Common use of Priority; Security Matters Clause in Contracts

Priority; Security Matters. Subject to the proviso to the second sentence of Article V hereof and the last sentence of Section 6.09(a), the Lender Indebtedness is and shall be at all times secured by valid, perfected first and prior Liens (subject only to Permitted Encumbrances) in favor of the Administrative Agent, covering and encumbering (a) the Mortgaged Property, (b) all of the outstanding Equity Interests owned by the Borrower of each existing and future Material Subsidiary (except that, if such Material Subsidiary is a Foreign Subsidiary, the Equity Interests of such Material Subsidiary to be pledged shall be limited to 65% of the total combined voting power of all classes of voting Equity Interests of such Material Subsidiary and 100% of all non-voting Equity Interests of such Material Subsidiary), (c) all of the outstanding Equity Interests owned by each Pledging Subsidiary of the Borrower of each existing and future Material Subsidiary thereof (except that, if such Material Subsidiary is a Foreign Subsidiary, the Equity Interests of such Material Subsidiary to be pledged shall be limited to 65% of the total combined voting power of all classes of voting Equity Interests of such Material Subsidiary and 100% of all non-voting Equity Interests of such Material Subsidiary) and (d) all other Collateral owned by the Borrower or any Material Subsidiary, pursuant to the Guaranty and Collateral Agreement, the Mortgages and other Security Instruments delivered pursuant to Section 4.01(f), or otherwise delivered pursuant to this Agreement or the other Loan Documents, to the extent perfection has or will occur, by the recording of a Mortgage, the filing of a UCC financing statement, or by possession or control.

Appears in 2 contracts

Samples: Credit Agreement (Quicksilver Gas Services LP), Credit Agreement (Quicksilver Gas Services LP)

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Priority; Security Matters. Subject to the proviso to the second sentence of Article V hereof and the last sentence of Section 6.09(a), the Lender Indebtedness is The Combined Obligations are and shall be at all times secured by valid, perfected first and prior Liens (subject only to Permitted Encumbrances) in favor of the Global Administrative Agent, covering and encumbering (a) (i) in the Mortgaged Propertycase of the Canadian Obligations only, the Required Reserve Value and (ii) in the case of the Obligations, the U.S. Required Reserve Value, (b) all of the issued and outstanding Equity Interests owned by the Borrower of each existing and future Material Subsidiary (except that, if such Material Subsidiary is a Foreign Subsidiary, the Equity Interests of such Material Subsidiary to be pledged shall be limited to 65% of the total combined voting power of all classes of voting Equity Interests of such Material Subsidiary and 100% of all non-voting Equity Interests of such Material Subsidiary), (c) all of the issued and outstanding Equity Interests owned by each Pledging Subsidiary of the Borrower of each existing and future Material Subsidiary thereof (except that, if such Material Subsidiary is a Foreign Subsidiary, the Equity Interests of such Material Subsidiary to be pledged shall be limited to 65% of the total combined voting power of all classes of voting Equity Interests of such Material Subsidiary and 100% of all non-voting Equity Interests of such Material Subsidiary) and (d) all other Collateral located in the United States owned by the Borrower or any Material Subsidiary, pursuant to the Guaranty Pledge Agreements, Security Agreements, and Collateral Agreement, the Mortgages and other Security Instruments delivered pursuant to Section 4.01(fSections 4.1(e), (f) and (g), or otherwise delivered pursuant to this Agreement or the other Loan Documents, to the extent perfection has or will occur, by the recording of a the Mortgage, the filing of a UCC financing statement, the filing of an instrument to perfect a floating charge, and if required by the Global Administrative Agent or the Canadian Administrative Agent, the filing of an instrument to crystallize such floating charge, under the laws of any applicable province, or by possession or controlpossession.

Appears in 1 contract

Samples: Credit Agreement (Quicksilver Resources Inc)

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Priority; Security Matters. Subject to the proviso to the second sentence of Article V hereof and the last sentence of Section 6.09(a), the Lender Indebtedness is The Combined Obligations are and shall be at all times secured by valid, perfected first and prior Liens (subject only to Permitted Encumbrances) in favor of the Global Administrative Agent, covering and encumbering (a) (i) in the Mortgaged Propertycase of the Canadian Obligations only, the Required Reserve Value and (ii) in the case of the Obligations, the U.S. Required Reserve Value, (b) all of the issued and outstanding Equity Interests (other than the QRC Class C Shares) owned by the Borrower of each existing and future Material Subsidiary (except that, if such Material Subsidiary is a Foreign Subsidiary, the Equity Interests of such Material Subsidiary to be pledged shall be limited to 65% of the total combined voting power of all classes of voting Equity Interests (other than the QRC Class C Shares) of such Material Subsidiary and 100% of all non-voting Equity Interests (other than the QRC Class C Shares) of such Material Subsidiary), (c) all of the issued and outstanding Equity Interests owned by each Pledging Subsidiary of the Borrower of each existing and future Material Subsidiary thereof (except that, if such Material Subsidiary is a Foreign Subsidiary, the Equity Interests of such Material Subsidiary to be pledged shall be limited to 65% of the total combined voting power of all classes of voting Equity Interests of such Material Subsidiary and 100% of all non-voting Equity Interests of such Material Subsidiary) and (d) all other Collateral located in the United States owned by the Borrower or any Material Subsidiary, pursuant to the Guaranty Pledge Agreements, Security Agreements, and Collateral Agreement, the Mortgages and other Security Instruments delivered pursuant to Section 4.01(f4.1(e), (f) and (g), or otherwise delivered pursuant to this Agreement or the other Loan Documents, to the extent perfection has or will occur, by the recording of a the Mortgage, the filing of a UCC financing statement, the filing of a financing statement under the applicable Personal Property Security Act of the applicable Canadian province, or by possession or controlpossession.

Appears in 1 contract

Samples: Credit Agreement (Quicksilver Resources Inc)

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