Method of Collateral Transfer Clause Samples
The Method of Collateral Transfer clause defines the procedures and mechanisms by which collateral is delivered, transferred, or otherwise made available between parties in a contractual relationship. It typically outlines the acceptable forms of collateral, the timing and process for transfer, and any conditions or documentation required to effectuate the transfer. For example, it may specify whether collateral must be transferred via wire, physical delivery, or through a third-party custodian. This clause ensures both parties have a clear understanding of how collateral will be handled, reducing the risk of disputes and ensuring the security of obligations under the agreement.
Method of Collateral Transfer. Notwithstanding any other provision of this Agreement, each item of Collateral shall be delivered to the Custodian by:
(a) with respect to such of the Collateral as constitutes an instrument, tangible chattel paper, a negotiable document (other than Related Contracts), or money, causing the Custodian to take possession of such instrument indorsed to the Custodian or in blank, or such money, negotiable document, or tangible chattel paper, in the State of New York separate and apart from all other property held by the Custodian;
(b) with respect to such of the Collateral as constitutes a certificated security in bearer form, causing the Custodian to take possession of the related security certificate in the State of New York;
(c) with respect to such of the Collateral as constitutes a certificated security in registered form, causing the Custodian to take possession of the related security certificate in the State of New York or the Commonwealth of Massachusetts, indorsed to the Custodian or in blank by an effective indorsement, or registered in the name of the Custodian, upon original issue or registration of transfer by the issuer of such certificated security;
(d) with respect to such of the Collateral as constitutes an uncertificated security, causing the issuer of such uncertificated security to register the Custodian or its nominee for the account of the Custodian as the registered owner of such uncertificated security;
(e) with respect to such of the Collateral as constitutes a security entitlement, causing the Securities Intermediary to indicate by book entry that the financial asset relating to such security entitlement has been credited to the Custodial Account;
(f) with respect to such of the Collateral as constitutes a deposit account, causing such deposit account to be established and maintained in the name of the Collateral Agent or the Custodian, as applicable, by a bank the jurisdiction of which for purposes of the UCC is the State of New York;
(g) with respect to such of the Collateral as constitutes cash, causing such cash to be credited to a Covered Account that is a deposit account; and
(h) taking such additional or alternative procedures as may hereafter become appropriate to grant a first priority, perfected security interest in such items of the Collateral to the Collateral Agent, consistent with Applicable Law or regulations. If any item of Collateral is a financial asset issued by an issuer that is not the United States of America, a...
Method of Collateral Transfer. The transfer of Collateral to the Security Agent Custodian to be held for the benefit of the Security Agent shall be done in the following manner (with any and all other actions necessary to create in favor of the Security Agent a valid, first-priority security interest in each item of Collateral under applicable law and regulations (including Articles 8 and 9 of the UCC) in effect at the time of such transfer):
Method of Collateral Transfer. Notwithstanding any other provision of this Agreement, each item of Collateral shall be delivered to the U.S. Collateral Agent by:
(a) with respect to such of the Collateral as constitutes an instrument, tangible chattel paper, a negotiable document, or money, causing the U.S. Collateral Agent (or the Document Custodian on its behalf) to take possession of such instrument indorsed to the U.S. Collateral Agent or in blank, or such money, negotiable document, or tangible chattel paper, in the State of South Carolina separate and apart from all other property held by the U.S. Collateral Agent (except in the case of Money, which shall be deposited in the appropriate account hereunder);
(b) with respect to such of the Collateral as constitutes a certificated security in bearer form, causing the U.S. Collateral Agent (or the U.S. Custodian on its behalf) to take possession of the related security certificate in the State of Wisconsin;
(c) with respect to such of the Collateral as constitutes a certificated security in registered form, causing the U.S. Collateral Agent (or the U.S. Custodian on its behalf) to take possession of the related security certificate in the State of Wisconsin, indorsed to the U.S. Collateral Agent (or the U.S. Custodian on its behalf) or in blank by an effective indorsement, or registered in the name of the U.S. Collateral Agent (or the U.S. Custodian on its behalf), upon original issue or registration of transfer by the issuer of such certificated security;
(d) with respect to such of the Collateral as constitutes an uncertificated security, causing the issuer of such uncertificated security to register the U.S. Collateral Agent or its nominee for the account of the U.S. Collateral Agent (or the U.S. Custodian on its behalf) as the registered owner of such uncertificated security;
(e) with respect to such of the Collateral as constitutes a security entitlement, causing the U.S. Custodian to indicate by book entry that the financial asset relating to such security entitlement has been credited to the Custodial Account;
(f) with respect to such of the Collateral as constitutes a deposit account, causing such deposit account to be established and maintained in the name of the U.S. Collateral Agent by a bank the jurisdiction of which for purposes of the UCC, as applied to such account, is the State of New York; and
(g) taking such additional or alternative procedures as may be or hereafter become appropriate to grant a first priority, perf...
Method of Collateral Transfer. Notwithstanding any other provision of this Agreement, each item of Collateral shall be delivered to the Custodian by:
Method of Collateral Transfer. 133 Section 9.06 Continuing Liability of the Borrower .................................................... 134 Section 9.07 Payment Date Reports ........................................................................... 134 Section 9.08 Disbursement of Funds from Payment Account .................................... 136 ARTICLE X ADMINISTRATIVE AGENT AND OTHER AGENTS ....................................... 139 Section 10.01 Appointment and Authorization of Agents ........................................... 139 Section 10.02
Method of Collateral Transfer. The transfer of a Collateral Debt Security, Eligible Investment or any other Collateral of one of the types set forth below to the Custodian to be held for the benefit of the Trustee, for the benefit of the Investor Agent, the Trustee, the Swingline Investor and the Investors, shall be done in the following manner (with any and all other actions necessary to create in favor of the Trustee, for the benefit of the Investor Agent, the Trustee, the Swingline Investor and the Investors, a valid, first-priority security interest in each item of Collateral under applicable law and regulations (including Articles 8 and 9 of the UCC) in effect at the time of such transfer):
(a) each time that the Issuer, or the Collateral Manager on behalf of the Issuer, shall direct or cause the origination or acquisition of any Collateral Debt Security or Eligible Investment, the Collateral Manager (on behalf of the Issuer) shall, if such Collateral Debt Security or Eligible Investment has not already been transferred to the Collateral Account and credited thereto, cause the transfer of such Collateral Debt Security or Eligible Investment, including any Instrument or Certificated Security together with undated transfer powers executed in blank evidencing the same, to the Custodian to be held in and credited to the Collateral Account for the benefit of the Trustee in accordance with the terms of the Account Control Agreement; and
(b) in the case of a “general intangible” (within the meaning of the applicable Uniform Commercial Code), the Issuer shall, within ten days of the Closing Date (or ten days of the acquisition date), file, or cause the filing of, all appropriate financing statements in the proper filing office in the appropriate jurisdictions under applicable law.
Method of Collateral Transfer. The transfer of Collateral to the Security Agent to be held for the benefit of the Security Agent shall be done in the following manner (with any and all other actions necessary to create in favor of the Security Agent a valid, first-priority security interest in each item of Collateral under applicable law and regulations (including Articles 8 and 9 of the UCC) in effect at the time of such transfer):
(a) each time that the Pledgor shall direct or cause the acquisition of any Collateral constituting a Security Entitlement, the Pledgor shall, if such Collateral has not already been transferred to the Custodial Account and credited thereto, cause the transfer of such Collateral to the Security Agent to be held in and credited to the Custodial Account for the benefit of the Security Agent in accordance with the terms of the Account Control Agreement;
(b) each time that the Pledgor shall direct or cause the acquisition of any Collateral constituting a Certificated Security or Instrument in physical form, the Security Agent shall hold for the benefit of the Secured Parties such Certificated Security or Instrument in accordance with Section 6.3(c); and
(c) the Pledgor shall, within ten days after the date of execution of this Agreement, file, or cause the filing of, all appropriate financing statements covering the Collateral in the proper filing office in the appropriate jurisdictions under applicable law.
Method of Collateral Transfer. Notwithstanding any other provision of this Agreement, each item of Collateral shall be delivered by (or on behalf of) the Borrower to the Collateral Agent by:
(a) with respect to such of the Collateral as constitutes an instrument, tangible chattel paper, a negotiable document, or money, causing the Collateral Agent (or the Document Custodian on its behalf) to take possession of such instrument indorsed to the Collateral Agent or in blank, or such money, negotiable document, or tangible chattel paper, in the State of Wisconsin or South Carolina (or such other custodial location identified by the Collateral Agent) separate and apart from all other property held by the Collateral Agent (except in the case of Money, which shall be deposited in the appropriate account hereunder);
(b) with respect to such of the Collateral as constitutes a certificated security in bearer form, causing the Collateral Agent (or the Custodian on its behalf) to take possession of the related security certificate in the State of Wisconsin (or such other custodial location identified by the Collateral Agent);
Method of Collateral Transfer. Notwithstanding any other provision of this Agreement, each item of Collateral shall be delivered to the Collateral Agent by:
(a) with respect to such of the Collateral as constitutes an instrument, tangible chattel paper, a negotiable document, or money, causing the Collateral Agent (or the Securities Intermediary on its behalf) to take possession of such instrument indorsed to the Collateral Agent or in blank, or such money, negotiable document, or tangible chattel paper, in the State of Wisconsin separate and apart from all other property held by the Collateral Agent;
(b) with respect to such of the Collateral as constitutes a certificated security in bearer form, causing the Collateral Agent (or the Securities Intermediary on its behalf) to take possession of the related security certificate in the State of Wisconsin;
(c) with respect to such of the Collateral as constitutes a certificated security in registered form, causing the Collateral Agent (or the Securities Intermediary on its behalf) to take possession of the related security certificate in the State of Wisconsin, indorsed to the Collateral Agent or in blank by an effective indorsement, or registered in the name of the Collateral Agent, upon original issue or registration of transfer by the issuer of such certificated security;
(d) with respect to such of the Collateral as constitutes an uncertificated security, causing the issuer of such uncertificated security to register the Collateral Agent (or the Securities Intermediary on its behalf) or its nominee for the account of the Collateral Agent (or the Securities Intermediary on its behalf) as the registered owner of such uncertificated security;
(e) with respect to such of the Collateral as constitutes a security entitlement, causing the Securities Intermediary to indicate by book entry that the financial asset relating to such security entitlement has been credited to the Custodial Account;
(f) with respect to such of the Collateral as constitutes a deposit account, causing such deposit account to be established and maintained in the name of the Collateral Agent or the Securities Intermediary, as applicable, by a bank the jurisdiction of which for purposes of the UCC is the State of New York; and
(g) taking such additional or alternative procedures as may hereafter become appropriate to grant a first priority, perfected security interest in such items of the Collateral to the Collateral Agent, consistent with applicable law or regulations. I...