Granting of Security Interests; Rights and Remedies of Collateral Agent; Perfection. In order to secure the observance and performance of the covenants and agreements of the Holders of Purchase Contracts contained herein and in such Purchase Contracts, unless otherwise specified pursuant to Section 2.03: (a) Effective upon issuance of Units of any series consisting of Debt Securities and Purchase Contracts, and in order to secure the performance when due by the Holders thereof of their respective obligations hereunder and under the Purchase Contracts constituting a part of such Units, the Holders thereof acting through the Agent, as their attorney-in-fact, shall be deemed to assign and pledge unto the Collateral Agent, as agent of and for the benefit of the Company, and grant to the Collateral Agent, as agent of and for the benefit of the Company, a security interest in and to, and a lien upon (the “Pledge”), all of their right, title and interest in and to (i) the Pledged Items now or hereafter owned by such Holder; (ii) all additions to and substitutions for such Pledged Items as may be permissible, if so specified pursuant to Section 3.02; (iii) all income, proceeds and collections received or to be received, or derived or to be derived, now or any time hereafter from or in connection with (i) and (ii) above, and (iv) all powers and rights now owned or hereafter acquired under or with respect to the Pledged Items (such Pledged Items, additions, substitutions, proceeds, collections, powers and rights being herein collectively called the “Collateral”). The Pledge is granted as security only and shall not subject the Collateral Agent or the Company to, or transfer or in any way modify, any obligation or liability of any Holder with respect to any Pledged Item. (b) Prior to or concurrently with the issuance of Global Units of any series of which Debt Securities and Purchase Contracts constitute a part, the initial Holders and the Agent shall cause the Debt Securities constituting a part of such Global Units to be delivered to the Collateral Agent, and accompanied by an instrument of transfer executed in blank. (c) The Collateral Agent shall have all of the rights, remedies and recourse with respect to the Collateral afforded a secured party by the Uniform Commercial Code as in effect in the State of New York (whether or not said Code is in effect in the jurisdiction where the rights and remedies are asserted), in addition to, and not in limitation of, the other rights, remedies and recourse (including rights of set off) afforded to the Collateral Agent by this Agreement. (d) Each Holder, to the extent permitted by applicable law, by accepting Units of any series issued hereunder authorizes the Collateral Agent to file Uniform Commercial Code financing or continuation statements naming such Holder as “debtor” (which may be carbon, photographic, photostatic or other reproductions of this Agreement or of a financing statement relating to this Agreement) which the Collateral Agent in its sole discretion (but subject to Section 5.03(f)) may deem necessary or appropriate to further perfect, or maintain the perfection of the security interests granted hereby.
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Samples: Unit Agreement (Morgan Stanley Finance LLC), Unit Agreement (Morgan Stanley Capital Trust Iv)
Granting of Security Interests; Rights and Remedies of Collateral Agent; Perfection. In order to secure the observance and performance of the covenants and agreements of the Holders of Purchase Contracts contained herein and in such Purchase Contracts, unless otherwise specified pursuant to Section Section 2.03:
(a) Effective upon issuance of Units of any series consisting of Debt Securities and Purchase Contracts, and in order to secure the performance when due by the Holders thereof of their respective obligations hereunder and under the Purchase Contracts constituting a part of such Units, the Holders thereof acting through the Agent, as their attorney-in-fact, shall be deemed to assign and pledge unto the Collateral Agent, as agent of and for the benefit of the CompanyCorporation, and grant to the Collateral Agent, as agent of and for the benefit of the CompanyCorporation, a security interest in and to, and a lien upon (the “"Pledge”"), all of their right, title and interest in and to (i) the Pledged Items now or hereafter owned by such Holder; (ii) all additions to and substitutions for such Pledged Items as may be permissible, if so specified pursuant to Section Section 3.02; (iii) all income, proceeds and collections received or to be received, or derived or to be derived, now or any time hereafter from or in connection with (i) and (ii) above, and (iv) all powers and rights now owned or hereafter acquired under or with respect to the Pledged Items (such Pledged Items, additions, substitutions, proceeds, collections, powers and rights being herein collectively called the “"Collateral”"). The Pledge is granted as security only and shall not subject the Collateral Agent or the Company Corporation to, or transfer or in any way modify, any obligation or liability of any Holder with respect to any Pledged Item.
(b) Prior to or concurrently with the issuance of Global Units of any series of which Debt Securities and Purchase Contracts constitute a part, the initial Holders and the Agent shall cause the Debt Securities constituting a part of such Global Units to be delivered to the Collateral Agent, and accompanied by an instrument of transfer executed in blank.
(c) The Collateral Agent shall have all of the rights, remedies and recourse with respect to the Collateral afforded a secured party by the Uniform Commercial Code as in effect in the State of New York (whether or not said Code is in effect in the jurisdiction where the rights and remedies are asserted), in addition to, and not in limitation of, the other rights, remedies and recourse (including rights of set off) afforded to the Collateral Agent by this Agreement.
(d) Each Holder, to the extent permitted by applicable law, by accepting Units of any series issued hereunder authorizes the Collateral Agent to file Uniform Commercial Code financing or continuation statements naming such Holder as “"debtor” " (which may be carbon, photographic, photostatic or other reproductions of this Agreement or of a financing statement relating to this Agreement) which the Collateral Agent in its sole discretion (but subject to Section Section 5.03(f)) may deem necessary or appropriate to further perfect, or maintain the perfection of the security interests granted hereby.
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Granting of Security Interests; Rights and Remedies of Collateral Agent; Perfection. In order to secure the observance and performance of the covenants and agreements of the Holders of Purchase Contracts contained herein and in such Purchase Contracts, unless otherwise specified pursuant to Section 2.03Section 2.3:
(a) Effective upon issuance of Units of any series consisting of Debt Securities and Purchase Contracts, and in order to secure the performance when due by the Holders thereof of their respective obligations hereunder and under the Purchase Contracts constituting a part of such Units, the Holders thereof acting through the Agent, as their attorney-in-fact, shall be deemed to assign grant, sell, convey, assign, transfer and pledge unto the Collateral Agent, as agent of and for the benefit of the Company, and grant to the Collateral AgentCorporation, as agent of and collateral security for the benefit performance when due by such Holders of their respective obligations hereunder and under the CompanyPurchase Contracts constituting a part of such Units, a security interest in and to, and a lien upon and right of set-off (the “"Pledge”)") against, all of their right, title and interest in and to (i) the Pledged Items now or hereafter owned by such HolderItems; (ii) all additions to and substitutions for such Pledged Items as may be permissible, if so specified pursuant to Section 3.02Section 3.2; (iii) all income, proceeds and collections received or to be received, or derived or to be derived, now or any time hereafter from or in connection with (i) and (ii) above, and (iv) all powers and rights now owned or hereafter acquired under or with respect to the Pledged Items (such Pledged Items, additions, substitutions, proceeds, collections, powers and rights being herein collectively called the “"Collateral”"). The Pledge is granted as security only and shall not subject the Collateral Agent or the Company to, or transfer or in any way modify, any obligation or liability of any Holder with respect to any Pledged Item.
(b) Prior to or concurrently with the issuance of Global Units of any series of which Debt Securities and Purchase Contracts constitute a part, the initial Holders and the Agent shall cause the Debt Securities constituting a part of such Global Units to be delivered to the Collateral Agent, and and, if specified pursuant to Section 3.2, accompanied by an instrument of transfer executed in blank, and the Corporation shall notify the Collateral Agent of the Pledge and receipt of such notification shall constitute acknowledgment by the Collateral Agent (as third party in possession or otherwise) of the Pledge and its holding of the Collateral subject to the Pledge, in each case for purposes of perfecting the Pledge under applicable law. Subject to the Pledge, the Holders from time to time of the Units of which the Debt Securities constitute a part shall have full beneficial ownership of such Debt Securities.
(c) The Collateral Agent shall have all of the rights, remedies and recourse with respect to the Collateral afforded a secured party by the Uniform Commercial Code as in effect in the State of New York (whether or not said Code is in effect in the jurisdiction where the rights and remedies are asserted), in addition to, and not in limitation of, the other rights, remedies and recourse (including rights of set off) afforded to the Collateral Agent by this Agreement.
(d) Each Holder, to the extent permitted by applicable law, by accepting Units of any series issued hereunder authorizes the Collateral Agent to file execute and file, in the name of such Holder, Uniform Commercial Code financing or continuation statements naming such Holder as “debtor” (which may be carbon, photographic, photostatic or other reproductions of this Agreement or of a financing statement relating to this Agreement) which the Collateral Agent in its sole discretion (but subject to Section 5.03(fSection 5.3(f)) may deem necessary or appropriate to further perfect, or maintain the perfection of the security interests granted hereby.
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Granting of Security Interests; Rights and Remedies of Collateral Agent; Perfection. In order to secure the observance and performance of the covenants and agreements of the Holders of Purchase Contracts contained herein and in such Purchase Contracts, unless otherwise specified pursuant to Section Section 2.03:
(a) Effective upon issuance of Units of any series consisting of Debt Securities and Purchase Contracts, and in order to secure the performance when due by the Holders thereof of their respective obligations hereunder and under the Purchase Contracts constituting a part of such Units, the Holders thereof acting through the Agent, as their attorney-in-fact, shall be deemed to assign grant, sell, convey, assign, transfer and pledge unto the Collateral Agent, as agent of and for the benefit of the Company, and grant to the Collateral AgentCorporation, as agent of and collateral security for the benefit performance when due by such Holders of their respective obligations hereunder and under the CompanyPurchase Contracts constituting a part of such Units, a security interest in and to, and a lien upon and right of set-off (the “Pledge”)) against, all of their right, title and interest in and to (i) the Pledged Items now or hereafter owned by such HolderItems; (ii) all additions to and substitutions for such Pledged Items as may be permissible, if so specified pursuant to Section Section 3.02; (iii) all income, proceeds and collections received or to be received, or derived or to be derived, now or any time hereafter from or in connection with (i) and (ii) above, and (iv) all powers and rights now owned or hereafter acquired under or with respect to the Pledged Items (such Pledged Items, additions, substitutions, proceeds, collections, powers and rights being herein collectively called the “Collateral”). The Pledge is granted as security only and shall not subject the Collateral Agent or the Company to, or transfer or in any way modify, any obligation or liability of any Holder with respect to any Pledged Item.
(b) Prior to or concurrently with the issuance of Global Units of any series of which Debt Securities and Purchase Contracts constitute a part, the initial Holders and the Agent shall cause the Debt Securities constituting a part of such Global Units to be delivered to the Collateral Agent, and and, if specified pursuant to Section 3.02, accompanied by an instrument of transfer executed in blank, and the Corporation shall notify the Collateral Agent of the Pledge and receipt of such notification shall constitute acknowledgment by the Collateral Agent (as third party in possession or otherwise) of the Pledge and its holding of the Collateral subject to the Pledge, in each case for purposes of perfecting the Pledge under applicable law. Subject to the Pledge, the Holders from time to time of the Units of which the Debt Securities constitute a part shall have full beneficial ownership of such Debt Securities.
(c) The Collateral Agent shall have all of the rights, remedies and recourse with respect to the Collateral afforded a secured party by the Uniform Commercial Code as in effect in the State of New York (whether or not said Code is in effect in the jurisdiction where the rights and remedies are asserted), in addition to, and not in limitation of, the other rights, remedies and recourse (including rights of set off) afforded to the Collateral Agent by this Agreement.
(d) Each Holder, to the extent permitted by applicable law, by accepting Units of any series issued hereunder authorizes the Collateral Agent to file execute and file, in the name of such Holder, Uniform Commercial Code financing or continuation statements naming such Holder as “debtor” (which may be carbon, photographic, photostatic or other reproductions of this Agreement or of a financing statement relating to this Agreement) which the Collateral Agent in its sole discretion (but subject to Section Section 5.03(f)) may deem necessary or appropriate to further perfect, or maintain the perfection of the security interests granted hereby.
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Granting of Security Interests; Rights and Remedies of Collateral Agent; Perfection. In order to secure the observance and performance of the covenants and agreements of the Holders of Purchase Contracts contained herein and in such Purchase Contracts, unless otherwise specified pursuant to Section Section 2.03:
(a) Effective upon issuance of Units of any series consisting of Debt Securities and Purchase Contracts, and in order to secure the performance when due by the Holders thereof of their respective obligations hereunder and under the Purchase Contracts constituting a part of such Units, the Holders thereof acting through the Agent, as their attorney-in-fact, shall be deemed to assign grant, sell, convey, assign, transfer and pledge unto the Collateral Agent, as agent of and for the benefit of the Company, and grant to the Collateral AgentCorporation, as agent of and collateral security for the benefit performance when due by such Holders of their respective obligations hereunder and under the CompanyPurchase Contracts constituting a part of such Units, a security interest in and to, and a lien upon and right of set-off (the “"Pledge”)") against, all of their right, title and interest in and to (i) the Pledged Items now or hereafter owned by such HolderItems; (ii) all additions to and substitutions for such Pledged Items as may be permissible, if so specified pursuant to Section Section 3.02; (iii) all income, proceeds and collections received or to be received, or derived or to be derived, now or any time hereafter from or in connection with (i) and (ii) above, and (iv) all powers and rights now owned or hereafter acquired under or with respect to the Pledged Items (such Pledged Items, additions, substitutions, proceeds, collections, powers and rights being herein collectively called the “"Collateral”"). The Pledge is granted as security only and shall not subject the Collateral Agent or the Company to, or transfer or in any way modify, any obligation or liability of any Holder with respect to any Pledged Item.
(b) Prior to or concurrently with the issuance of Global Units of any series of which Debt Securities and Purchase Contracts constitute a part, the initial Holders and the Agent shall cause the Debt Securities constituting a part of such Global Units to be delivered to the Collateral Agent, and and, if specified pursuant to Section 3.02, accompanied by an instrument of transfer executed in blank, and the Corporation shall notify the Collateral Agent of the Pledge and receipt of such notification shall constitute acknowledgment by the Collateral Agent (as third party in possession or otherwise) of the Pledge and its holding of the Collateral subject to the Pledge, in each case for purposes of perfecting the Pledge under applicable law. Subject to the Pledge, the Holders from time to time of the Units of which the Debt Securities constitute a part shall have full beneficial ownership of such Debt Securities.
(c) The Collateral Agent shall have all of the rights, remedies and recourse with respect to the Collateral afforded a secured party by the Uniform Commercial Code as in effect in the State of New York (whether or not said Code is in effect in the jurisdiction where the rights and remedies are asserted), in addition to, and not in limitation of, the other rights, remedies and recourse (including rights of set off) afforded to the Collateral Agent by this Agreement.
(d) Each Holder, to the extent permitted by applicable law, by accepting Units of any series issued hereunder authorizes the Collateral Agent to file execute and file, in the name of such Holder, Uniform Commercial Code financing or continuation statements naming such Holder as “debtor” (which may be carbon, photographic, photostatic or other reproductions of this Agreement or of a financing statement relating to this Agreement) which the Collateral Agent in its sole discretion (but subject to Section Section 5.03(f)) may deem necessary or appropriate to further perfect, or maintain the perfection of the security interests granted hereby.
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Granting of Security Interests; Rights and Remedies of Collateral Agent; Perfection. In order to secure the observance and performance of the covenants and agreements of the Holders of Purchase Contracts contained herein and in such Purchase Contracts, unless otherwise specified pursuant to Section Section 2.03:
(a) Effective upon issuance of Units of any series consisting of Debt Securities and including Purchase Contracts, and in order to secure the performance when due by the Holders thereof of their respective obligations hereunder and under the Purchase Contracts constituting a part of such Units, the Holders thereof acting through the Agent, as their attorney-in-fact, shall be deemed to assign and pledge unto the Collateral Agent, as agent of and for the benefit of the CompanyCorporation, and grant to the Collateral Agent, as agent of and for the benefit of the CompanyCorporation, a security interest in and to, and a lien upon (the “Pledge”), all of their right, title and interest in and to (i) the Pledged Items now or hereafter owned by such Holder; (ii) all additions to and substitutions for such Pledged Items as may be permissible, if so specified pursuant to Section Section 3.02; (iii) all income, proceeds and collections received or to be received, or derived or to be derived, now or any time hereafter from or in connection with (i) and (ii) above, and (iv) all powers and rights now owned or hereafter acquired under or with respect to the Pledged Items (such Pledged Items, additions, substitutions, proceeds, collections, powers and rights being herein collectively called the “Collateral”). The Pledge is granted as security only and shall not subject the Collateral Agent or the Company Corporation to, or transfer or in any way modify, any obligation or liability of any Holder with respect to any Pledged Item.
(b) Prior to or concurrently with the issuance of Global Units of any series of which Debt Securities and including Purchase Contracts constitute a part, the initial Holders and the Agent shall cause the Debt Securities (other than the Purchase Contracts) constituting a part of such Global Units to be delivered to the Collateral Agent, and accompanied by an instrument of transfer executed in blank.
(c) The Collateral Agent shall have all of the rights, remedies and recourse with respect to the Collateral afforded a secured party by the Uniform Commercial Code as in effect in the State of New York (whether or not said Code is in effect in the jurisdiction where the rights and remedies are asserted), in addition to, and not in limitation of, the other rights, remedies and recourse (including rights of set off) afforded to the Collateral Agent by this Agreement.
(d) Each Holder, to the extent permitted by applicable law, by accepting Units of any series issued hereunder authorizes the Collateral Agent to file Uniform Commercial Code financing or continuation statements naming such Holder as “debtor” (which may be carbon, photographic, photostatic or other reproductions of this Agreement or of a financing statement relating to this Agreement) which the Collateral Agent in its sole discretion (but subject to Section Section 5.03(f)) may deem necessary or appropriate to further perfect, or maintain the perfection of the security interests granted hereby.
Appears in 1 contract
Granting of Security Interests; Rights and Remedies of Collateral Agent; Perfection. In order to secure the observance and performance of the covenants and agreements of the Holders of Purchase Contracts contained herein and in such Purchase Contracts, unless otherwise specified pursuant to Section Section 2.03:
(a) Effective upon issuance of Units of any series consisting of Debt Securities and Purchase Contracts, and in order to secure the performance when due by the Holders thereof of their respective obligations hereunder and under the Purchase Contracts constituting a part of such Units, the Holders thereof acting through the Agent, as their attorney-in-fact, shall be deemed to assign grant, sell, convey, assign, transfer and pledge unto the Collateral Agent, as agent of and for the benefit of the Company, and grant to the Collateral AgentCorporation, as agent of and collateral security for the benefit performance when due by such Holders of their respective obligations hereunder and under the CompanyPurchase Contracts constituting a part of such Units, a security interest in and to, and a lien upon and right of set-off (the “"Pledge”)") against, all of their right, title and interest in and to (i) the Pledged Items now or hereafter owned by such HolderItems; (ii) all additions to and substitutions for such Pledged Items as may be permissible, if so specified pursuant to Section Section 3.02; (iii) all income, proceeds and collections received or to be received, or derived or to be derived, now or any time hereafter from or in connection with (i) and (ii) above, and (iv) all powers and rights now owned or hereafter acquired under or with respect to the Pledged Items (such Pledged Items, additions, substitutions, proceeds, collections, powers and rights being herein collectively called the “"Collateral”"). The Pledge is granted as security only and shall not subject the Collateral Agent or the Company to, or transfer or in any way modify, any obligation or liability of any Holder with respect to any Pledged Item.
(b) Prior to or concurrently with the issuance of Global Units of any series of which Debt Securities and Purchase Contracts constitute a part, the initial Holders and the Agent shall cause the Debt Securities constituting a part of such Global Units to be delivered to the Collateral Agent, and and, if specified pursuant to Section 3.02, accompanied by an instrument of transfer executed in blank, and the Corporation shall notify the Collateral Agent of the Pledge and receipt of such notification shall constitute acknowledgment by the Collateral Agent (as third party in possession or otherwise) of the Pledge and its holding of the Collateral subject to the Pledge, in each case for purposes of perfecting the Pledge under applicable law. Subject to the Pledge, the Holders from time to time of the Units of which the Debt Securities constitute a part shall have full beneficial ownership of such Debt Securities.
(c) The Collateral Agent shall have all of the rights, remedies and recourse with respect to the Collateral afforded a secured party by the Uniform Commercial Code as in effect in the State of New York (whether or not said Code is in effect in the jurisdiction where the rights and remedies are asserted), in addition to, and not in limitation of, the other rights, remedies and recourse (including rights of set off) afforded to the Collateral Agent by this Agreement.
(d) Each Holder, to the extent permitted by applicable law, by accepting Units of any series issued hereunder authorizes the Collateral Agent to file execute and file, in the name of such Holder, Uniform Commercial Code financing or continuation statements naming such Holder as “debtor” (which may be carbon, photographic, photostatic or other reproductions of this Agreement or of a financing statement relating to this Agreement) which the Collateral Agent in its sole discretion (but subject to Section Section 5.03(f)) may deem necessary or appropriate to further perfect, or maintain the perfection of the security interests granted hereby.
Appears in 1 contract
Granting of Security Interests; Rights and Remedies of Collateral Agent; Perfection. In order to secure the observance and performance of the covenants and agreements of the Holders of Purchase Contracts contained herein and in such Purchase Contracts, unless otherwise specified pursuant to Section Section 2.03:
(a) Effective upon issuance of Units of any series consisting of Debt Securities and Purchase Contracts, and in order to secure the performance when due by the Holders thereof of their respective obligations hereunder and under the Purchase Contracts constituting a part of such Units, the Holders thereof acting through the Agent, as their attorney-in-fact, shall be deemed to assign and pledge unto the Collateral Agent, as agent of and for the benefit of the CompanyCorporation, and grant to the Collateral Agent, as agent of and for the benefit of the CompanyCorporation, a security interest in and to, and a lien upon (the “"Pledge”"), all of their right, title and interest in and to (iii) the Pledged Items now or hereafter owned by such Holder; (iiiii) all additions to and substitutions for such Pledged Items as may be permissible, if so specified pursuant to Section Section 3.02; (iiiiv) all income, proceeds and collections received or to be received, or derived or to be derived, now or any time hereafter from or in connection with (i) and (ii) above, and (ivv) all powers and rights now owned or hereafter acquired under or with respect to the Pledged Items (such Pledged Items, additions, substitutions, proceeds, collections, powers and rights being herein collectively called the “"Collateral”"). The Pledge is granted as security only and shall not subject the Collateral Agent or the Company Corporation to, or transfer or in any way modify, any obligation or liability of any Holder with respect to any Pledged Item.
(b) Prior to or concurrently with the issuance of Global Units of any series of which Debt Securities and Purchase Contracts constitute a part, the initial Holders and the Agent shall cause the Debt Securities constituting a part of such Global Units to be delivered to the Collateral Agent, and accompanied by an instrument of transfer executed in blank.
(c) The Collateral Agent shall have all of the rights, remedies and recourse with respect to the Collateral afforded a secured party by the Uniform Commercial Code as in effect in the State of New York (whether or not said Code is in effect in the jurisdiction where the rights and remedies are asserted), in addition to, and not in limitation of, the other rights, remedies and recourse (including rights of set off) afforded to the Collateral Agent by this Agreement.
(d) Each Holder, to the extent permitted by applicable law, by accepting Units of any series issued hereunder authorizes the Collateral Agent to file Uniform Commercial Code financing or continuation statements naming such Holder as “"debtor” " (which may be carbon, photographic, photostatic or other reproductions of this Agreement or of a financing statement relating to this Agreement) which the Collateral Agent in its sole discretion (but subject to Section Section 5.03(f)) may deem necessary or appropriate to further perfect, or maintain the perfection of the security interests granted hereby.
Appears in 1 contract
Samples: Unit Agreement (Morgan Stanley)