Lien Searches Against Loan Parties Sample Clauses

Lien Searches Against Loan Parties. Other than as provided in Subsection 2.15, the Loan Parties shall have delivered to Administrative Agent the results of (1) central filing Lien searches against each of the Loan Parties in the jurisdiction in which such Loan Party is organized or in the District of Columbia, as applicable pursuant to Section 9-307(c) of the Uniform Commercial Code, and (2) federal and state tax, fixture, pending suit and judgment Lien searches against each of the Loan Parties (other than Choice) in any jurisdiction in which such Loan Party has assets and (a) the aggregate value of such assets in such jurisdiction is in excess of $2,000,000 (or such higher threshold as Administrative Agent may agree to in its sole discretion), or (b) the loss of the assets in such jurisdiction would reasonably be expected to have a Material Adverse Effect or (c) such Loan Party has its chief executive office or principle place of business in such jurisdiction, indicating, among other things, that the Loan Parties’ assets and the ownership interests of the Loan Parties are free and clear of any Lien, except for Permitted Encumbrance.
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Lien Searches Against Loan Parties. Other than as provided in the Post-Closing Letter, the Loan Parties shall have delivered to Administrative Agent the results of (1) central filing Lien searches against each of the Loan Parties in the jurisdiction in which such Loan Party is organized or in the District of Columbia, as applicable pursuant to Section 9-307(c) of the Uniform Commercial Code, and (2) federal and state tax, fixture, pending suit and judgment Lien searches against each of the Loan Parties (other than Choice) in any jurisdiction in which such Loan Party has assets and (a) (x) the aggregate value of such assets in such jurisdiction is in excess of $2,000,000 (or such higher threshold as Administrative Agent may agree to in its sole discretion), or (y) the loss of the assets in such jurisdiction would reasonably be expected to have a Material Adverse Effect or (z) such Loan Party has its chief executive office or principle place of business in such jurisdiction, and (b) results for such Lien searches in such jurisdiction for such Loan Party have not been obtained and delivered to Administrative Agent within the twelve months proceeding the Third Amendment Date, indicating, among other things, that the Loan Parties’ assets and the ownership interests of the Loan Parties are free and clear of any Lien, except for Permitted Encumbrance.
Sample 1
Lien Searches Against Loan Parties. The Loan Parties shall have delivered to Administrative Agent the results of a Lien search of all filings made against each of the Loan Parties and their Subsidiaries under the Uniform Commercial Code (and local tax, fixture and judgment filing offices) as in effect in any jurisdiction in which (1) it is organized and in the District of Columbia, if applicable pursuant to Section 9-307(c) of the Uniform Commercial Code or (2) it has assets unless (a) the aggregate value of such assets in such jurisdiction is not in excess of $500,000 (or such higher threshold as Administrative Agent may agree to in its sole discretion), and (b) the loss of the assets in such jurisdiction could not reasonably be expected to have a Material Adverse Effect, indicating, among other things, that the Loan Parties’ assets and the ownership interests of the Loan Parties are free and clear of any Lien, except for Permitted Encumbrances.
Sample 1
Lien Searches Against Loan Parties. The Loan Parties shall have delivered to Administrative Agent the results of a Lien search of all filings made against each of the Loan Parties under the applicable Uniform Commercial Code (and local tax, fixture and judgment filing offices) (a) in the state in which such Loan Party is organized or resides, (b) in any county (or independent city or town) in which the loss of such Loan Party’s assets located in such county could reasonably be expected to have a Material Adverse Effect, and (c) if requested in writing by Administrative Agent, (i) in each county (or independent city or town) in which such Loan Party has a central office, and (ii) if such Loan Party is a transmitting utility (as defined in the applicable Uniform Commercial Code), in each state in which real or personal property of such Loan Party is located, such Lien search to indicate, among other things, that the Loan Parties’ assets and the ownership interests of the Loan Parties are free and clear of any Lien, except for Permitted Encumbrances.
Sample 1
Lien Searches Against Loan Parties. The Loan Parties shall have delivered to Administrative Agent the results of (1) central filing Lien searches against each of the Loan Parties in the jurisdiction in which such Loan Party is organized or in the District of Columbia, as applicable pursuant to Section 9-307(c) of the Uniform Commercial Code, and (2) federal and state tax, fixture, pending suit and judgment Lien searches against each of the Loan Parties in any jurisdiction in which such Loan Party has assets and (a) (x) the aggregate value of such assets in such jurisdiction is in excess of $500,000 (or such higher threshold as Administrative Agent may agree to in its sole discretion), or (y) the loss of the assets in such jurisdiction could reasonably be expected to have a Material Adverse Effect or (z) such Loan Party has its chief executive office or principle place of business in such jurisdiction, and (b) results for such Lien searches in such jurisdiction for such Loan Party have not been obtained and delivered to Administrative Agent within the twelve months proceeding the Second Amendment Date, indicating, among other things, that the Loan Parties’ assets and the ownership interests of the Loan Parties are free and clear of any Lien, except for Permitted Encumbrances.
Sample 1
Lien Searches Against Loan Parties. The Administrative Agent shall have received the results of searches for any effective UCC financing statements, tax Liens and judgment Liens filed against the Loan Parties as may be reasonably requested by the Administrative Agent.
Sample 1
Lien Searches Against Loan Parties. The Loan Parties shall have delivered to Administrative Agent the results of a Lien search of all filings made against each of the Loan Parties and the excluded Subsidiaries under the applicable Uniform Commercial Code (and local tax, fixture and judgment filing offices) (1) for each Loan Party and each Excluded Subsidiary, in the state in which it is organized, (2) for each Loan Party and each Excluded Subsidiary, in each county (or independent city or town) in which it has a central office, (3) for Shenandoah Personal Communications Company and Shenandoah Mobile Company, in each county (or independent city or town) in which business is conducted by either party under the Sprint Nextel Agreements, (4) for Shenandoah Cable Television Company and Shentel Cable Company, in each county (or independent city or town) in which it regularly has gross cable xxxxxxxx in excess of $65,000 per month, (5) for each Loan Party and each Excluded Subsidiary that is a transmitting utility (as defined in the applicable Uniform Commercial Code), in each state in which real or personal property of such Loan Party or Excluded Subsidiary is located, and (6) for each Loan Party and each Excluded Subsidiary, in any county (or independent city or town) in which the loss of such Loan Party's or such Excluded Subsidiary's assets located in such county could reasonably be expected to have a Material Adverse Effect on the Loan Parties and their respective Subsidiaries taken as a whole after giving effect to the JetBroadband Acquisition, such Lien search to indicate, among other things, that the Loan Parties' and the Excluded Subsidiaries' assets and the ownership interests of the Loan Parties and the Excluded Subsidiaries are free and clear of any Lien, except for Permitted Encumbrances.
Sample 1
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Related to Lien Searches Against Loan Parties

  • Claims Against Third Parties The Licensee shall, as soon as it becomes aware, give DACS in writing full particulars of any infringements or violations of any of DACS’ / the Artist’s rights in the Work.

  • No Debt Against the State This Contract will not be construed as creating any debt by or on behalf of the State of Texas.

  • Preferential Collection of Claims Against the Company The Trustee shall comply with Section 311(a) of the Trust Indenture Act, excluding any creditor relationship described in Section 311(b) of the Trust Indenture Act. A Trustee who has resigned or been removed shall be subject to Section 311(a) of the Trust Indenture Act to the extent included therein.

  • Concerning the Collateral and Related Loan Documents Each member of the Lender Group authorizes and directs Agent to enter into this Agreement and the other Loan Documents. Each member of the Lender Group agrees (and by entering into a Bank Product Agreement, each Bank Product Provider shall be deemed to agree) that any action taken by Agent in accordance with the terms of this Agreement or the other Loan Documents relating to the Collateral and the exercise by Agent of its powers set forth therein or herein, together with such other powers that are reasonably incidental thereto, shall be binding upon all of the Lenders (and such Bank Product Provider).

  • Claims Against the School District It is understood that the School District's only obligation is to purchase an insurance policy and pay such amounts as agreed to herein and no claim shall be made against the School District as a result of a denial of insurance benefits by an insurance carrier.

  • Warranty Against Encumbrances Seller warrants that the goods are now free, and at the time of delivery shall be free, from any security interest or other lien or encumbrance.

  • Pursuit of Claims Against Third Parties If (i) a Party incurs any Liability arising out of this Agreement or any Ancillary Agreement; (ii) an adequate legal or equitable remedy is not available for any reason against the other Party to satisfy the Liability incurred by the incurring Party; and (iii) a legal or equitable remedy may be available to the other Party against a Third Party for such Liability, then the other Party shall use its commercially reasonable efforts to cooperate with the incurring Party, at the incurring Party’s expense, to permit the incurring Party to obtain the benefits of such legal or equitable remedy against the Third Party.

  • Prohibition Against Recording Except as provided in Section 29.4 of this Lease, neither this Lease, nor any memorandum, affidavit or other writing with respect thereto, shall be recorded by Tenant or by anyone acting through, under or on behalf of Tenant.

  • Authority of Administrative Agent to Release Collateral and Liens Each Lender and the Issuing Bank hereby authorizes the Administrative Agent to release any collateral that is permitted to be sold or released pursuant to the terms of the Loan Documents. Each Lender and the Issuing Bank hereby authorizes the Administrative Agent to execute and deliver to the Borrower, at the Borrower’s sole cost and expense, any and all releases of Liens, termination statements, assignments or other documents reasonably requested by the Borrower in connection with any sale or other disposition of Property to the extent such sale or other disposition is permitted by the terms of Section 9.12 or is otherwise authorized by the terms of the Loan Documents.

  • Preferential Collection of Claims Against the Issuer The Trustee is subject to TIA § 311(a), excluding any creditor relationship listed in TIA § 311(b). A Trustee who has resigned or been removed shall be subject to TIA § 311(a) to the extent indicated therein.

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