Common use of Personal Property Requirements Clause in Contracts

Personal Property Requirements. The Collateral Agent shall have received: (i) reasonably satisfactory evidence that all other certificates, agreements, including control agreements, or instruments necessary to perfect the Collateral Agent’s security interest in the Collateral (as each such term is defined in the Security Agreement and to the extent required by the Security Agreement) have been delivered to the ABL Collateral Agent (which shall act as bailee for the Collateral Agent); (ii) UCC financing statements in appropriate form for filing under the UCC, filings with the United States Patent and Trademark Officer and United States Copyright Office and such other documents under applicable law in each jurisdiction as may be necessary to perfect the Liens created, or purported to be created, by the Security Documents (to the extent required by the Security Agreement); (iii) copies of UCC, United States Patent and Trademark Office and United States Copyright Office, tax and judgment lien searches, bankruptcy and pending lawsuit searches or equivalent reports or searches, each of a recent date in each of the jurisdictions set forth in Schedules 1(c) and 4 attached to the Perfection Certificate, the results of which shall not reveal any Liens on the Collateral covered or intended to be covered by the Security Documents (other than Permitted Liens or any other Liens reasonably acceptable to the Collateral Agent); (iv) evidence reasonably acceptable to the Collateral Agent of payment or arrangements for payment by the Loan Parties of all applicable recording taxes, fees, charges, costs and expenses required for the recording of the Security Documents.

Appears in 3 contracts

Samples: Credit Agreement (Toys R Us Inc), Credit Agreement (Toys R Us Inc), Credit Agreement (Toys R Us Inc)

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Personal Property Requirements. The Collateral Agent shall have received: (i) reasonably satisfactory evidence that all certificates or instruments representing or evidencing the Securities Collateral (as defined in the Security Agreement) accompanied by instruments of transfer and stock powers undated and endorsed in blank; (ii) all other certificates, agreements, including control agreements, or instruments necessary to perfect the Collateral Agent’s security interest in the Collateral all Chattel Paper, all Instruments, all Deposit Accounts, all Securities Accounts, all Commodity Accounts, and all Investment Property (as each such term is defined in the Security Agreement and to the extent required by the Security Agreement) of each Loan Party have been delivered to the ABL Collateral Agent (which shall act as bailee for the Collateral Agent); (iiiii) UCC financing statements in appropriate form for filing under the UCC, filings with the United States Patent and Trademark Officer Office and United States Copyright Office and such other documents under applicable law in each jurisdiction as may be necessary or appropriate or, in the opinion of the Collateral Agent, desirable to perfect the Liens created, or purported to be created, by the Security Documents (to the extent required by the Security Agreement); (iiiiv) copies of UCC, United States Patent and Trademark Office and United States Copyright Office, tax and judgment lien searches, bankruptcy and pending lawsuit searches or equivalent reports or searches, each of a recent date in each of the jurisdictions set forth in Schedules 1(c) and 4 attached to the Perfection Certificate, the results of which shall not reveal any Liens on the Collateral covered or intended to be covered by the Security Documents (other than Permitted Liens or any other Liens reasonably acceptable to the Collateral AgentLiens);; and (ivv) evidence reasonably acceptable to the Collateral Agent of payment or arrangements for payment by the Loan Parties of all applicable recording taxes, fees, charges, costs and expenses required for the recording of the Security Documents.

Appears in 1 contract

Samples: Credit Agreement (Carter William Co)

Personal Property Requirements. The Collateral Agent shall have received: (i) reasonably satisfactory evidence that all certificates or instruments representing or evidencing the Securities Collateral accompanied by instruments of transfer and stock powers undated and endorsed in blank; (ii) all other certificates, certificates and agreements, including control agreementsagreements with respect to bank accounts with an average daily balance in excess of $200,000, or instruments necessary to perfect the Collateral Agent’s security interest in the Collateral all Chattel Paper, all Instruments, all Deposit Accounts, all Securities Accounts, all Commodity Accounts, and all Investment Property (as each such term is defined in the Security Agreement and to the extent required by the Security Agreement) of each Loan Party have been delivered to the ABL Collateral Agent (which shall act as bailee for the Collateral Agent); (iiiii) UCC financing statements in appropriate form for filing under the UCC, filings with the United States Patent and Trademark Officer Office and United States Copyright Office and such other documents under applicable law in each jurisdiction as may be necessary to perfect the Liens created, or purported to be created, by the Security Documents (to the extent required by the Security Agreement); (iiiiv) copies of UCC, United States Patent and Trademark Office and United States Copyright Office, tax and judgment lien searches, bankruptcy and pending lawsuit searches or equivalent reports or searches, each of a recent date in each of the jurisdictions set forth in Schedules 1(c) and 4 attached to the Perfection Certificate, the results of which shall not reveal any Liens on the Collateral covered or intended to be covered by the Security Documents (other than Permitted Liens permitted by Section 7.02 or any other Liens reasonably acceptable to the Collateral Agent);; and (ivv) evidence reasonably acceptable to the Collateral Agent of payment or arrangements for payment by the Loan Parties and the Barrington Guarantors of all applicable recording taxes, fees, charges, costs and expenses required for the recording of the Security Documents, if any.

Appears in 1 contract

Samples: Credit Agreement (Barrington Albany LLC)

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Personal Property Requirements. The Collateral Agent shall have received: (i) reasonably satisfactory evidence that all certificates or instruments representing or evidencing the Securities Collateral accompanied by instruments of transfer and stock powers undated and endorsed in blank; (ii) all other certificates, certificates and agreements, including control agreementsagreements with respect to bank accounts with an average daily balance in excess of $500,000, or instruments necessary to perfect the Collateral Agent’s security interest in the Collateral all Chattel Paper, all Instruments, all Deposit Accounts, all Securities Accounts, all Commodity Accounts, and all Investment Property (as each such term is defined in the Security Agreement and to the extent required by the Security Agreement) of each Loan Party have been delivered to the ABL Collateral Agent (which shall act as bailee for the Collateral Agent); (iiiii) UCC financing statements in appropriate form for filing under the UCC, filings with the United States Patent and Trademark Officer Office and United States Copyright Office and such other documents under applicable law in each jurisdiction as may be necessary to perfect the Liens created, or purported to be created, by the Security Documents (to the extent required by the Security Agreement); (iiiiv) copies of UCC, United States Patent and Trademark Office and United States Copyright Office, tax and judgment lien searches, bankruptcy and pending lawsuit searches or equivalent reports or searches, each of a recent date in each of the jurisdictions set forth in Schedules 1(c) and 4 attached to the Perfection Certificate, the results of which shall not reveal any Liens on the Collateral covered or intended to be covered by the Security Documents (other than Permitted Liens permitted by Section 7.02 or any other Liens reasonably acceptable to the Collateral Agent);; and (ivv) evidence reasonably acceptable to the Collateral Agent of payment or arrangements for payment by the Loan Parties of all applicable recording taxes, fees, charges, costs and expenses required for the recording of the Security Documents, if any.

Appears in 1 contract

Samples: Credit Agreement (Barrington Quincy LLC)

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