Common use of Instruments and Tangible Chattel Paper Clause in Contracts

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 14 contracts

Samples: Guarantee and Collateral Agreement, Guarantee and Collateral Agreement (Claires Stores Inc), Credit Agreement (Claires Stores Inc)

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Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Collateral Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Collateral Agent may from time to time reasonably request.

Appears in 7 contracts

Samples: Term Loan Credit Agreement, Term Loan Credit Agreement (Claires Stores Inc), Guarantee and Collateral Agreement (Claires Stores Inc)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold own or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Applicable Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Applicable Agent may from time to time reasonably request.

Appears in 5 contracts

Samples: First Lien Collateral Agreement, Collateral Agreement (Momentive Performance Materials Inc.), Collateral Agreement (Momentive Performance Materials Inc.)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold own or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million10,000,000, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Applicable Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Applicable Agent may from time to time reasonably request.

Appears in 4 contracts

Samples: Collateral Agreement, Collateral Agreement (Hexion Inc.), Collateral Agreement (Momentive Specialty Chemicals Inc.)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative AgentAgent (or a designated bailee, in accordance with the ABL/Term Loan Intercreditor Agreement), accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 3 contracts

Samples: Term Loan Guarantee and Collateral Agreement (CPG Newco LLC), Guarantee and Collateral Agreement (CPG Newco LLC), Term Loan Guarantee and Collateral Agreement (CPG Newco LLC)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments Instrument (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Collateral Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Collateral Agent may from time to time reasonably request.

Appears in 3 contracts

Samples: Collateral Agreement (Verso Paper Holdings LLC), Collateral Agreement (Verso Paper LLC), Joinder Agreement (Verso Paper Corp.)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Collateral Agent, accompanied by such instruments of transfer or assignment duly executed in blank as shall be necessary to transfer or assign such Tangible Chattel Paper to the Administrative Agent may from time to time reasonably requestCollateral Agent.

Appears in 3 contracts

Samples: Collateral Agreement, Intercreditor Agreement (Claires Stores Inc), Collateral Agreement (Claires Stores Inc)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments Instrument (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 3 contracts

Samples: Guarantee and Collateral Agreement, Guarantee and Collateral Agreement (Verso Quinnesec REP Holding Inc.), Guarantee and Collateral Agreement (Verso Quinnesec REP Holding Inc.)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold own or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million1,000,000, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Collateral Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Collateral Agent may from time to time reasonably request.

Appears in 2 contracts

Samples: Credit Agreement (Affinion Group, Inc.), Guarantee and Collateral Agreement (Affinion Group, Inc.)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold own or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million15,000,000, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 2 contracts

Samples: Collateral Agreement (Caesars Acquisition Co), Collateral Agreement (CAESARS ENTERTAINMENT Corp)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments Instrument (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Applicable Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Applicable Agent may from time to time reasonably request.

Appears in 2 contracts

Samples: Collateral Agreement (Verso Paper Holdings LLC), Collateral Agreement (Verso Paper Corp.)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 1.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Collateral Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably requestblank.

Appears in 2 contracts

Samples: Guarantee And (Quality Distribution Inc), Fixed Asset Revolving Facility Guarantee And (Quality Distribution Inc)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative AgentCollateral Agent (or a designated bailee, in accordance with the ABL/Term Loan Intercreditor Agreement), accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Collateral Agent may from time to time reasonably request.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Smart & Final Stores, Inc.), Guarantee and Collateral Agreement (Smart & Final Stores, Inc.)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold own or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million1,000,000, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 2 contracts

Samples: Credit Agreement (Affinion Loyalty Group, Inc.), Guarantee and Collateral Agreement (Affinion Loyalty Group, Inc.)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative AgentApplicable Representative, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent Applicable Representative may from time to time reasonably request.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (RBS Global Inc), Guarantee and Collateral Agreement (RBS Global Inc)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, 5,000,000 such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative AgentCollateral Agent (or the ABL Collateral Agent to the extent so provided in the Intercreditor Agreement), as agent for the Secured Parties, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Collateral Agent may from time to time reasonably request.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Noranda Aluminum Holding CORP), Credit Agreement (Noranda Aluminum Holding CORP)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, 5,000,000 such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative AgentCollateral Agent (or the Term Collateral Agent to the extent so provided in the Intercreditor Agreement), as agent for the Secured Parties, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Collateral Agent may from time to time reasonably request.

Appears in 2 contracts

Samples: Credit Agreement (Noranda Aluminum Holding CORP), Guarantee and Collateral Agreement (Noranda Aluminum Holding CORP)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold own or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million5,000,000, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 2 contracts

Samples: Collateral Agreement, Collateral Agreement (EVERTEC, Inc.)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold own or acquire any Instruments (other than checks received and processed in the ordinary course of businessdebt obligations governed by Article 5) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million25,000,000, such Pledgor shall promptly forthwith endorse, assign and deliver the same to the Administrative Collateral Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Collateral Agent may from time to time reasonably request.

Appears in 1 contract

Samples: Intercreditor Agreement (CAESARS ENTERTAINMENT Corp)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million3,000,000, such Pledgor Guarantor shall forthwith endorse, assign and deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Goodman Holding CO)

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Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 3.0 million, such Pledgor shall forthwith endorse, assign and and, subject to the Intercreditor Agreement, deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Covalence Specialty Adhesives LLC)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative AgentPriority Representative, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent Priority Representative may from time to time reasonably request.

Appears in 1 contract

Samples: Collateral Agreement (Momentive Performance Materials Inc.)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 3.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Collateral Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Collateral Agent may from time to time reasonably request.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Covalence Specialty Adhesives LLC)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 3.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Berry Plastics Holding Corp)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Zurn Water Solutions Corp)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall shall, subject to the Intercreditor Agreement, forthwith endorse, assign and deliver the same to the Administrative Collateral Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Collateral Agent may from time to time reasonably request.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Berry Global Group Inc)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold own or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million2,500,000, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 1 contract

Samples: Collateral Agreement (TII Smart Solutions, Sociedad Anonima)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold own or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million10,000,000, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 1 contract

Samples: Collateral Agreement (Hexion Specialty Chemicals, Inc.)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Collateral Agent, as agent for the Secured Parties, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Collateral Agent may from time to time reasonably request.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Noranda Aluminum Acquisition CORP)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold own or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million5,000,000, such Pledgor shall forthwith promptly endorse, assign and deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 1 contract

Samples: Collateral Agreement (Great Wolf Resorts, Inc.)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 millionPaper, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request; provided that no such Instrument or Tangible Chattel Paper shall be required to be pledged to the extent the amount thereof is less than $250,000.

Appears in 1 contract

Samples: Control Agreement (Secure Computing Corp)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 million2,000,000, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Agent may from time to time reasonably request.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (PQ Systems INC)

Instruments and Tangible Chattel Paper. If any Pledgor shall at any time hold or acquire any Instruments Instrument (other than checks received and processed in the ordinary course of business) or Tangible Chattel Paper evidencing an amount in excess of $5.0 millionmillion individually or $15.0 million in the aggregate for all Pledgors, such Pledgor shall forthwith endorse, assign and deliver the same to the Administrative Applicable Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Administrative Applicable Agent or the Required Lenders may from time to time reasonably request.

Appears in 1 contract

Samples: Joinder Agreement (Verso Corp)

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