Common use of Landlord’s Access Agreements/Bailee Letters Clause in Contracts

Landlord’s Access Agreements/Bailee Letters. Each Pledgor shall use its commercially reasonable efforts to obtain a Bailee Letter and/or Landlord Access Agreement as soon as practicable after the date hereof with respect to each location set forth in Schedule 7(a)(I) of the Perfection Certificate where such Pledgor maintains Pledged Collateral and where such Schedule 7(a)(I) indicates that a Landlord Access Agreement or Bailee Letter is required. If reasonably requested by the Collateral Agent, each Pledgor shall use commercially reasonable efforts to obtain a Bailee Letter, Landlord Access Agreement and/or landlord’s lien waiver, as applicable, from all such additional bailees and landlords, as applicable, who from time to time have possession of any Pledged Collateral; provided, that the requirement to deliver Landlord Access Agreements and/or landlord’s lien waivers with respect to any such additional location set forth in Schedule 7(a)(I) of the Perfection Certificate shall not apply to any location where the value of the Pledged Collateral held in such location is less than $200,000, provided that the aggregate value of the Pledged Collateral held in all the locations not required to deliver Landlord Access Agreements and/or landlord’s lien waivers is less than $500,000. In addition, a waiver of bailee’s lien shall not be required if the value of the Pledged Collateral held by such bailee is less than $10,000, provided that the aggregate value of the Pledged Collateral held by all bailees who have not delivered a Bailee Letter is less than $200,000 in the aggregate. Notwithstanding the foregoing, the Collateral Agent shall not make any request for a Landlord Access Agreement, Bailee Letter or other landlord’s waiver in respect of any property to the extent the same shall not have been requested by and delivered to the Administrative Agent or the Applicable Collateral Agent under the Intercreditor Agreement.

Appears in 2 contracts

Samples: Security Agreement (Brocade Communications Systems Inc), Security Agreement (Brocade Communications Systems Inc)

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Landlord’s Access Agreements/Bailee Letters. Each Pledgor shall use its commercially reasonable efforts to obtain a Bailee Letter and/or Landlord Access Agreement as soon as practicable within 90 days after the date hereof (or such later date as may be agreed to by the First Lien Collateral Agent) with respect to each location set forth in Schedule 7(a)(I4.01(m)(vi) of the Perfection Certificate where such Pledgor maintains Pledged Collateral and where such Schedule 7(a)(I) indicates that First Lien Credit Agreement, a Bailee Letter and/or Landlord Access Agreement or Bailee Letter is required. If reasonably requested by the Collateral AgentAgreement, each Pledgor shall as applicable, and use commercially reasonable efforts to obtain a Bailee Letter, Letter or Landlord Access Agreement Agreement, substantially in the form of Exhibit 9 or Exhibit 10, respectively, and with such changes as appropriate to reflect the Secured Parties, and/or landlord’s lien waiver, as applicable, from all such additional bailees and landlords, as applicable, who from time to time have possession of any Pledged Collateral; provided, Collateral if reasonably requested by the Collateral Agent (it being understood that any determination by the requirement First Lien Collateral Agent on such requests shall be deemed acceptable to deliver Landlord Access Agreements and/or landlord’s lien waivers with respect to any such additional location set forth in Schedule 7(a)(I) of the Perfection Certificate shall not apply to any location where the value of the Pledged Collateral held in such location is less than $200,000, provided that the aggregate value of the Pledged Collateral held in all the locations not required to deliver Landlord Access Agreements and/or landlord’s lien waivers is less than $500,000Agent). In addition, a A waiver of bailee’s lien shall not be required if the value of the Pledged Collateral held by such bailee is less than $10,00025,000, provided that the aggregate value of the Pledged Collateral held by all bailees who have not delivered a Bailee Letter is less than $200,000 100,000 in the aggregate. Notwithstanding aggregate for all Pledgors; provided that, to the foregoingextent any Pledgor delivers a bailee letter, landlord access agreement and/or landlord’s lien waiver, as applicable, to the First Lien Collateral Agent with respect to the First Lien Credit Agreement, or to any other Person with respect to any other first lien Indebtedness, such Pledgor shall not make any request for also deliver a Bailee Letter or Landlord Access Agreement, Bailee Letter substantially in the form of Exhibit 9 or other Exhibit 10, respectively, and with such changes as appropriate to reflect the Secured Parties and the secured parties under any Credit Facility Obligations, and/or landlord’s waiver in respect of any property lien waiver, as applicable, to the extent the same shall not have been requested by and delivered to the Administrative Agent or the Applicable Collateral Agent under the Intercreditor AgreementAgent.

Appears in 1 contract

Samples: Security Agreement (Norcraft Holdings, L.P.)

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Landlord’s Access Agreements/Bailee Letters. Each Pledgor shall use its commercially reasonable efforts to obtain a Bailee Letter and/or Landlord Access Agreement as soon as practicable within 90 days after the date hereof (or such later date as may be agreed to by the First Lien Collateral Agent) with respect to each location set forth in Schedule 7(a)(I4.01(m)(vi) of the Perfection Certificate First Lien Credit Agreement, where such Pledgor maintains Pledged Collateral and where such Schedule 7(a)(I) indicates that Collateral, a Bailee Letter and/or Landlord Access Agreement or Bailee Letter is required. If reasonably requested by the Collateral AgentAgreement, each Pledgor shall as applicable, and use commercially reasonable efforts to obtain a Bailee Letter, Letter or Landlord Access Agreement Agreement, substantially in the form of Exhibit 9 or Exhibit 10, respectively, and with such changes as appropriate to reflect the Secured Parties, and/or landlord’s lien waiver, as applicable, from all such additional bailees and landlords, as applicable, who from time to time have possession of any Pledged Collateral; provided, Collateral if reasonably requested by the Collateral Agent (it being understood that any determination by the requirement First Lien Collateral Agent on such requests shall be deemed acceptable to deliver Landlord Access Agreements and/or landlord’s lien waivers with respect to any such additional location set forth in Schedule 7(a)(I) of the Perfection Certificate shall not apply to any location where the value of the Pledged Collateral held in such location is less than $200,000, provided that the aggregate value of the Pledged Collateral held in all the locations not required to deliver Landlord Access Agreements and/or landlord’s lien waivers is less than $500,000Agent). In addition, a A waiver of bailee’s lien shall not be required if the value of the Pledged Collateral held by such bailee is less than $10,00025,000, provided that the aggregate value of the Pledged Collateral held by all bailees who have not delivered a Bailee Letter is less than $200,000 100,000 in the aggregate. Notwithstanding aggregate for all Pledgors; provided that, to the foregoingextent any Pledgor delivers a bailee letter, landlord access agreement and/or landlord’s lien waiver, as applicable, to the First Lien Collateral Agent with respect to the First Lien Credit Agreement, or to any other Person with respect to any other first lien Indebtedness, such Pledgor shall not make any request for also deliver a Bailee Letter or Landlord Access Agreement, Bailee Letter substantially in the form of Exhibit 9 or other Exhibit 10, respectively, and with such changes as appropriate to reflect the Secured Parties and the secured parties under any Credit Facility Obligations, and/or landlord’s waiver in respect of any property lien waiver, as applicable, to the extent the same shall not have been requested by and delivered to the Administrative Agent or the Applicable Collateral Agent under the Intercreditor AgreementAgent.

Appears in 1 contract

Samples: Security Agreement (Norcraft Holdings, L.P.)

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