Common use of Pledge of After Acquired Property Clause in Contracts

Pledge of After Acquired Property. If at any time following the Closing Date the aggregate monetary value (as determined by aggregating the monetary value of each item or items of property so acquired on the date of the acquisition thereof) of all property (to the extent not already secured) of any nature whatsoever acquired by CCHC, any Domestic Subsidiary and/or XX Xxxx after the Closing Date is in excess of $1,000,000 (including for this purpose fee owned real estate having a monetary value of $1,000,000 or less), CCHC, any such Domestic Subsidiary or XX Xxxx, as applicable, shall grant to the Administrative Agent for the ratable benefit of the Lenders a first priority Lien on and security interest in such property, as collateral security for the Obligations, pursuant to documentation reasonably satisfactory to the Administrative Agent and take such actions as the Administrative Agent shall reasonably require to ensure the priority and perfection of such Lien, provided that (i) only 65% of the voting Capital Stock of any Foreign Subsidiary need be so pledged, (ii) with respect to real property, only fee owned real estate with a value in excess of $1,000,000 need be mortgaged, (iii) property to the extent subject to a Lien permitted by Section 8.3(h) or to the extent that creating such Lien on any item of property is prohibited by any agreement of the type described in clause (ii) or (iii) of Section 8.14 to which such property is subject such property need not be so pledged and (iv) Chattel Paper owned by CCHC or any Subsidiary (A) need not be so pledged to the extent that it is used to secure Lease Transaction Obligations and (B) shall not be required to be delivered to the Administrative Agent prior to 180 days after the creation thereof unless an Event of Default exists, in which case such Chattel Paper shall be delivered to the Administrative Agent promptly following its request.

Appears in 1 contract

Samples: Credit Agreement (Cooperative Computing Inc /De/)

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Pledge of After Acquired Property. If at any time following the Closing Date the aggregate monetary value (as determined by aggregating the monetary value of each item or items of property so acquired on the date of the acquisition thereof) of all property (to the extent not already secured) of any nature whatsoever acquired by CCHCHoldings, any Domestic Subsidiary and/or XX Xxxx HM Coop after the Closing Date is in excess of $1,000,000 (including for this xxx xxxs purpose fee owned real estate having a monetary value in excess of $1,000,000 or less1,000,000), CCHCHoldings, any such Domestic Subsidiary or XX XxxxHM Coop, as applicable, shall grant to the Administrative Agent for the ratable txx xxxxble benefit of the Lenders a first priority Lien on and security interest in such property, as collateral security for the Obligations, pursuant to documentation reasonably satisfactory to the Administrative Agent and take such actions as the Administrative Agent shall reasonably require to ensure the priority and perfection of such Lien, ; provided that (i) only 65% of the voting Capital Stock of any Foreign Subsidiary need be so pledged, (ii) with respect to real property, only fee owned real estate with a value in excess of $1,000,000 need be mortgaged, (iii) property to the extent subject to a Lien permitted by Section 8.3(h) or to the extent that creating such Lien on any item of property is prohibited by any agreement of the type described in clause (ii) or (iii) of Section 8.14 to which such property is subject such property need not be so pledged and (iv) Chattel Paper owned by CCHC Holdings or any Subsidiary (A) need not be so pledged to the extent that it is used to secure Lease Transaction Obligations and (B) shall not be required to be delivered to the Administrative Agent prior to 180 days after the creation thereof unless an Event of Default exists, in which case such Chattel Paper shall be delivered to the Administrative Agent promptly following its request.

Appears in 1 contract

Samples: Credit Agreement (Activant Solutions Inc /De/)

Pledge of After Acquired Property. If at any time following the Closing Date the aggregate monetary value (as determined by aggregating the monetary value of each item or items of property so acquired on the date of the acquisition thereof) of all property (to the extent not already secured) of any nature whatsoever acquired by CCHC, CCI and/or any Domestic Subsidiary and/or XX Xxxx after the Closing Date is in excess of $1,000,000 (including for this purpose fee owned real estate having a monetary value of $1,000,000 or less), CCHC, CCI and any such Domestic Subsidiary or XX Xxxx, as applicable, shall grant to the Administrative Agent for the ratable benefit of the Lenders a first priority Lien on and security interest in such property, as collateral security for the Obligations, pursuant to documentation reasonably satisfactory to the Administrative Agent and take such actions as the Administrative Agent shall reasonably require to ensure the priority and perfection of such Lien, provided that (i) only 65% of the voting Capital Stock of any Foreign Subsidiary need be so pledged, (ii) with respect to real property, only fee owned real estate with a value in excess of $1,000,000 need be mortgaged, (iii) property to the extent subject to a Lien permitted by Section 8.3(h) or to the extent that creating such Lien on any item of property is prohibited by any agreement of the type described in clause (ii) or (iii) of Section 8.14 to which such property is subject such property need not be so pledged and (iv) Chattel Paper owned by CCHC CCI or any Subsidiary (A) need not be so pledged to the extent that it is used to secure Lease Transaction Obligations and (B) shall not be required to be delivered to the Administrative Agent prior to 180 days after the creation thereof unless an Event of Default exists, in which case such Chattel Paper shall be delivered to the Administrative Agent promptly following its request.

Appears in 1 contract

Samples: Credit Agreement (Cooperative Computing Inc /De/)

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Pledge of After Acquired Property. If at any time following the Closing Date the aggregate monetary value (as determined by aggregating the monetary value of each item or items of property so acquired on the date of the acquisition thereof) of all property (to the extent not already secured) of any nature whatsoever acquired by CCHC, CCHC and/or any Domestic Subsidiary and/or XX Xxxx after the Initial Closing Date is in excess of $1,000,000 (including for this purpose fee owned real estate having a monetary value of $1,000,000 or less), CCHC, CCHC and any such Domestic Subsidiary or XX Xxxx, as applicable, shall grant to the Administrative Agent for the ratable benefit of the Lenders a first priority Lien on and security interest in such property, as collateral security for the Obligations, pursuant to documentation reasonably satisfactory to the Administrative Agent and take such actions as the Administrative Agent shall reasonably require to ensure the priority and perfection of such Lien, provided that (i) only 65% of the voting Capital Stock of any Foreign Subsidiary need be so pledged, (ii) with respect to real property, only fee owned real estate with a value in excess of $1,000,000 need be mortgaged, (iii) property to the extent subject to a Lien permitted by Section 8.3(h) or to the extent that creating such Lien on any item of property is prohibited by any agreement of the type described in clause (ii) or (iii) of Section 8.14 to which such property is subject such property need not be so pledged and (iv) Chattel Paper owned by CCHC or any Subsidiary (A) need not be so pledged to the extent that it is used to secure Lease Transaction Obligations and (B) shall not be required to be delivered to the Administrative Agent prior to 180 days after the creation thereof unless an Event of Default exists, in which case such Chattel Paper shall be delivered to the Administrative Agent promptly following its request.

Appears in 1 contract

Samples: Credit Agreement (Cooperative Computing Inc /De/)

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