Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper. (ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion). (iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (A) Deposit Accounts, (B) Investment Property, (C) Letter-of-Credit Rights and (D) Electronic Chattel Paper.
Appears in 4 contracts
Samples: Credit Agreement (Aaron's Company, Inc.), Credit Agreement (Aaron's Company, Inc.), Credit Agreement (Aaron's Company, Inc.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 100,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 3 contracts
Samples: Security and Pledge Agreement (Trex Co Inc), Security and Pledge Agreement (Trex Co Inc), Security and Pledge Agreement (Trex Co Inc)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 1,000,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper that is delivered to the Administrative Agent is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 3 contracts
Samples: Security and Pledge Agreement (Balchem Corp), Security and Pledge Agreement (Balchem Corp), Security and Pledge Agreement (Balchem Corp)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent Servicer to perfect its security interest in such Collateral, is delivered to the Administrative Agent Servicer duly endorsed in a manner reasonably satisfactory to the Administrative AgentServicer. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent Servicer indicating the Administrative AgentServicer’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent Servicer promptly upon the receipt thereof by or on behalf of such Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative AgentServicer, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent Servicer pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent Servicer in its reasonable discretion).
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent Servicer for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (A) Deposit Accounts, (B) Investment Property, (C) Letter-of-Credit Rights and (D) Electronic Chattel Paper.
Appears in 3 contracts
Samples: Loan Facility Agreement (Aaron's Company, Inc.), Loan Facility Agreement and Guaranty (Aaron's Company, Inc.), Loan Facility Agreement (Aaron's Company, Inc.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 100,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s 's security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver deliver, and use commercially reasonable efforts to cause third parties (if necessary) to execute and deliver, all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 3 contracts
Samples: Security and Pledge Agreement (I3 Verticals, Inc.), Security and Pledge Agreement (I3 Verticals, Inc.), Security and Pledge Agreement (I3 Verticals, Inc.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount payable equal to or in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate payable 3,000,000 under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Collateral Agent (or, if the Intercreditor Agreement is then in effect, the Control Agent) to perfect its security interest in such Collateral, is delivered to the Administrative Collateral Agent (or, if the Intercreditor Agreement is then in effect, the Control Agent) duly endorsed in a manner reasonably satisfactory to the Administrative Collateral Agent (or, if the Intercreditor Agreement is then in effect, the Control Agent). Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Collateral Agent (or, if the Intercreditor Agreement is then in effect, in the case of any Control Collateral, the Control Agent) indicating the Administrative Agent’s security interest of the Collateral Agent (or, if the Intercreditor Agreement is then in effect, the Control Agent) in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Collateral Agent (or, if the Intercreditor Agreement is then in effect, the Control Agent) promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Collateral Agent (or, if the Intercreditor Agreement is then in effect, the Control Agent), all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Collateral Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Collateral Agent (or, if the Intercreditor Agreement is then in effect, the Control Agent) for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (A) Deposit Accounts, (B) Investment Property, (C) Letter-of-Credit Rights and (D) Electronic Chattel Paper.
Appears in 2 contracts
Samples: Security and Pledge Agreement (StoneX Group Inc.), Indenture (Intl Fcstone Inc.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 2,500,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral having a book value in excess of $2,500,000 shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any such Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably legend, if requested by the Administrative Agent, acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity, provided that no Obligor shall be required to deliver stock certificates and transfer powers with respect to the Pledged Equity issued by any Subsidiary (other than a Receivables Financing SPC) that is not a Material Restricted Subsidiary. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 2 contracts
Samples: Credit Agreement (Dean Foods Co), Credit Agreement (WHITEWAVE FOODS Co)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 100,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Collateral Agent to perfect its security interest in such Collateral, is delivered to the Administrative Collateral Agent duly endorsed in a manner reasonably satisfactory to the Administrative Collateral Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Collateral Agent indicating the Administrative Collateral Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Collateral Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Collateral Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Collateral Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Collateral Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (A) Deposit Accounts, (Bi) Investment Property, (Cii) Letter-of-Credit Rights and (Diii) Electronic Chattel Paper; provided that the Borrower shall not be required to enter into any deposit account control agreement or take any other action with respect to Deposit Accounts (except to the extent provided in Section 2.15 of the Credit Agreement and other provisions in the Credit Agreement regarding Cash Collateral).
Appears in 2 contracts
Samples: Pledge and Security Agreement (FutureFuel Corp.), Pledge and Security Agreement (FutureFuel Corp.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 50,000 in any individual instance or $5,000,000 100,000 in the aggregate payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s 's security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper, provided that the obligation in this clause (a)(iii) with respect to Deposit Accounts shall only apply during the continuance of an Event of Default.
Appears in 2 contracts
Samples: Security and Pledge Agreement (Interface Inc), Security and Pledge Agreement (Interface Inc)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel PaperPaper individually having an amount in excess of $1,000,000, or if any property constituting Collateral having a value exceeding $1,000,000 in any single transaction shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper individually having an amount in excess of $1,000,000 is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment PropertyProperty (other than Pledged Equity), (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 1,000,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral having a book value in excess of $500,000 shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity, except as set forth on Schedule 1 hereto. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (A) Deposit Accounts, (B) Investment Property, (C) Letter-of-Credit Rights and (D) Electronic Chattel Paper.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of Two Hundred Thousand Dollars ($2,000,000 200,000) in any individual instance instance, or in excess of Five Hundred Thousand Dollars ($5,000,000 500,000) in the aggregate aggregate, payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral with a value in excess of One Hundred Thousand Dollars ($100,000) in any individual instance, or in excess of Five Hundred Thousand Dollars ($500,000) in the aggregate, shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent Lender to perfect its security interest in such Collateral, is delivered to the Administrative Agent Lender duly endorsed in a manner reasonably satisfactory to the Administrative AgentLender. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent Lender indicating the Administrative AgentLender’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent Lender promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative AgentLender, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent Lender pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent Lender for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (A) Deposit Accounts, (B) Investment Property, (CB) Letter-of-Credit Rights Rights, (C) Electronic Chattel Paper and (D) Electronic Chattel PaperDeposit Accounts or Securities Accounts (other than Excluded Property).
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) i. If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 2,500,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent Lender to perfect its security interest in such Collateral, is delivered to the Administrative Agent Lender duly endorsed in a manner reasonably satisfactory to the Administrative AgentLender. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent Lender indicating the Administrative AgentLender’s security interest in such Tangible Chattel Paper.
(ii) . Deliver to the Administrative Agent Lender promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative AgentLender, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent Lender pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) . Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent Lender for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Samples: Security and Pledge Agreement (Advanced Energy Industries Inc)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 1,000,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral valued in excess of $1,000,000 shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is is, upon request, either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall shall, upon request by the Administrative Agent, ensure that any Collateral consisting of Tangible Chattel Paper valued in excess of $1,000,000 is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s 's security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts (other than Excluded Accounts), (Bii) Investment PropertyProperty valued in excess of $1,000,000, (Ciii) Letter-of-Credit Rights valued in excess of $1,000,000 and (Div) Electronic Chattel PaperPaper valued in excess of $1,000,000.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 250,000 in any individual instance or $5,000,000 in the aggregate payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s 's security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper, provided that the obligation in this clause (a)(iii) with respect to Deposit Accounts shall only apply during the continuance of an Event of Default.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 250,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent Required Lenders to perfect its the Administrative Agent’s security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper in excess of $250,000 individually or $1,000,000 in the aggregate is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon within thirty (30) Business Days of the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent Required Lenders for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) the Blocked Account, (ii) Deposit Accounts (other than Excluded Accounts), (Biii) Investment Property, (Civ) Letter-of-Credit Rights and (Dv) Electronic Chattel Paper.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 100,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if reasonably requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute Promptly execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, deliver such Instrument or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent (or the Securities Intermediary, if applicable) duly endorsed in a manner reasonably satisfactory to the Administrative AgentAgent (or the Securities Intermediary, if applicable). Such The Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent (or the Securities Intermediary, if applicable) promptly upon the receipt thereof by or on behalf of such the Obligor, all certificates and instruments constituting Pledged Equityrepresenting or evidencing Collateral. Prior to delivery to the Administrative AgentAgent (or the Securities Intermediary, if applicable), all such certificates constituting Pledged Equity and instruments shall be held in trust by such the Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity and instruments shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the a form provided in Exhibit 4(a) hereto (or other form reasonably acceptable to the Administrative Agent in its reasonable discretion(or the Securities Intermediary, if applicable).
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (A) Deposit Accounts, (B) Investment Property, (C) Letter-of-Credit Rights and (D) Electronic Chattel Paper.
Appears in 1 contract
Samples: Letter of Credit Facility Agreement (GT Solar International, Inc.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 250,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s 's security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver deliver, and use commercially reasonable efforts to cause third parties (if necessary) to execute and deliver, all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 100,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Collateral Agent to perfect its security interest in such Collateral, is delivered to the Administrative Collateral Agent duly endorsed in a manner reasonably satisfactory to the Administrative Collateral Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Collateral Agent indicating the Administrative Collateral Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Collateral Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Collateral Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Collateral Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion).
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Collateral Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (A) Deposit Accounts, (B) Investment Property, (C) Letter-of-Credit Rights and (D) Electronic Chattel Paper.
Appears in 1 contract
Samples: Pledge and Security Agreement (Computer Programs & Systems Inc)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 100,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Samples: Security and Pledge Agreement (Natural Grocers by Vitamin Cottage, Inc.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 200,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable hereto. Notwithstanding the foregoing, no Obligor shall be required to the Administrative Agent in its reasonable discretion)deliver certificates representing Pledged Equity issued by an Inactive Subsidiary.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights Rights; provided that such Obligor shall be required only to use its commercially reasonable efforts to obtain the consent of the issuer or nominated person of any applicable letter of credit with respect to any actions required of such Obligor pursuant to this clause (iii) and (Div) Electronic Chattel Paper.
Appears in 1 contract
Samples: Security and Pledge Agreement (Rf Micro Devices Inc)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 1,000,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver deliver, and use its commercially reasonable efforts to have any necessary third parties execute and deliver, all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper, in each case to the extent constituting Collateral.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 10,000,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) . Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion).
(iii) hereto. Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 100,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver, and use commercially reasonable efforts to cause third parties (if necessary) to execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Samples: Security and Pledge Agreement (Acadia Healthcare Company, Inc.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 1,000,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent Lender to perfect its security interest in such Collateral, is delivered to the Administrative Agent Lender duly endorsed in a manner reasonably satisfactory to the Administrative AgentLender. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper having a value in excess of $1,000,000 is marked with a legend reasonably acceptable to the Administrative Agent Lender indicating the Administrative AgentLender’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent Lender promptly upon the receipt thereof by or on behalf of such Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative AgentLender, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent Lender pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent Lender for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (A) Deposit Accounts (other than Excluded Accounts), (B) Investment Property, (C) Letter-of-Credit Rights Rights, and (D) Electronic Chattel Paper.
Appears in 1 contract
Samples: Security and Pledge Agreement (Resources Connection Inc)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 250,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 1,000,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent Lender to perfect its security interest in such Collateral, is delivered to the Administrative Agent Lender duly endorsed in a manner reasonably satisfactory to the Administrative AgentLender. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent Lender indicating the Administrative AgentLender’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent Lender promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative AgentLender, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent Lender pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver deliver, and use its commercially reasonable efforts to have any necessary third parties execute and deliver, all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent Lender for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper, in each case to the extent constituting Collateral.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 100,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Collateral Agent to perfect its security interest in such Collateral, is delivered to the Administrative Collateral Agent duly endorsed in a manner reasonably satisfactory to the Administrative Collateral Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Collateral Agent indicating the Administrative Collateral Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Collateral Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Collateral Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Collateral Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Collateral Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (A) Deposit Accounts, (B) Investment Property, (C) Letter-of-Credit Rights and (D) Electronic Chattel Paper.
Appears in 1 contract
Samples: Pledge and Security Agreement (Computer Programs & Systems Inc)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Collateral Agent to perfect its security interest in such Collateral, is delivered to the Administrative Collateral Agent duly endorsed in a manner reasonably satisfactory to the Administrative Collateral Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Collateral Agent indicating the Administrative Collateral Agent’s security interest in such Tangible Chattel Paper. Without limiting the foregoing, all intercompany Indebtedness owed to an Obligor in excess of $100,000, individually or in the aggregate, must be evidenced by a promissory note, in a form reasonably satisfactory to the Collateral Agent, and delivered to the Collateral Agent.
(ii) Deliver to the Administrative Collateral Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Collateral Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Collateral Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Collateral Agent for the purpose of obtaining and maintaining control Control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel PaperPaper including, without limitation, any Deposit Account Control Agreements or Securities Account Control Agreements.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 1,000,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s 's security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Samples: Security and Pledge Agreement (Grand Canyon Education, Inc.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of Ten Million Dollars ($2,000,000 in any individual instance or $5,000,000 in the aggregate 10,000,000) payable under under, or in connection with with, any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral having a value in excess of Ten Million Dollars ($10,000,000) shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper Paper, or Document is either either: (A) in the possession of such Obligor or a third party on such Obligor’s behalf at all times or, times; or (B) if requested by the Administrative Collateral Agent to perfect its security interest in such Collateral, (I) if the Instrument, Tangible Chattel Paper or Document is in the possession of such Obligor, is delivered to the Administrative Agent Controlling Collateral Agent, as gratuitous bailee for the Secured Parties, duly endorsed in a manner reasonably satisfactory to the Administrative Controlling Collateral Agent, or (II) if such Instrument, Tangible Chattel Paper or Document is in the possession of a third party, use its commercially reasonable efforts to cause it to be delivered to the Controlling Collateral Agent, as gratuitous bailee for the Secured Parties, duly endorsed in a manner reasonably satisfactory to the Collateral Agent. Such If requested by the Collateral Agent, such Obligor shall use its commercially reasonable efforts to ensure that any Collateral consisting of Tangible Chattel Paper valued in excess of Ten Million Dollars ($10,000,000) is marked with a legend legend, reasonably acceptable to the Administrative Agent Collateral Agent, indicating the Administrative Collateral Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent Controlling Collateral Agent, as gratuitous bailee for the Secured Parties, promptly upon the receipt thereof by by, or on behalf of such of, an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery Equity (to the Administrative Agent, all extent such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant heretois certificated). All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or such other form as may be reasonably acceptable to the Administrative Agent in its reasonable discretion)Controlling Collateral Agent.
(iii) Execute If any Collateral shall consist of Electronic Chattel Paper, Letter-of-Credit Rights or uncertificated Investment Property, in each case, with a value in excess of Ten Million Dollars ($10,000,000), execute and deliver (and, with respect to any Collateral consisting of uncertificated Investment Property, use its commercially reasonable efforts to cause the issuer with respect to such Investment Property to execute and deliver) to the Controlling Collateral Agent, as gratuitous bailee for the Secured Parties, all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Collateral Agent or the Controlling Collateral Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (A) Deposit Accounts, (B) Investment Property, (C) Letter-of-Credit Rights and (D) Electronic Chattel Papersuch Collateral.
Appears in 1 contract
Samples: Delayed Draw Bridge Credit Agreement (Spirit AeroSystems Holdings, Inc.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 1,000,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel PaperPaper (other than any Tangible Chattel Paper constituting a lease of property in which such Obligor is the lessee), or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper (other than any Tangible Chattel Paper constituting a lease of property in which such Obligor is the lessee) is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged EquityEquity representing Equity Interests in any Material Subsidiary. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Samples: Security and Pledge Agreement (Epicor Software Corp)
Instruments/Chattel Paper/Pledged Equity/Control. (i) (A) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 1,000,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral with a value in excess of $1,000,000 shall be stored or shipped subject to a Document, in either case, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall , and (B) ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent Agent, promptly upon the receipt thereof by or on behalf of such Obligorthereof, all certificates and instruments constituting Pledged Equity. Prior Equity (other than certificates constituting Pledged Equity issued by the Turkish Subsidiary for so long as such certificates are needed in connection with any transfer thereof permitted by the Credit Agreement), and, prior to delivery to the Administrative Agentsuch delivery, hold, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All hereto (it being understood that all such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion4(a)(ii)).
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (A) Deposit Accounts, (B) Securities Accounts, (C) Investment Property, (CD) Letter-of-Credit Rights Rights, and (DE) Electronic Chattel Paper.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 100,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, Grantor shall ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor Grantor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor Grantor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such Obligora Grantor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor Grantor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank.
(iii) Deliver to the Administrative Agent, and cause each Issuer listed on Schedule 1 attached hereto (other than MediaXstream, LLC) to execute, a pledge registration and control agreement (the “Pledge Registration Control Agreement”), substantially in the form provided in of Exhibit 4(a1 attached hereto.
(iv) hereto (or other form acceptable Deliver to the Administrative Agent an acknowledgment and consent agreement executed by an authorized officer of MediaXstream, LLC, substantially in its reasonable discretion)the form of Exhibit 3 hereto.
(iiiv) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control (as such term is used in Articles 8 and 9 of the UCC) with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
(vi) Deliver to the Administrative Agent an intellectual property security acknowledgment (the “IP Security Acknowledgment”), substantially in the form of Exhibit 2 attached hereto.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of One-Hundred Fifty Thousand Dollars ($2,000,000 150,000) in any individual instance instance, or in excess of Three Hundred Thousand Dollars ($5,000,000 300,000) in the aggregate aggregate, payable under under, or in connection with with, any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper Paper, or Document is either either: (A) in the possession of such Obligor at all times or, times; or (B) if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably legend, acceptable to the Administrative Agent Agent, indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly promptly, upon the receipt thereof by by, or on behalf of of, such Obligor, all certificates and instruments constituting Pledged Equity. Prior to such delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or such other form acceptable to the Administrative Agent in its reasonable discretion).
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of of: (A) Deposit Accounts (other than Excluded Accounts, ) to the extent required under Section 5.11(c) of the Credit Agreement); (B) Investment Property, ; (C) Letter-of-Credit Rights in excess of One-Hundred Fifty Thousand Dollars ($150,000) in any individual instance; and (D) Electronic Chattel PaperPaper in excess of One-Hundred Fifty Thousand Dollars ($150,000) in any individual instance.
Appears in 1 contract
Samples: Security and Pledge Agreement (Rotech Healthcare Holdings Inc.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 2,500,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 250,000.00 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
(iv) Promptly upon the creation of any new Deposit Account not held at Administrative Agent, forward to the Administrative Agent an updated Schedule 2(f) listing any and all such additional Deposit Accounts.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 250,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver Subject to the Credit Agreement, deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute Upon the occurrence of and during the existence of an Event of Default, execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Samples: Security and Pledge Agreement (Silicon Laboratories Inc)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in 1,000,000 payable to any individual instance or $5,000,000 in the aggregate payable under or in connection with any of the Collateral Obligor shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral having a value of more than $1,000,000 shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent Secured Party to perfect its security interest in such Collateral, is promptly delivered to the Administrative Agent Secured Party duly endorsed in a manner reasonably satisfactory to the Administrative AgentSecured Party. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper which is required to be delivered to the Secured Party pursuant to this Section 4(a) is marked with a legend reasonably acceptable to the Administrative Agent Secured Party indicating the Administrative AgentSecured Party’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent Secured Party promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative AgentSecured Party, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent Secured Party pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)attached hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents (in each case in such form as may be required by any bank, financial institution or other third party executing such document, agreement, assignment or instrument) reasonably promptly after they are reasonably requested by the Administrative Agent Secured Party for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel PaperPaper (other than with respect to Deposit Accounts containing less than $500,000 or such other Collateral with a value of less than $1,000,000, with respect to which no such action shall be required, unless requested by the Secured Party).
Appears in 1 contract
Samples: Security and Pledge Agreement (InfrastruX Group, Inc.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 250,000.00 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent Lender to perfect its security interest in such Collateral, is delivered to the Administrative Agent Lender duly endorsed in a manner reasonably satisfactory to the Administrative AgentLender. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent Lender indicating the Administrative AgentLender’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent Lender promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative AgentLender, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent Lender pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent Lender for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 250,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Upon the request of the Administrative Agent, such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper Paper, evidencing an amount payable in excess of $250,000, is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s 's security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity; provided, however, that no Obligor shall be required to deliver the certificated Equity Interests of comScore Asia Limited or of comScore Europe Ltd to the Administrative Agent. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a) hereto (or such other form acceptable to the Administrative Agent in its reasonable discretion)Agent.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 500,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Samples: Security and Pledge Agreement (Duluth Holdings Inc.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 250,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor or its Affiliates or agents at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such If requested by the Administrative Agent, such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper in excess of $250,000 is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit AccountsAccounts (other than Excluded Accounts and subject to Section 7.17 of the Credit Agreement), (Bii) Investment PropertyProperty in excess of $250,000, (Ciii) Letter-of-Credit Rights in excess of $250,000 and (Div) Electronic Chattel PaperPaper in excess of $250,000.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 10,000 in any individual instance or $5,000,000 100,000 in the aggregate payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such Obligor, all certificates and instruments constituting Pledged Equity, if any. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity Equity, if any, shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity Equity, if any, shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion).
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (A) Deposit Accounts, (B) Investment Property, (CB) Letter-of-Credit Rights and (DC) Electronic Chattel Paper. With respect to the obtaining and maintaining control of Deposit Accounts, such requirements are set forth in Section 6.12 of the Credit Agreement.
Appears in 1 contract
Samples: Security and Pledge Agreement (Health Insurance Innovations, Inc.)
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent to perfect its security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper in an individual value in excess of $100,000 is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute Subject to the terms of Section 5.15 of the Credit Agreement, execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts, (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
Instruments/Chattel Paper/Pledged Equity/Control. (i) If any amount in excess of $2,000,000 in any individual instance or $5,000,000 in the aggregate 250,000 payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, or if any property constituting Collateral shall be stored or shipped subject to a Document, ensure that such Instrument, Tangible Chattel Paper or Document is either in the possession of such Obligor at all times or, if requested by the Administrative Agent Required Lenders to perfect its the Administrative Agent’s security interest in such Collateral, is delivered to the Administrative Agent duly endorsed in a manner reasonably satisfactory to the Administrative Agent. Such Obligor shall ensure that any Collateral consisting of Tangible Chattel Paper in excess of $250,000 individually or $1,000,000 in the aggregate is marked with a legend reasonably acceptable to the Administrative Agent indicating the Administrative Agent’s security interest in such Tangible Chattel Paper.
(ii) Deliver to the Administrative Agent promptly upon within thirty (30) Business Days of the receipt thereof by or on behalf of such an Obligor, all certificates and instruments constituting Pledged Equity. Prior to delivery to the Administrative Agent, all such certificates constituting Pledged Equity shall be held in trust by such Obligor for the benefit of the Administrative Agent pursuant hereto. All such certificates representing Pledged Equity shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, substantially in the form provided in Exhibit 4(a4(a)(ii) hereto (or other form acceptable to the Administrative Agent in its reasonable discretion)hereto.
(iii) Execute and deliver all agreements, assignments, instruments or other documents as reasonably requested by the Administrative Agent Required Lenders for the purpose of obtaining and maintaining control with respect to any Collateral consisting of (Ai) Deposit Accounts (other than Excluded Accounts), (Bii) Investment Property, (Ciii) Letter-of-Credit Rights and (Div) Electronic Chattel Paper.
Appears in 1 contract
