, the holders of Secured Obligations, as a class, shall be named as additional insureds, with a waiver of subrogation;
(2) name the Collateral Trustee as a loss payee and additional insured;
(3) provide that (x) no cancellation or termination of such insurance and (y) no reduction in the limits of liability of such insurance or other material change shall be effective until 30 days after written notice is given by the insurers to the Collateral Trustee of such cancellation, termination, reduction or change;
(4) waive all claims for insurance premiums or commissions or additional premiums or assessments against the Secured Parties; and
(5) waive any right of the insurers to setoff or counterclaim or to make any other deductions, whether by way of attachment or otherwise, as against the Secured Parties.
Appears in 1 contract
Samples: Collateral Trust Agreement (NewPage Energy Services LLC)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Subsidiary Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Note Collateral Agent from time to time may reasonably request, request to assure and confirm that the Note Collateral Trustee Agent holds, for the benefit of the Secured Partiesholders of Note Lien Obligations, duly created and enforceable and (except with respect to Excluded Perfection Assets) perfected Note Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or (other than Excluded Perfection Assets) assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Note Lien Documents. The Issuers .
(b) Upon the reasonable request of the Note Collateral Agent or any Note Lien Representative at any time and from time to time, the Company and each of the other Grantors Subsidiary Guarantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Note Collateral Agent may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by by, and with the Secured Debt Lien priority and perfection required under, the Note Lien Documents for the benefit of the Secured Parties; it being understood that none holders of Note Lien Obligations.
(c) The Company and each of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers and the other Grantors Subsidiary Guarantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain insurers in such other insurance, to such extent amounts and against such risks (but including in any event public liability, product liability and with such deductibles, retentions and exclusions), including fire and other risks business interruption) as are usually insured against in the same general area by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating business and, in any event, insuring the same Collateral against loss by fire, explosion or similar locations, including public liability insurance against claims for personal injury theft or death or property damage occurring upon, in, about or in connection with other risks as may be required by the use of any properties owned, occupied or controlled by themNote Lien Security Documents;
(32) maintain such other insurance as may be required by law; and
(43) maintain such other title insurance as may be on real property Collateral to the extent required by the Note Lien Security Documents. Upon the request of the Collateral Trustee, the Issuers .
(d) The Company and the other Grantors Subsidiary Guarantors will furnish to the Note Collateral Trustee full Agent all information reasonably requested by it as to their property and liability insurance carriers; provided that the Note Collateral Agent shall have no obligation or responsibility to monitor such insurance carriers. The Company and the Subsidiary Guarantors will provide that the Note Collateral Agent, on behalf of holders of Note Lien Debt, be named as an additional insured and/or loss payee in respect of casualty insurance for Fixed Collateral property, with a waiver of subrogation, and 30 days’ notice of any cancellation of or material change to all insurance policies of the Company and the Subsidiary Guarantors required by the Note Lien Security Documents. Any payments received by the Note Collateral Agent in its capacity as additional insured and/or loss payee in respect of such insurance will be deposited by it into the Net Available Cash Account and may be applied by the Company and its Restricted Subsidiaries in accordance Section 4.10(a)(4) hereof.
Appears in 1 contract
Samples: Indenture (Del Laboratories Inc)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors will Guarantors shall do or cause to be done all acts and things that may be requirednecessary or desirable, or that any Controlling Representative the Collateral Agent, acting in accordance with the Intercreditor Agreement, from time to time may reasonably request, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Second Lien Secured Parties, duly created and enforceable and perfected Second Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Second Lien Documents. The Issuers .
(b) If necessary or desirable or upon the request of the Collateral Agent or any Second Lien Representative, acting in accordance with the Intercreditor Agreement, at any time and from time to time, the Company and each of the other Grantors will Guarantors shall promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, necessary or that any Controlling Representative may reasonably request, desirable to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Second Lien Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Second Lien Obligations.
(c) The Issuers Company and the other Grantors Guarantors will:
(1i) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2ii) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3iii) maintain such other insurance as may be required by law; and
(4iv) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral TrusteeAgent, the Issuers Company and the other Grantors will Guarantors shall furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers, certified as true and correct. Holders of Second Lien Obligations, as a class, shall be named as additional insureds, with a waiver of subrogation, on all insurance policies of the Company and the other Guarantors covering the Collateral and the Collateral Agent shall be named as loss payee, with 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of the Company and the other Guarantors covering the Collateral.
Appears in 1 contract
Samples: Indenture (Ion Geophysical Corp)
Further Assurances; Insurance. (a) The Issuers and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The .
(b) Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Issuers and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; Obligations (it being understood expressly agreed that none of the Collateral Trustee has no responsibility to monitor, protect or perfect any Secured Debt Representative shall have a duty to so request. such Liens or benefits).
(c) The Issuers and the other Grantors Guarantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorismcoverage, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. .
(d) Upon the request of the Collateral Trustee, the Issuers and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
(e) All insurance policies required by Section 7.3(c) (except for the insurance described in 7.3(c)(3)) above will:
(1) provide that, with respect to third party liability insurance, the holders of Secured Obligations, as a class, shall be named as additional insureds;
(2) name the Collateral Trustee as a loss payee as its interests may appear and additional insured; and
(3) provide that (x) no cancellation or termination of such insurance and (y) no material change shall be effective until 30 days after written notice is given by the insurers to the Collateral Trustee of such cancellation, termination or change.
(f) Upon the request of the Collateral Trustee, the Issuers and the Guarantors will permit the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice during regular business hours, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers. The Issuers and the Guarantors shall, at any reasonable time and from time to time upon reasonable prior notice during regular business hours, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of the Issuers and the Guarantors and their respective Subsidiaries, all at the Issuers’ expense.
Appears in 1 contract
Further Assurances; Insurance. (a) The Issuers and each of the other Grantors will Subsidiary Guarantors shall, at their sole expense, do or cause to be done all acts and things that reasonably requested by the Collateral Trustee which may be required, or that any Controlling Representative from time reasonably necessary to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured PartiesHolders and the Trustee, duly created and created, enforceable and perfected Note Liens upon and security interests in the Collateral (including, subject to the Agreed Security Principles, any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issued), in each case, as contemplated byby this Indenture and the Security Documents.
(b) The Subsidiary Guarantors shall, and with the Lien priority required underat their sole expense, the Secured Debt Documents. The Issuers and each of the other Grantors will promptly execute, acknowledge and deliver such documents and instruments and take all such further actions (including the filing and recording of Uniform Commercial Code financing statements, fixture filings, mortgages, deeds of trust and other documents), (i) that may be required under any applicable law or regulation to cause the Collateral Requirement to be and remain satisfied at all times or (ii) that the Trustee or Collateral Trustee may reasonably request for purposes of implementing or effectuating the provisions of this Indenture and the Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative may reasonably request, to create, perfect, protect, assure of more fully perfecting or enforce renewing the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood that none rights of the Collateral Trustee in the Collateral or any Secured Debt Representative shall have a duty to so request. ensuring the priority of the Note Liens, all at the expense of the Subsidiary Guarantors.
(c) The Issuers and the other Grantors Subsidiary Guarantors will:
(1) keep their properties the Collateral adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by themCollateral;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. Upon the request Each such policy of insurance shall (a) name the Collateral Trustee, on behalf of Holders, as an additional insured thereunder, (b) in the Issuers case of each casualty insurance policy, contain a loss payable clause or endorsement, reasonably satisfactory in form and substance to the Trustee, that names the Collateral Trustee, on behalf of Holders, as the loss payee thereunder and (c) provide for at least 30 days’ prior written notice to the Trustee of any cancellation of such policy.
(d) The Company will otherwise comply with the provisions of TIA §314(b).
(e) To the extent applicable, the Company will cause TIA §313(b), relating to reports, and TIA §314(d), relating to the release of property and the substitution therefore of any property to be pledged as Collateral for the Notes and the Note Guarantees thereof, to be complied with. Any certificate or opinion required by TIA §314(d) may be made by an Officer of the Company except in cases where TIA §314(d) requires that such certificate or opinion be made by an independent Person, which Person will be an independent engineer, appraiser or other Grantors will furnish expert selected or reasonably satisfactory to the Collateral Trustee full information Trustee. Notwithstanding anything to the contrary in this Section 11.03(e), the Company will not be required to comply with all or any portion of TIA §314(d) if it determines, in good faith based on advice of counsel, that under the terms of TIA §314(d) and/or any interpretation or guidance as to their property the meaning thereof of the SEC and liability insurance carriersits staff, including “no action” letters or exemptive orders, all or any portion of TIA §314(d) is inapplicable to one or a series of released Collateral.
Appears in 1 contract
Samples: Indenture (Sirius Xm Radio Inc.)
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors will Pledgors shall do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers and each ;
(b) Upon the reasonable request of the other Grantors will Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Company and the Pledgors shall promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Obligations;
(c) The Issuers Company and the other Grantors willPledgors shall:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such title insurance on all real property Collateral insuring the Collateral Trustee’s Lien on that property, subject only to Permitted Prior Liens and other insurance as may be required exceptions to title approved by the Security Documents. Collateral Trustee; and
(d) Upon the request of the Collateral Trustee, the Issuers Company and the each Guarantor (other Grantors will than Holdings) shall furnish to the Collateral Trustee full information as to their property and liability insurance carriers; holders of Secured Obligations, as a class, will be named as additional insureds, with a suspension of subrogation rights, on all insurance policies of the Company and the Pledgors and the Collateral Trustee will be named as loss payee, with 30 days’ (10 days’ for non-payment of premiums) notice of cancellation or material change, on all property and casualty insurance policies of the Company and the Pledgors.
Appears in 1 contract
Samples: Indenture (Ziff Davis Holdings Inc)
Further Assurances; Insurance. The Issuers (a) Company and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured Partiesholders of Parity Lien Obligations, duly created and enforceable and perfected Parity Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Parity Lien Document to become, Collateral after the Notes are issueddate hereof), in each case, as contemplated by, and with the Lien priority required under, the Secured Parity Lien Documents.
(b) Upon the reasonable request of the Collateral Trustee or any Parity Lien Debt Documents. The Issuers Representative at any time and from time to time, Company and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Parity Lien Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Parity Lien Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers Parity Lien Obligations.
(c) Company and the other Grantors Guarantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance on all real property Collateral insuring the Collateral Trustee’s Parity Lien on that property, subject only to Permitted Prior Liens and other exceptions to title approved by the Collateral Trustee; provided that title insurance need only be maintained on any particular parcel of real property having a Fair Market Value of less than $1.0 million; and
(45) maintain such other insurance as may be required by the Parity Lien Security Documents. Upon the request of the Collateral Trustee, the Issuers .
(d) Company and the other Grantors Guarantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers. Holders of Parity Lien Obligations, as a class, will be named as additional insureds, with a waiver of subrogation, on all insurance policies of Company and the Guarantors and the Collateral Trustee will be named as loss payee, with 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of Company and the Guarantors.
Appears in 1 contract
Further Assurances; Insurance. The Issuers and each (a) Each of the other Grantors Company and the Note Guarantors will do or cause to be done all acts and things that may be requirednecessary to, or that any Controlling Representative the Note Lien Collateral Agent from time to time may reasonably requestrequest to, to assure and confirm that the Note Lien Collateral Trustee Agent holds, for the benefit of the Secured Partiesholders of Note Lien Obligations, duly created and enforceable and perfected Note Liens upon the Note Lien Collateral (including, subject to other than such Note Lien Collateral in which a security interest cannot be perfected under the Agreed Security Principles, UCC as in effect at the relevant time in the relevant jurisdiction and including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Note Lien Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Note Lien Documents. .
(b) The Issuers Company and each of the other Grantors Note Guarantors will promptly within three Business Days following the Closing Date execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, that are necessary to (or that any Controlling Representative the Note Lien Collateral Agent or the Purchasers may reasonably request), to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by by, and with the Secured Debt Lien priority and perfection required under, the Note Lien Documents for the benefit of the Secured Parties; it being understood that none holders of Note Lien Obligations.
(c) Each of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers Company and the other Grantors Note Guarantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain insurers in such other insurance, to such extent amounts and against such risks (but including in any event public liability, product liability and with such deductibles, retentions and exclusions), including fire and other risks business interruption) as are usually insured against in the same general area by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;business; and
(32) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. Upon the request of the Collateral Trustee, the Issuers and the other Grantors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
Appears in 1 contract
Samples: Indenture (Thornburg Mortgage Inc)
Further Assurances; Insurance. The Issuers (a) IGN and each of the other Grantors Pledgors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured Partiesholders of First Lien Obligations, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt First Lien Documents. The Issuers .
(b) Upon the reasonable request of the Collateral Trustee or any First Lien Representative at any time and from time to time, IGN and each of the other Grantors Pledgors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt First Lien Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers First Lien Obligations.
(c) IGN and the other Grantors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) Pledgors will maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. Guarantee and Collateral Agreement.
(d) Upon the request of the Collateral Trustee, the Issuers IGN and the other Grantors Pledgors will furnish to the Collateral Trustee full information as to their property and liability insurance carriers.
(e) Upon the request of the Collateral Trustee, IGN and the other Pledgors will permit the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice, to visit their offices and sites and inspect any of the Collateral and to discuss matters relating to the Collateral with their respective officers and independent public accountants. IGN and the other Pledgors shall, at any reasonable time and from time to time upon reasonable prior notice, permit the Collateral Trustee or any of its agents or representatives to examine and make copies of and abstracts from the records and books of account of IGN and the other Pledgors and their Subsidiaries, all at IGN’s expense.
Appears in 1 contract
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Pledgors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Agent from time to time may reasonably request, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Secured Partiesholders of Parity Lien Obligations, duly created and enforceable and perfected Parity Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Parity Lien Documents. The Issuers Upon the reasonable request of the Collateral Agent or any Parity Lien Representative at any time and from time to time, the Company and each of the other Grantors Pledgors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall will be reasonably required, or that any Controlling Representative the Collateral Agent may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Parity Lien Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Parity Lien Obligations.
(b) The Issuers Company and the other Grantors Pledgors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law; and
(4) maintain such other insurance as may be required by the Security Documents. .
(c) Upon the request of the Collateral TrusteeAgent, the Issuers Company and the other Grantors Pledgors will furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers. The Company will cause the Holders of Parity Lien Obligations, as a class, to be named as additional insureds, with a waiver of subrogation, on all insurance policies of the Company and the other Pledgors and the Collateral Agent to be named as loss payee, with 30 days’ notice of cancellation or material change (except 10 days in case of non-payment), on all property and casualty insurance policies of the Company and the other Pledgors.
Appears in 1 contract
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors will Pledgors shall do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the holders of Secured PartiesObligations, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers Upon the reasonable request of the Collateral Trustee or any Secured Debt Representative at any time and from time to time, the Company and each of the other Grantors will Pledgors shall promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Parties; it being understood that none of Obligations.
(b) At any time when no Priority Lien Documents are in effect, the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. The Issuers Company and the other Grantors willPledgors shall:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance on all real property Collateral insuring the Collateral Trustee's Lien on that property, subject only to Permitted Prior Liens and other exceptions to title reasonably approved by the Collateral Trustee; provided that title insurance need only be maintained on any particular parcel of real property if and to the extent title insurance is maintained in respect of Priority Liens on that property; and
(45) maintain such other insurance as may be required by the Security Documents. .
(c) Upon the request of the Collateral Trustee, the Issuers Company and the other Grantors will Pledgors shall furnish to the Collateral Trustee full information as to their property and liability insurance carriers. The Collateral Trustee, as agent for the holders of Secured Obligations, as a class, shall be named as additional insured on all insurance policies of the Company and the other Pledgors and the Collateral Trustee shall be named as loss payee, with 30 days' notice of cancellation or, if provided to the Company, notice of material change, on all property and casualty insurance policies of the Company and the other Pledgors.
Appears in 1 contract
Further Assurances; Insurance. (a) The Issuers Company and each of the other Grantors Pledgors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Agent from time to time may reasonably request, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Secured Partiesholders of Parity Lien Obligations, duly created and enforceable and perfected Parity Liens upon the Collateral (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Parity Lien Documents. The Issuers Upon the reasonable request of the Collateral Agent or any Parity Lien Representative at any time and from time to time, the Company and each of the other Grantors Pledgors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall will be reasonably required, or that any Controlling Representative the Collateral Agent may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Parity Lien Documents for the benefit of the Secured Parties; it being understood that none holders of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. Parity Lien Obligations.
(b) The Issuers Company and the other Grantors Pledgors will:
(1) keep their properties adequately insured at all times by financially sound and reputable insurersinsurers as is customary with companies in the same or similar businesses operating in the same or similar locations;
(2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3) maintain such other insurance as may be required by law;
(4) maintain title insurance on all real property Collateral insuring the Collateral Agent’s Parity Lien on that property, subject only to Permitted Prior Liens and other exceptions to title approved by the Collateral Agent; provided that title insurance need only be maintained on any particular parcel of real property having a Fair Market Value of less than $1.0 million if and to the extent title insurance is maintained in respect of Priority Liens on that property; and
(45) maintain such other insurance as may be required by the Security Documents. security documents.
(c) Upon the request of the Collateral TrusteeAgent, the Issuers Company and the other Grantors Pledgors will furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers. The Collateral Agent will be named as an additional insured, with a waiver of subrogation, on all insurance policies of the Company and the other Pledgors and the Collateral Agent to be named as loss payee, with 30 days’ notice of cancellation or material change, on all property and casualty insurance policies of the Company and the other Pledgors.
Appears in 1 contract
Samples: Indenture (Vs Direct Inc.)
Further Assurances; Insurance. The Issuers Company and each of the other Grantors will do or cause to be done all acts and things that may be required, or that any Controlling Representative the Collateral Agent from time to time may reasonably request, to assure and confirm that the Collateral Trustee Agent holds, for the benefit of the Secured Parties, duly created and enforceable and perfected Liens upon the Collateral Collateral, (including, subject to the Agreed Security Principles, including any property or assets that are acquired or otherwise become, or are required by any Secured Debt Document to become, Collateral after the Notes are issueddate hereof), in each case, case as contemplated by, and with the Lien priority required under, the Secured Debt Documents. The Issuers .
(a) Upon the reasonable request of the Collateral Agent or any Secured Debt Representative at any time and from time to time, the Company and each of the other Grantors will promptly execute, acknowledge and deliver such Security Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required, or that any Controlling Representative the Collateral Agent may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by the Secured Debt Documents for the benefit of the Secured Parties; it being understood that none of the Collateral Trustee or any Secured Debt Representative shall have a duty to so request. .
(b) The Issuers Company and the other Grantors will, to the extent required under any Secured Debt Documents:
(1i) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2ii) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(3iii) maintain such other insurance as may be required by law;
(iv) maintain insurance with respect to each Vessel that is subject to a Security Document on such terms as may be required by the Credit Agreement, the Indenture and the Security Documents; and
(4v) maintain such other insurance as may be required by the Credit Agreement, the Indenture and the Security Documents. .
(c) Upon the reasonable request of the Collateral TrusteeAgent (to be no more often than annually), the Issuers Company and the other Grantors will furnish to the Collateral Trustee Agent full information as to their property and liability insurance carriers.
Appears in 1 contract
Samples: Collateral Agency and Intercreditor Agreement (Diamond Offshore Drilling, Inc.)
Further Assurances; Insurance. (a) The Issuers Issuer and each of the other Grantors Guarantors will do or cause to be done all acts and things that may be requiredrequired pursuant to the provisions of this Indenture or any of the Security Documents, or that any Controlling Representative the Collateral Trustee from time to time may reasonably request, to assure and confirm that the Collateral Trustee holds, for the benefit of the Secured PartiesHolders, duly created and enforceable and perfected Liens upon the Collateral (including, subject to the Agreed Security Principles, including any personal property or assets assets, but specifically excluding any real property assets, that are acquired or otherwise become, or are required by any Secured Debt Document to become, become Collateral after the Notes are issued), in each case, as contemplated by, and with the Lien priority required under, the Secured Debt Security Documents. The Issuers Notwithstanding the foregoing, no mortgages with respect to real estate shall be required or requested beyond what is specified in Section 10.09 or 10.10 hereof.
(b) At any time and from time to time, the Issuer and each of the other Grantors Guarantors will promptly execute, acknowledge and deliver such Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required, or that any Controlling Representative the Collateral Trustee may reasonably request, to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case as contemplated by and to the Secured Debt extent required under the Security Documents for the benefit of the Secured Parties; it being understood that none Holders. The Issuer will deliver to the Trustee copies of all documents delivered to the Collateral Trustee or any Secured Debt Representative shall have a duty pursuant to so request. The Issuers the Security Documents, provided, however, that to extent that Trustee and the other Grantors willCollateral Trustee are the same Person, the delivery of any document to the Collateral Trustee shall satisfy the Issuer’s delivery requirement to the Trustee under this Section 10.11.
(c) The Issuer and the Guarantors shall:
(1) keep their properties adequately insured at all times by financially sound and reputable insurers;
(2) maintain such other insurancegeneral liability, automobile liability, workers’ compensation / employers’ liability, property casualty insurance and any excess umbrella coverage related to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts any of terrorism, the foregoing as is customary with for companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them;
(32) maintain such other insurance as may be required by law; and
(43) maintain such other insurance as may be required by the Security Documents. Documents (provided that, except to the extent (a) required by law; (b) in the Issuer’s or the Guarantors’ sole discretion or (c) contained in existing “blanket” policies insurance already covering any of the Closing Mortgaged Properties or any properties subject to a recorded Future Mortgage, the Issuer and the Guarantors shall not be required to obtain or maintain any separate insurance (including, without limitation, automobile liability, workers’ compensation or employer’s liability) respecting conditions or risks no longer applicable in closed and/or vacated facilities (whether or not subject to a Future Mortgage)).
(d) Upon the request of the Trustee or the Collateral Trustee, the Issuers Issuer and the other Grantors will Guarantors shall furnish to the Collateral Trustee full information as to their respective property and liability insurance carriers. The Issuer and the Guarantors will name the Trustee or the Collateral Trustee as a co-loss payee on property and casualty policies and as an additional insured as their respective interests may appear on the liability policies listed in clause (c)(1) above and deliver evidence of the same to the Trustee.
Appears in 1 contract
Samples: Indenture (PRETIUM CANADA Co)