Perfection and Recordation. Prior to or concurrently with the execution and delivery of this Agreement, each Obligor shall: (a) file such financing statements and other documents in such offices as the Collateral Agent may request to perfect the security interests granted by Section 3 of this Agreement, (b) deliver to the Collateral Agent all certificates evidencing any of the Pledged Shares, accompanied by undated stock or other powers duly executed in blank, (c) deliver the originals of any of the promissory notes referred to in Section 3, (d) cause each Issuer (other than an Issuer the ownership interests in which are evidenced by certificates) to agree that it will comply with instructions regarding perfection and recordation originated by the Collateral Agent, (e) execute, deliver and record such short form security agreements relating to Collateral consisting of the Intellectual Property as the Collateral Agent may reasonably request, and (f) enter into such account control agreements (and obtain the written agreement with respect thereto from the applicable financial institution where each Deposit Account, Securities Account or Commodity Account is located) as may be necessary to perfect the security interests granted by Section 3 of this Agreement with respect to all Deposit Accounts (other than Excluded Accounts) and Securities Accounts. Each Obligor authorizes the Collateral Agent to file Uniform Commercial Code financing statements describing the Collateral as "all assets" or "all personal property and fixtures" of such Obligor (provided that no such description shall be deemed to modify the description of Collateral set forth in Section 3).
Appears in 2 contracts
Samples: Security Agreement (Krispy Kreme Doughnuts Inc), Second Lien Security Agreement (Krispy Kreme Doughnuts Inc)
Perfection and Recordation. Prior Except as otherwise provided below, prior to or concurrently with the execution and delivery of this Agreement, each Obligor the Grantors shall:
(a) file such financing statements and other documents in such offices as the Collateral Agent may reasonably request to perfect the security interests granted by Section 3 of this AgreementAgreement (it being understood that in no event shall financing statements be filed against fixtures in the local jurisdictions of their location),
(b) deliver to the Collateral Agent all certificates evidencing any of the Pledged SharesEquity, accompanied by undated stock or other powers duly executed in blank,
(c) deliver the originals of any of the promissory notes referred to in Section 3, accompanied by undated allonges or other powers duly executed in blank,
(d) cause each Share Issuer (other than an Share Issuer the ownership interests in which are evidenced by certificates) that is a Subsidiary to agree that it will comply with instructions regarding perfection and recordation originated by the Collateral Agent,, and
(e) execute, deliver and record such short form security agreements relating to IP Collateral consisting of as the Intellectual Property Collateral Agent may reasonably request and make such filings, registrations and recordations thereof with the U.S. Patent and Trademark Office and the U.S. Copyright Office, as applicable, as the Collateral Agent may reasonably request. Without limiting the foregoing, and
(f) enter into such account control agreements (and obtain the written agreement with respect thereto from the applicable financial institution where each Deposit Account, Securities Account or Commodity Account is located) as may be necessary to perfect the security interests granted by Section 3 of this Agreement with respect to all Deposit Accounts (other than Excluded Accounts) and Securities Accounts. Each Obligor authorizes the Collateral Agent to file Grantors consent that Uniform Commercial Code financing statements may be filed describing the Collateral as "“all assets" ” or "“all personal property and fixtures" property” of such Obligor the Grantors (provided that no such description shall be deemed to modify the description of Collateral set forth in Section 3).
Appears in 2 contracts
Samples: Security Agreement (Motient Corp), Security Agreement (Motient Corp)