Gratuitous Bailee/Agent for Perfection. (a) The Designated First Lien Representative agrees to hold that part of the Collateral that is in its possession or control (or in the possession or control of its agents or bailees) to the extent that possession or control thereof is taken to perfect a Lien thereon under the UCC (such Collateral being the “Pledged Collateral”) as gratuitous bailee for the Second Lien Representative (such bailment being intended, among other things, to satisfy the requirements of Sections 8-106(d)(3), 8-301(a)(2) and 9-313(c) of the UCC) and any assignee thereof solely for the purpose of perfecting the security interest granted under the First Lien Documents and the Second Lien Documents, respectively, subject to the terms and conditions of this Section 5.5. Solely with respect to any deposit accounts under the control (within the meaning of Section 9-104 of the UCC) of any First Lien Representative, such First Lien Representative agrees to also hold control over such deposit accounts as gratuitous agent for the Second Lien Representatives, subject to the terms and conditions of this Section 5.5.
(b) If any First Lien Representative or First Lien Secured Party acquires Pledged Collateral or other Collateral in its possession or control (or in the possession or control of its agents or bailees), each such First Lien Representative and/or First Lien Secured Party shall promptly turn over such acquired Pledged Collateral or other Collateral to the Designated First Lien Representative; provided that, prior to turning over such Pledged Collateral or other Collateral to the Designated First Lien Representative, such First Lien Representative or other First Lien Secured Party acknowledges that it holds the Pledged Collateral or other Collateral in its possession or control (or in the possession or control of its agents or bailees) as collateral agent for the other First Lien Secured Parties and as gratuitous bailee for the Second Lien Secured Parties and any assignee solely for the purpose of perfecting the security interest granted under the First Lien Documents and Second Lien Documents (such bailment and agency being intended, among other things, to satisfy the requirements of Sections 8-106(d)(3), 8-301(a)(2) and 9-313(c) of the UCC), subject to the terms and conditions of this Section 5.5.
(c) If prior to the Discharge of First Lien Obligations, any Second Lien Representative or other Second Lien Secured Party acquires Pledged Collateral or other Collateral in its possessio...
Gratuitous Bailee/Agent for Perfection. The Applicable Collateral Agent shall be entitled to hold any Possessory Collateral constituting Shared Collateral.
Gratuitous Bailee/Agent for Perfection. (a) Each Parity Lien Collateral Agent agrees to hold that part of the Collateral that is in its possession or control (or in the possession or control of its agents or bailees), to the extent that possession or control thereof is taken to perfect a Lien thereon under the UCC (such Collateral being the “Pledged Collateral”), as collateral agent for the Parity Lien Claimholders and as gratuitous bailee for the Junior Lien Collateral Agents (such bailment being intended, among other things, to satisfy the requirements of Sections 8‑106(d)(3), 8‑301(a)(2) and 9‑313(c) of the UCC) and any assignee thereof solely for the purpose of perfecting the security interest granted under the Parity Lien Debt Documents and the Junior Lien Debt Documents, respectively, subject to the terms and conditions of this Section 5.5. Solely with respect to any deposit accounts under the control (within the meaning of Section 9‑104 of the UCC) of any Parity Lien Collateral Agent, such Parity Lien Collateral Agent agrees to also hold control over such deposit accounts as gratuitous agent for the Junior Lien Collateral Agents, subject to the terms and conditions of this Section 5.5. Prior to a Discharge of Parity Lien Obligations, at the request of the Designated Parity Lien Collateral Agent, each Junior Lien Collateral Agent shall turn over possession of any Pledged Collateral in possession of such Junior Lien Collateral Agent to the Designated Parity Lien Collateral Agent.
Gratuitous Bailee/Agent for Perfection. (a) The Credit Agreement Collateral Agent agrees to hold that part of the Collateral that is in its possession or control (or in the possession or control of its agents or bailees) to the extent that possession or control thereof is taken to perfect a Lien thereon under the UCC (such Collateral being the “Pledged Collateral”) as collateral agent for the Credit Agreement Claimholders and as gratuitous bailee for the Pari Tranche Collateral Agent (such bailment being intended, among other things, to satisfy the requirements of Sections 8-106(d)(3), 8-301(a)(2) and 9-313(c) of the UCC) and any assignee solely for the purpose of perfecting the security interest granted under the Credit Agreement Loan Documents and the Pari Tranche Note Documents, respectively, subject to the terms and conditions of this Section 5.5. Solely with respect to any deposit accounts under the control (within the meaning of Section 9-104 of the UCC) of the Credit Agreement Collateral Agent, the Credit Agreement Collateral Agent agrees to also hold control over such deposit accounts as gratuitous agent for the Pari Tranche Collateral Agent, subject to the terms and conditions of this Section 5.5.
Gratuitous Bailee/Agent for Perfection. 26 Section 2.10 Amendments to First Lien Collateral Documents. 27
Gratuitous Bailee/Agent for Perfection. (a) (i) Solely with respect to any deposit accounts and securities accounts constituting Non-CPLV Lease Collateral (the “Pledged Collateral”) under the control (within the meaning of Section 9-104 or 9-106 of the UCC) of Landlord or any Landlord Financing Lender, Landlord and such Landlord Financing Lender agree to also hold control over such deposit accounts for the Tenant Financing Collateral Agents, subject to the terms and conditions of this Section 5.3.
Gratuitous Bailee/Agent for Perfection. Each First Lien Representative agrees to hold that part of the Collateral that is in its possession or control (or in the possession or control of its agents or bailees) to the extent that possession or control thereof is taken to perfect a Lien thereon under the UCC (such Collateral being the “Pledged Collateral”) as collateral agent for the benefit of and on behalf of the First Lien Claimholders and as gratuitous bailee for the benefit of and on behalf of the Second Lien Representatives and the Second Lien Claimholders (such bailment being intended, among other things, to satisfy the requirements of Sections 8-106(d)(3), 8-301(a)(2) and 9-313(c) of the UCC) and any assignee solely for the purpose of perfecting the security interest granted under the First Lien Credit Documents and the Second Lien Credit Documents, respectively, subject to the terms and conditions of this Section 5.5. Solely with respect to any deposit accounts under the control (within the meaning of Section 9-104 of the UCC) of any First Lien Representative, such First Lien Representative agrees to also hold control over such deposit accounts as gratuitous agent for the benefit of the Second Lien Representatives and the Second Lien Claimholders, subject to the terms and conditions of this Section 5.5.
Gratuitous Bailee/Agent for Perfection. 27 Section 2.10 Amendments to First Lien Collateral Documents. 28 Section 2.11 Similar Liens and Agreements. 28 Article III. EXISTENCE AND AMOUNTS OF LIENS AND OBLIGATIONS 29 Article IV. THE APPLICABLE COLLATERAL AGENT 30 Section 4.1 Authority. 30 Section 4.2 Power-of-Attorney. 31 Article V. MISCELLANEOUS 32 Section 5.1 Integration/Conflicts. 32 Section 5.2 Effectiveness; Continuing Nature of this Agreement; Severability. 32 Section 5.3 Amendments; Waivers. 32 Section 5.4 Information Concerning Financial Condition of the Grantors and their Subsidiaries. 33 Section 5.5 Submission to Jurisdiction; Certain Waivers. 34
Gratuitous Bailee/Agent for Perfection. The Possessory Collateral constituting Shared Collateral shall be delivered to the Applicable Collateral Agent and the Applicable Collateral Agent agrees to hold any Possessory Collateral constituting Shared Collateral and any other Shared Collateral in its possession or control (or in the possession or control of its agents or bailees) as gratuitous bailee for the benefit of each other First Lien Secured Party (such bailment being intended, among other things, to satisfy the requirements of Sections 8-106(d)(3), 8-301(a)(2) and 9-313(c) of the UCC) and any assignee solely for the purpose of perfecting the security interest granted in such Shared Collateral, if any, pursuant to the applicable First Lien Collateral Documents, in each case, subject to the terms and conditions of this Section 2.09. Solely with respect to any Deposit Accounts constituting Shared Collateral under the control (within the meaning of Section 9-104 of the UCC) of the Initial First Lien Collateral Agent, the Initial First Lien Collateral Agent agrees to also hold control over such Deposit Accounts as gratuitous agent for each other First Lien Secured Party and any assignee thereof solely for the purpose of perfecting the security interest in such Deposit Accounts subject to the terms and conditions of this Section 2.09.
Gratuitous Bailee/Agent for Perfection. (a) Each of the North America ABL Agent and the Notes Collateral Trustee agrees to hold that part of the Collateral that is in its possession or control (or in the possession or control of its agents or bailees) to the extent that possession or control thereof is taken to perfect a Lien thereon under the UCC, PPSA or other applicable law (such Collateral being the “Pledged Collateral”) as (i) in the case of the North America ABL Agent, the collateral agent for the North America ABL Claimholders under the North America ABL Loan Documents or, in the case of the Notes Collateral Trustee, the collateral agent for the Notes Pari Passu Lien
