Intercreditor and Collateral Agency Agreement. This INTERCREDITOR AND COLLATERAL AGENCY AGREEMENT dated as of August 20, 2007 (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”) is among:
Intercreditor and Collateral Agency Agreement. Each of the Noteholders or its counsel and the Collateral Agent shall have received the Intercreditor Agreement, dated as of the Effective Date, duly executed and delivered by the Company and each other party thereto, in the form attached hereto as Exhibit 3.5.
Intercreditor and Collateral Agency Agreement. THIS INTERCREDITOR AND COLLATERAL AGENCY AGREEMENT dated as of July 1, 2008 (this “Agreement”), is entered into by and among (i) Bank of America, N.A., in its capacity as Collateral Agent (as hereinafter defined), (ii) Bank of America, N.A., in its capacity as administrative agent (the “Credit Facility Agent”) under the Credit Facility Agreement (as hereinafter defined) on behalf of itself and each of the Secured Lender Parties (as hereinafter defined), (iii) each of the institutional investors listed on Schedule 1 attached hereto (together with their respective successors and assigns, each a “Noteholder” and collectively, the “Noteholders”), (iv) the Company (as hereinafter defined) and (v) the Guarantors (as hereinafter defined).
Intercreditor and Collateral Agency Agreement. This Intercreditor and Collateral Agency Agreement (this “Agreement”), dated as of this 11th day of October 2012, is by and among Bank of America, N.A. (“Bank of America”), in its capacity as administrative agent and collateral agent under the Credit Agreement referenced below (in such capacity, together with any assignee, successor or replacement, the “Bank Agent”) and on behalf of the Secured Bank Creditors (as defined below), the Noteholders (as defined below) from time to time party hereto, Bank of America, in its capacity as collateral agent for the Secured Creditors (as defined below) (in such capacity, together with any successor or replacement agent which may be appointed pursuant to this Agreement, the “Collateral Agent”) and Granite Construction Incorporated (the “Company”) for itself and on behalf of the Loan Parties (as defined below). All terms used herein which are defined in Section 1 hereof or in the text of any other Section hereof shall have the meanings given therein.
Intercreditor and Collateral Agency Agreement. HOU03:1283630 Noteholder its respective portion of all payments so received in accordance with the terms of this Agreement;
Intercreditor and Collateral Agency Agreement. HOU03:1283630 received by the Collateral Agent under or in connection with the Security Documents or this Agreement; and the Collateral Agent shall provide each Noteholder with a schedule of all costs and expenses which the Collateral Agent has paid or proposes to pay from the proceeds of such payments or repayments as permitted hereunder.
Intercreditor and Collateral Agency Agreement. HOU03:1283630 its discretion, taking into account the interests of all Noteholders. The Collateral Agent shall not be obligated to follow any such written directions to the extent that it shall determine that such directions are in conflict with any provision hereof or of any applicable law or regulation or any Financing Document. Neither the Collateral Agent nor any director, officer, employee or agent of the Collateral Agent shall be responsible for or have any duty to ascertain, inquire into or verify (a) any statement, warranty or representation made in connection with any of the Financing Documents or any payment thereunder; (b) the performance or observance of any of the covenants or agreements of the Company, the Parent or any Noteholder under any of the Financing Documents; (c) the validity, effectiveness or genuineness of the Financing Documents or any other instrument or writing furnished in connection therewith; or (d) the existence, genuineness or value of any of the Collateral or the validity, effectiveness, perfection, priority or enforceability of the security interests in or liens on any of the Collateral.
Intercreditor and Collateral Agency Agreement. HOU03:1283630
Intercreditor and Collateral Agency Agreement. HOU03:1283630 as no Event of Default has occurred and is continuing, shall be reasonably satisfactory to the Company (not to be unreasonably withheld, conditioned or delayed). Upon the acceptance of any appointment as Collateral Agent hereunder by a successor Xxxxxxxxxx Agent, such successor Collateral Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Collateral Agent, and the retiring Collateral Agent shall be discharged from its duties and obligations hereunder, except to the extent provided above for acts or omissions prior to the resignation or termination. After any retiring Collateral Agent’s resignation or removal hereunder as Collateral Agent, (a) the provisions of Sections 4.6 and 4.7 shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as Collateral Agent, (b) any Collateral held in possession of the retiring Collateral Agent shall be delivered to the successor Collateral Agent, and (c) the retiring Collateral Agent shall assign all of its rights as secured party, mortgagee, assignee, deed of trust beneficiary or other similar position with respect to all of the Collateral to the successor Collateral Agent for the pro rata benefit of the Noteholders.
Intercreditor and Collateral Agency Agreement. HOU03:1283630 Reserve Requirement. Promptly after the Collateral Agent receives such written request from the Company and the Required Holders have determined that no Default or Event of Default exists or would result from such withdrawal (or at such later time when any such Default or Event of Default shall have been cured, waived or is no longer continuing), the Collateral Agent shall instruct the Securities Intermediary to withdraw and transfer such Collateral in accordance with the provisions in the Security Agreement and the Control Agreement.
