Special Assets Sample Clauses

Special Assets. (a) Neither Carlyle 14 nor Carlyle 15 will have any interest in any of the Artwork described on EXHIBIT "B" hereto, any benefits therefrom to accrue to Mxxxxxx Partners; provided that if any such artwork shall hereafter be removed from its present location, Mxxxxxx Partners shall promptly replace any Artwork it causes or permits to be removed with other artwork comparable in size and appearance to that so removed, in compliance with any governmental requirements presently in effect and with all requirements in the Permitted Exceptions, Tenant Leases, Loan Documents and Continuing Contracts (as such terms are defined in that certain Agreement Re: Purchase and Sale of Partnership Interests among Mxxxxxx Partners, Carlyle and Cxxxxxx Properties, Inc. dated June 28, 1985) relating to artworks in or around the Building, and shall promptly restore and finish the Property to first-class condition after any such removal.
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Special Assets. If any contract, license or permit (the “Special Assets”) may not be hypothecated by its provisions, by virtue of applicable law or without the consent of a third party, the hypothec and security interest created hereby shall be under the suspensive condition of such consent being obtained or such prohibition being waived or removed. Upon such consent being obtained, waived or removed or such legal prohibition ceasing to exist, the hypothec and security interest created hereunder shall automatically apply to such Special Asset without regard to this Section and without the necessity of any further assurance to effect such hypothecation. Unless and until the consent to such hypothecation is obtained as provided above or such legal prohibition ceases to be applicable, the Grantor shall, to the extent it may do so at law or pursuant to the provisions of the Special Assets in question hold all benefit to be derived from such Special Assets for the benefit of the Hypothecary Representative (including, without limitation, the Grantor’s interest in any Special Asset which may be held for the benefit of the Grantor by a third party), as additional security for payment of the Secured Obligations and shall deliver up all such benefit to the Hypothecary Representative, promptly upon demand by the Hypothecary Representative.
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Special Assets. Special Assets means all property other than cash and publicly traded securities held in the Account.
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Special Assets. Special Assets means all property to be deposited to the Account listed on Exhibit A hereto.
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Special Assets. (a) The Company may not dispose of Special Assets, except as provided in this Article 20. As provided in this Agreement, all profits, losses and distributions related to Special Assets shall be allocated or distributed to the Special Member.
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Special Assets. The Disclosure Schedule sets forth a true and complete list of all Special Assets of each Bank as of January 31, 1997. The Special Assets of each Bank, as of such date, did not exceed (7.0%) of the total assets of such Bank.
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Special Assets. On or before December 31, 1997 Domestic Borrower agrees to (i) obtain all consents necessary for a transfer of at least one of the two Special Assets which are owned by Domestic Borrower (such transfer (x) to occur in accordance with the terms of the Ground Lease (and with the consent of the lessor under such Ground Lease) with respect to such Special Asset and (y) shall not have a negative impact on the value of such Special Asset), (ii) transfer such Special Asset to Special Subsidiary, (iii) execute and cause Special Subsidiary to execute, to the extent required by Administrative Agent, a reaffirmation of the Affiliate Guaranty, an amendment to the Domestic Collateral Security Agreement, UCC-1 financing statements and other documents requested by Administrative Agent to ensure that Secured Parties have a first priority lien on the stock of Special Subsidiary and (iv) cause such UCC searches to be performed and provide Administrative Agent such other evidence demonstrating that Special Subsidiary is not indebted to any Person (including Guaranteed Indebtedness), in each case as Administrative Agent shall request; provided, however, if Domestic Borrower is unable to cause all of the foregoing to occur on or before December 31, 1997, Domestic Borrower shall on or prior to December 31, 1997 prepay the Domestic Loan, pursuant to Section 2.3, in an amount equal the sum of the Allocated Loan Amounts for at least one of such Special Assets selected by Domestic Borrower in its sole discretion (a "SPECIAL ASSET EARLY REPAYMENT"), and obtain a Partial Release, pursuant to the provisions of Section 2.4.1, for such Special Asset.
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Related to Special Assets

  • Financial Assets It will promptly credit each item of property (whether cash, investment property, security, instrument or other financial asset) delivered to the Financial Institution under the Indenture to the Collateral Account and treat each item of property as a “financial asset” (within the meaning of Section 8-102(a)(9) of the UCC); and

  • Investment Property (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in any issuer thereof, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same to the Administrative Agent in the exact form received (other than Excluded Stock), duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then exists, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentence, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

  • General Assets All amounts credited in respect of the RSUs to the book-entry account under this Agreement shall continue for all purposes to be part of the general assets of the Company. The Participant’s interest in such account shall make the Participant only a general, unsecured creditor of the Company.

  • Securities Account All Permitted Investments have been and will be credited to a Securities Account. The securities intermediary for each Securities Account has agreed to treat all assets credited to the Securities Accounts as “financial assets” within the meaning of the applicable UCC.

  • “Financial Assets” Election The Financial Institution hereby agrees that each item of property (whether investment property, financial asset, security, instrument, general intangible or cash) credited to a Collateral Account to the extent that it constitutes a securities account shall be treated as a “financial asset” within the meaning of Section 8-102(a)(9) of the UCC.

  • Protection of Title to Trust Property (a) The Seller shall execute and file such financing statements and cause to be executed and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain, and protect the interest of the Issuer and the Indenture Trustee for the benefit of the Noteholders in the Receivables and in the proceeds thereof. The Seller shall deliver (or cause to be delivered) to the Owner Trustee and the Indenture Trustee file-stamped copies of, or filing receipts for, any document filed as provided above, as soon as available following such filing.

  • Material Assets The financial statements of the Acquiror Company set forth in the SEC Documents reflect the material properties and assets (real and personal) owned or leased by the Acquiror Company.

  • Additional Assets Revenue earned by Seller from the Revenue Sources in connection with additional Assets as listed in Schedule A, if any, will be paid to SongVest and will be calculated on the Percentage Interest on Schedule A.

  • Collection of Accounts, General Intangibles and Negotiable Collateral At any time upon the occurrence and during the continuance of an Event of Default, Agent or Agent’s designee may (a) notify Account Debtors of any Grantor that the Accounts, General Intangibles, Chattel Paper or Negotiable Collateral of such Grantor have been assigned to Agent, for the benefit of the Lender Group and the Bank Product Providers, or that Agent has a security interest therein, and (b) collect the Accounts, General Intangibles and Negotiable Collateral of any Grantor directly, and any collection costs and expenses shall constitute part of such Grantor’s Secured Obligations under the Loan Documents.

  • Collateral Security (a) The Obligations shall be secured by (a) a perfected first-priority security interest (subject to Permitted Liens entitled to priority under Applicable Law) in all Collateral, whether now owned or hereafter acquired, pursuant to the terms of the Security Agreement to which each Borrower is a party to the extent perfected by the filing of UCC financing statements; (b) a pledge of 100% of the capital stock or other Equity Interests of such Borrowers (other than the Parent) and of the Non-Borrower Subsidiaries (other than the Foreign Subsidiaries) to the Administrative Agent on behalf of the Secured Parties pursuant to the Pledge Agreement; and (c) a pledge of the capital stock or other Equity Interests of each Foreign Subsidiary (provided that not more than 65% of the total voting power of all outstanding capital stock or other Equity Interest of any such first-tier Foreign Subsidiary of a Borrower shall be required to be so pledged and no Equity Interests of any non-first-tier Foreign Subsidiary shall be provided to be so pledged); provided that the Borrowers hereby agree, upon the request of the Administrative Agent and the Required Lenders, to deliver, as promptly as practicable, but in any event within ninety (90) days after request therefor, or such other later time, if any, to which the Administrative Agent may agree, (i) certificates of titles for all or substantially all vehicles, trucks, trailers, tractors, automobiles and any other equipment covered by certificates of title owned by a Borrower (collectively, “Motor Vehicles”) with the Administrative Agent listed as lienholder therein (subject to a limited power of attorney in favor of the Parent to dispose of titled equipment) and, if required by the Administrative Agent, the Borrowers shall retain Corporation Service Company (or other similar company satisfactory to the Administrative Agent) pursuant to agreements reasonably satisfactory to the Administrative Agent pursuant to which Corporation Service Company (or such other company) will agree to act as agent for the Secured Parties with respect to the perfection of security interests in the Motor Vehicles; and (ii) mortgages with respect to Real Property and to take such other steps and make such other deliveries as may be reasonably requested by the Administrative Agent (including, without limitation, the delivery of legal opinions, Consulting Engineer’s reports, surveys, title insurance, environmental assessment reports, flood hazard certifications, evidence of flood insurance, if required, and a certification of the name and address of each real estate recording office where a mortgage on the real estate on which any Collateral consisting of fixtures may be located would be recorded) so as to provide the Administrative Agent, for the benefit of the Secured Parties, a perfected first-priority security interest in such assets, provided that to the extent that any lease of (or operating/management agreement with respect to) Real Property prohibits assignment of such lease (or operating/management agreement) without the consent of the lessor or another party thereunder, the Borrowers shall not be required to grant a mortgage on the leasehold interest under such lease, but in such event, the Borrowers agree to diligently and in good faith use its reasonable best efforts to obtain the consent (which consent shall be in form and substance reasonably satisfactory to the Administrative Agent) of the applicable lessor or other party to such leasehold mortgage (and, upon the receipt of such consent, the Borrowers shall promptly grant such leasehold mortgage and comply with the other provisions of this Section 10.15 with respect thereto).

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