Security Documents; Filings Clause Samples
The 'Security Documents; Filings' clause establishes the requirement for parties to execute and deliver all necessary documents to create, perfect, and maintain security interests in collateral. In practice, this means the borrower must sign security agreements, file financing statements, and take any other actions needed to ensure the lender's interest in the collateral is legally recognized and enforceable. This clause ensures that the lender's rights are protected by making certain that all legal steps are taken to secure their interest, thereby reducing the risk of loss if the borrower defaults.
Security Documents; Filings. The Security Documents and all other instruments with respect thereto, as may be necessary, shall have been duly filed or recorded (or arrangements for the filing or recording thereof satisfactory to the Lenders shall have been made) in such manner and in such places listed on Schedule 3.1(l) and otherwise as are required under applicable Laws to establish and perfect the Liens granted pursuant to the Security Documents in the Collateral in favor of the Collateral Agent for the benefit of the Secured Parties. All taxes, fees and other charges payable in connection with the foregoing shall have been paid in full (or arrangements for the payment thereof satisfactory to the Lenders shall have been made) by or on behalf of the Borrower (and Administrative Agent shall have received satisfactory evidence thereof).
Security Documents; Filings. The Security Documents and all financing statements or other instruments with respect thereto, as may be necessary, shall have been duly filed or recorded in such manner and in such places as are required by Applicable Law to establish and perfect first priority Liens, in favor of Buyer, as granted pursuant to the Security Documents. Buyer shall have received either copies of all such documents (including copies of all acknowledgment copies of filed financing statements and all other recordings made pursuant hereto) or other evidence satisfactory to Buyer of the filing of all such financing statements and other recordings. All taxes (including, but not limited to, mortgage recording taxes and recording fees), fees, and other charges payable in connection therewith shall have been paid in full by Seller.
Security Documents; Filings. The Closing Date Security Documents and all financing statements or other instruments with respect thereto, as may be necessary, shall have been duly filed or recorded in such manner and in such places as are required by Law to establish and perfect first priority Liens in favor of Agent for the benefit of Note Holders, as granted or purported to be granted in the Collateral pursuant to the Closing Date Security Documents. Without limiting the generality of the foregoing, (i) Parent shall have executed and delivered the Parent Pledge Agreement, (ii) Issuer shall have executed and delivered the Issuer Pledge Agreement, (iii) Issuer shall have executed and delivered the Issuer Account Management Agreement, (iv) NGP I shall have executed and delivered the NGP I Account Management Agreement, (v) NGP I shall have entered into the Control Agreement (Construction Account) in form and substance satisfactory to Agent acting on behalf of Note Holders, (vi) Issuer shall have entered into the Control Agreement (Issuer Accounts) in form and substance satisfactory to Agent acting on behalf of Note Holders, (vii) NGP I shall have executed and recorded, or caused to be recorded, the Deed of Trust and a UCC-1 fixture filing with respect to the NGP I Property in all jurisdictions required to provide Agent with such perfected security interest in the NGP I Property, (viii) each Note Document Party, as applicable, shall have executed and filed, or caused to be filed, UCC-1 financing statements with respect to the Collateral in all jurisdictions required to provide Agent such perfected security interest in the Collateral, (ix) Agent shall have received all membership interest certificates (together with stock powers executed in blank) representing all of the outstanding membership interests of (a) Issuer to be pledged to Agent pursuant to the terms of the Parent Pledge Agreement and (b) NGP I to be pledged to Agent pursuant to the terms of the Issuer Pledge Agreement and (x) Agent shall have received the NGP I Intercompany Note issued on or prior to the Closing Date to be pledged pursuant to the terms of the Issuer Pledge Agreement. Agent shall have received either copies of all such documents (including copies of all acknowledgment copies of filed financing statements and all other recordings made pursuant hereto) or other evidence satisfactory to Note Holders of the filing of all such financing statements and other recordings. All Taxes (including mortgage or deed of trus...
Security Documents; Filings. The Security Documents and all financing statements or other instruments with respect thereto, as may be necessary, shall have been duly filed or recorded in such manner and in such places as are required by Applicable Law to establish and perfect first priority Liens, in favor of Company, as granted pursuant to the Security Documents. Company shall have received either copies of all such documents (including copies of all acknowledgment copies of filed financing statements and all other recordings made pursuant hereto) or other evidence satisfactory to Company of the filing of all such financing statements and other recordings.
Security Documents; Filings. The Security Documents and all financing statements or other instruments with respect thereto, as may be necessary, shall have been duly filed or recorded in such manner and in such places as are required by Applicable Law to establish and perfect first priority Liens, in favor of Buyer, as granted pursuant to the Security Documents. Buyer shall have received either copies of all such documents (including copies of all acknowledgment copies of filed financing statements and all other recordings made pursuant hereto) or other evidence satisfactory to Buyer of the filing of all such financing statements and other recordings. All taxes (including, but not limited to, mortgage recording taxes and recording fees), fees, and other charges payable in connection therewith shall have been paid in full by Seller. (vii)(viii) Record Searches. A search, made no more than thirty (30) days prior to the date of issuance of the Notice to Proceed, of the Uniform Commercial Code filing offices or other registers in each jurisdiction in which Seller is organized, has an office, or in which assets of Seller are located, as certified by an Authorized Officer of Seller, shall have revealed no filings, recordings or equivalent standard with respect to any of the Collateral (except such filings and recordings with respect to the Permitted Liens) in favor of any Person other than Buyer. A list of all of such filings and recordings or equivalent standard is set forth on Schedule 17.1(b)(xi). Buyer shall have received a copy of the search reports received as a result of such search.
