Maintaining Electronic Chattel Paper and Transferable Records Sample Clauses

Maintaining Electronic Chattel Paper and Transferable Records. So long as any Advance or any other Obligation of any Loan Party under any Loan Document shall remain unpaid, any Letter of Credit shall be outstanding, or any Lender Party shall have any Commitment: (a) Each Guarantor Grantor will maintain all (i) electronic chattel paper so that the Collateral Agent has control of the electronic chattel paper in the manner specified in Section 9-105 of the UCC and (ii) all transferable records so that the Collateral Agent has control of the transferable records in the manner specified in Section 16 of the Uniform Electronic Transactions Act, as in effect in the jurisdiction governing such transferable record (“UETA”); and (b) Each Guarantor Grantor will as soon as reasonably practicable give notice to the Collateral Agent of any material commercial tort claim (as defined in Section 9-102(13) of the UCC) of any Guarantor Grantor and will immediately execute or otherwise authenticate a supplement to this Agreement, and otherwise take all necessary action, to subject such commercial tort claim to the first priority security interest created under this Agreement.
AutoNDA by SimpleDocs
Maintaining Electronic Chattel Paper and Transferable Records. So long as any Advance shall remain unpaid or any other Secured Obligation of any Grantor under any Loan Document shall remain unpaid or any Lender shall have any Commitment, each Grantor will maintain all (i) electronic chattel paper so that the Collateral Agent has control of the electronic chattel paper in the manner specified in Section 9-105 of the UCC and (ii) all transferable records so that the Collateral Agent has control of the transferable records in the manner specified in Section 16 of the Uniform Electronic Transactions Act, as in effect in the jurisdiction governing such transferable record (“UETA”).
Maintaining Electronic Chattel Paper and Transferable Records. So long as any Advance or any other Obligation of any Loan Party under any Loan Document shall remain unpaid, any Letter of Credit shall be outstanding, any Secured Hedge Agreement shall be in effect, or any Lender Party shall have any Commitment: (a) Each Grantor will maintain all (i) electronic chattel paper so that the Collateral Agent has control of the electronic chattel paper in the manner specified in Section 9-105 of the UCC and (ii) transferable records so that the Collateral Agent has control of the transferable records in the manner specified in Section 16 of the Uniform Electronic Transactions Act, as in effect in the jurisdiction governing such transferable record (“UETA”); and (b) Each Grantor will as soon as reasonably practicable give notice to the Collateral Agent of any material commercial tort claim against any Grantor and will promptly execute or otherwise authenticate a supplement to this Agreement, and otherwise take all necessary action, to subject such commercial tort claim to the first priority security interest created under this Agreement.
Maintaining Electronic Chattel Paper and Transferable Records. So long as any Secured Obligation of any Grantor under any Note Document shall remain unpaid each Grantor will maintain all (1) electronic chattel paper so that the Collateral Agent has control of the electronic chattel paper in the manner specified in Section 9-105 of the UCC or pursuant to similar laws in Canada, as applicable, and (ii) all transferable records so that the Collateral Agent has control of the transferable records in the manner specified in Section 16 of the Uniform Electronic Transactions Act, as in effect in the jurisdiction governing such transferable record ("UETA") or pursuant to similar laws in Canada, as applicable.
Maintaining Electronic Chattel Paper and Transferable Records. (a) So long as any Advance or any other Obligation of any Borrower under any Loan Document shall remain unpaid, any Letter of Credit that has not been cash collateralized (as provided in the Credit Agreement) shall be outstanding, any Secured Hedge Agreement or any Bilateral Obligation owing to a Secured Party shall be in effect or any Lender Party shall have any Commitment, each Grantor will maintain all (i) electronic chattel paper so that the Collateral Agent has control of the electronic chattel paper in the manner specified in Section 9-105 of the UCC and (ii) all transferable records so that the Collateral Agent has control of the transferable records in the manner specified in Section 16 of the Uniform Electronic Transactions Act, as in effect in the jurisdiction governing such transferable record ("UETA"); and (b) Each Grantor will promptly, but in any event within 10 Business Days after a Responsible Officer of MII becoming aware thereof, give notice to the Collateral Agent of any material commercial tort claim that may arise in the future and will promptly execute or otherwise authenticate a supplement to this Agreement, and otherwise take all necessary action, to subject such commercial tort claim to the first priority security interest created under this Agreement.
Maintaining Electronic Chattel Paper and Transferable Records. From and after a Collateral Transfer, so long as any Secured Obligation of any Grantor under any Second Priority Note Documents shall remain unpaid, each Grantor will maintain all (i) electronic chattel paper included in the Transferred Collateral so that the Second Priority Notes Collateral Agent has control of the electronic chattel paper in the manner specified in Section 9-105 of the UCC or pursuant to similar laws in Canada, as applicable, and (ii) all transferable records included in the Transferred Collateral so that the Second Priority Notes Collateral Agent has control of the transferable records in the manner specified in Section 16 of the Uniform Electronic Transactions Act, as in effect in the jurisdiction governing such transferable record ("UETA") or pursuant to similar laws in Canada, as applicable.

Related to Maintaining Electronic Chattel Paper and Transferable Records

  • Electronic Chattel Paper and Transferable Records If any Grantor at any time holds or acquires an interest in any Electronic Chattel Paper or any “transferable record”, as that term is defined in Section 201 of the Federal Electronic Signatures in Global and National Commerce Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, such Grantor shall promptly notify the Collateral Agent thereof and, at the request of the Collateral Agent, shall take such action as the Collateral Agent may request to vest in the Collateral Agent control under New York UCC Section 9-105 of such Electronic Chattel Paper or control under Section 201 of the Federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Collateral Agent agrees with such Grantor that the Collateral Agent will arrange, pursuant to procedures satisfactory to the Collateral Agent and so long as such procedures will not result in the Collateral Agent’s loss of control, for the Grantor to make alterations to the Electronic Chattel Paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the Federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to allow without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by such Grantor with respect to such Electronic Chattel Paper or transferable record.

  • Electronic Chattel Paper Such Grantor shall take all steps necessary to grant the Administrative Agent Control of all electronic chattel paper in accordance with the UCC and all “transferable records” as defined in each of the Uniform Electronic Transactions Act and the Electronic Signatures in Global and National Commerce Act.

  • Electronic Signatures and Electronic Records The Parties consent to the use of electronic signatures. The Agreement, and any other documents requiring a signature hereunder, may be signed electronically by the Parties in the manner specified by any applicable City regulation, rule, and/or ordinance. The Parties agree not to deny the legal effect or enforceability of the Agreement solely because it is in electronic form or because an electronic record was used in its formation. The Parties agree not to object to the admissibility of the Agreement in the form of an electronic record, or a paper copy of an electronic document, or a paper copy of a document bearing an electronic signature, on the ground that it is an electronic record or electronic signature or that it is not in its original form or is not an original.

  • Instruments and Tangible Chattel Paper Attached hereto as Schedule 10 is a true and correct list of all promissory notes, instruments (other than checks to be deposited in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness held by each Company as of the date hereof, including all intercompany notes between or among any two or more Companies or any of their Subsidiaries, stating if such instruments, chattel paper or other evidence of indebtedness is pledged under the Security Agreement.

  • Electronic Records You acknowledge and agree that we may in our discretion store all records electronically; and that we will not retain and have no obligation to retain any original documents for any period of time. This applies to all documentation including but not limited to checks, transaction records, notes, mortgages, deeds of trust and other loan and/or security documentation. We will routinely destroy all original documentation. We may store records electronically via imaging, scanning, filming or other technology used in the financial services industry for the storage of documentation via internal processes or third-party processors that we approve for these services. You agree that such storage shall be secure, and further agree that such records shall for all purposes be recognized and admissible in evidence or otherwise to prove the agreements, rights and obligations of the parties pursuant to any such records.

  • Chattel Paper The Receivables constitute “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC.

  • Instruments and Chattel Paper Attached hereto as Schedule 10 is a true and correct list of all promissory notes, instruments (other than checks to be deposited in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of Indebtedness held by each Loan Party as of January 15, 2013 having an aggregate value or face amount in excess of $100,000, including all intercompany notes between or among any two or more Loan Parties or any of their Subsidiaries.

  • Electronic Fund Transfers The following provisions apply only to Electronic Fund Transfers (“EFTs”). EFTs are any transfer of funds initiated with your Card(s) at an ATM or as a PIN based debit transaction (Point of Sale). You will have access to either your deposit or credit card accounts, or both if you so choose, with Commerce Bank. We can cancel these services at any time and for any reason without notice. We can also cancel your entire Account, including credit card services, and revoke your Card(s) as provided in the CANCELLATION paragraph above. This may be done by an ATM or merchant not returning your Card(s) to you. We may change the terms of this Agreement relating to EFTs without notice to you unless required by law. Our Business Days are Monday through Friday. Federal holidays are not included. Tell us AT ONCE if you believe your Card(s) has/have been lost or stolen or if you believe that an EFT has been made without your permission. Telephoning is the best way of keeping your possible losses down. You could lose all the money in your deposit account plus your maximum overdraft line of credit. If you tell us within two Business Days after you learn of the loss or theft of your Card, you can lose no more than $50.00 if someone used your Card without your permission. If you do NOT tell us within two Business Days after you learn of the loss or theft of your Card, and we can prove that we could have stopped someone from using your Card and making transfers from your deposit account without your permission if you had told us, you could lose as much as $500.00. Also, if your deposit statement shows transfers that you did not make, including those made by Card, code or other means, tell us at once. If you do not tell us within 60 days after the deposit statement was mailed to you, you may not get back any money you lost after the 60 days if we can prove that we could have stopped someone from taking the money if you had told us in time. If a good reason (such as a long trip or a hospital stay) kept you from telling us, we will extend the time periods at our discretion.

  • Agreement to Use Electronic Signatures I agree, and it is my intent, to sign this Contract by accessing State of Indiana Supplier Portal using the secure password assigned to me and by electronically submitting this Contract to the State of Indiana. I understand that my signing and submitting this Contract in this fashion is the legal equivalent of having placed my handwritten signature on the submitted Contract and this affirmation. I understand and agree that by electronically signing and submitting this Contract in this fashion I am affirming to the truth of the information contained therein. I understand that this Contract will not become binding on the State until it has been approved by the Department of Administration, the State Budget Agency, and the Office of the Attorney General, which approvals will be posted on the Active Contracts Database: xxxxx://xx00.xxxx.xx.xxx/psp/pa91prd/EMPLOYEE/EMPL/h/?tab=PAPP_GUEST

  • Counterparts; Electronic Signatures Electronic signatures shall be deemed original signatures for purposes of this Agreement and all matters related thereto, and shall have the same legal effect as original signatures.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!