Titled Collateral. (i) Each Grantor shall (a) cause all Collateral now owned or hereafter acquired by any Grantor, which under applicable law are required to be registered, to be properly registered in the name of such Grantor, (b) cause all Collateral now owned or hereafter acquired by any Grantor, the ownership of which under applicable law, is evidenced by a certificate of title or ownership (referred to herein as “Titled Collateral”), to be properly titled in the name of such Grantor, with the Administrative Agent’s Lien noted thereon and (c) deliver to the Administrative Agent (or its custodian) originals of all such certificates of title or ownership for such Titled Collateral.
(ii) Upon the acquisition after the date hereof by any Grantor of any Titled Collateral (other than an item of Equipment to be acquired that is subject to a purchase money security interest permitted by Section 7.02(a) of the Financing Agreement), such Grantor shall deliver to the Administrative Agent in accordance with the Financing Agreement, originals of the certificates of title or ownership for such Titled Collateral, together with the manufacturer’s statement of origin, and an application duly executed by the appropriate Grantor to evidence the Administrative Agent’s Lien thereon.
(iii) Each Grantor hereby appoints the Administrative Agent as its attorney-in-fact, effective the date hereof and terminating upon the termination of this Agreement, for the purpose of, after the occurrence and during the continuance of an Event of Default, (A) executing on behalf of such Grantor title or ownership applications for filing with appropriate state agencies to enable Titled Collateral to be retitled and the Administrative Agent listed as lienholder thereof, (B) filing such applications with such state agencies, and (C) executing such other documents and instruments on behalf of, and taking such other action in the name of, such Grantor as the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof (including, without limitation, for the purpose of creating in favor of the Administrative Agent a perfected Lien on such Titled Collateral and exercising the rights and remedies of the Administrative Agent hereunder). This appointment as attorney-in-fact is coupled with an interest and is irrevocable until all of the Obligations are paid in full after all Commitments have been terminated.
(iv) With respect to motor vehicles, any certificates of title or ownership delivered p...
Titled Collateral. At the reasonable request of the Collateral Agent, each Grantor shall (a) cause all material Titled Collateral, now owned or hereafter acquired by any Grantor, which under applicable law are required to be registered, to be properly registered in the name of such Grantor, (b) cause all Titled Collateral (other than Excluded Property) to be properly titled in the name of such Grantor, and if requested by the Collateral Agent, with the Collateral Agent’s Lien noted thereon and (c) promptly deliver to the Collateral Agent (or its custodian) originals of all such Certificates of Title or certificates of ownership for such Titled Collateral (other than Excluded Property), with the Collateral Agent’s Lien noted thereon, and take such other actions in the United States as may be reasonably required by the Collateral Agent.
Titled Collateral. At the request of the Collateral Agent, each Grantor shall (i) cause all Collateral, now owned or hereafter acquired by any Grantor,with an aggregate value exceeding $250,000 for all such Collateral, which under applicable law is required to be registered, to be properly registered in the name of such Grantor, (ii) cause all Titled Collateral with a value exceeding $100,000, to be properly titled in the name of such Grantor, and if requested by the Collateral Agent, with the Collateral Agent's Lien noted thereon and (iii) if requested by the Collateral Agent, promptly deliver to the Collateral Agent (or its custodian) originals of all such Certificates of Title or certificates of ownership for such Titled Collateral with a value exceeding $100,000, with the Collateral Agent's Lien noted thereon, and take such other actions as may be reasonably required by the Collateral Agent.
Titled Collateral. At the reasonable request of the Collateral Agent, each Grantor shall (i) cause all Collateral, now owned or hereafter acquired by any Grantor, which under applicable law are required to be registered, to be properly registered in the name of such Grantor, (ii) cause all Titled Collateral, to be properly titled in the name of such Grantor, and if reasonably requested by the Origination Agent, with the Collateral Agent’s Lien noted thereon and (iii) if reasonably requested by the Origination Agent and to the extent perfection is required hereunder with respect to Titled Collateral with an aggregate value of more than $100,000, promptly deliver to the Collateral Agent (or its designee or custodian) originals of all such Certificates of Title or certificates of ownership for such Titled Collateral, with the Collateral Agent’s Lien noted thereon.
Titled Collateral. As of the Closing Date, no Grantor owns any Titled Collateral, except as set forth on Schedule XII. If any Grantor shall at any time acquire any Titled Collateral after the Closing Date, such Grantor shall promptly notify the Administrative Agent thereof. At the request of the Administrative Agent, the Grantors shall (i) cause all Titled Collateral which under applicable law is required to be registered, to be properly registered in the name of such Grantor, (ii) cause all Titled Collateral, to be properly titled in the name of such Grantor, and if requested by the Administrative Agent, with the Administrative Agent’s Lien noted thereon and (iii) if requested by the Administrative Agent and subject to the Intercreditor Agreement, promptly deliver to the Administrative Agent (or its custodian) originals of all such Certificates of Title or certificates of ownership for such Titled Collateral, with the Administrative Agent’s Lien noted thereon, and take such other actions as may be reasonably required by the Administrative Agent.
Titled Collateral. The parties hereto acknowledge that (a) Bank of America, N.A. is listed as the sole lienholder on certain existing certificates of title (the “Existing Certificates of Title”) with respect to certificated vehicles owned by the Debtors as of July 23, 2001 (the “Existing Titled Collateral”), and (b) the notation of Bank of America, N.A. as sole lienholder on the Existing Certificates of Title is intended by the parties hereto for all purposes to notate and perfect the Liens of both the Senior Existing Titled Collateral Agent and the Junior Agent in and to the Existing Certificates of Title and the Existing Titled Collateral. The Junior Agent further acknowledges and agrees that, to the extent it has not already done so, the Junior Agent shall deliver the originals of each Existing Certificate of Title to the Senior Agent (or its agent or representative), together with each other document relating thereto, promptly after the execution and delivery of this Agreement. The Junior Agent hereby irrevocably appoints the Senior Agent as the Junior Agent’s attorney-in-fact with full authorization to execute and deliver on behalf of the Junior Agent all such title applications, releases and other documents as the Senior Agent deems necessary or appropriate in connection with any sale or other disposition of any certificated vehicles of the Debtors with respect to which the Lien of the Junior Agent is now or hereafter notated on the related certificate of title (including the Existing Titled Collateral and Existing Certificates of Title) in order to release the Lien of the Junior Agent in such certificated vehicles and the related certificates of title (including the Existing Titled Collateral and Existing Certificates of Title).
Titled Collateral. (a) Within one-hundred and twenty (120) days after the Effective Date (or such later date in the Administrative Agent’s sole discretion), the Credit Parties shall effect arrangements satisfactory to the Administrative Agent to perfect Liens on Material Titled Collateral (including by executing and filing with the registrar of motor vehicles or other appropriate authority on the applicable certificate of title an application or other document requesting a notation or other indication of the security interest) and (b) at any time after such one-hundred and twenty (120) period, in the event that any Credit Party acquires a Material Titled Collateral Date or any Person owning any Material Titled Collateral becomes a Credit Party, the Credit Parties shall cause the Administrative Agent to have a first priority perfected security interest and Lien in such Material Titled Collateral within sixty (60) days of acquisition thereof (or such later date as the Administrative Agent may agree in its sole discretion), in a manner reasonably acceptable to the Administrative Agent (including by executing and filing with the registrar of motor vehicles or other appropriate authority in such jurisdiction an application or other document requesting the notation or other indication of the security interest created under the Security Instruments on the applicable certificate of title).
Titled Collateral. The Borrower shall, and shall cause each of its Restricted Subsidiaries that is a Credit Party to:
(a) On or before the date that is 90 days following the Fifth Amendment Effective Date (or such later date as the Administrative Agent may agree in its sole discretion), cause the original certificate of title for each piece of Certificated Equipment (other than Excepted Certificated Equipment) owned by it on the Fifth Amendment Effective Date to name the Administrative Agent as the holder of the first priority Lien thereon and shall deliver a copy of such certificate of title to the Administrative Agent (or its designated agent) with such notation; and
(b) Cause the original certificate of title for each piece of Certificated Equipment (other than Excepted Certificated Equipment) purchased by it after the Fifth Amendment Effective Date to name the Administrative Agent as the holder of the first priority Lien thereon and shall deliver a copy of such certificate of title to the Administrative Agent (or its designated agent) with such notation within 45 days after such purchase (or such later date as the Administrative Agent may agree in its sole discretion).
Titled Collateral. At the request of the Administrative Agent, each Grantor shall (i) cause all Titled Collateral, to be properly titled in the name of such Grantor, and if requested by the Administrative Agent, with the Administrative Agent’s Lien noted thereon and (ii) if requested by the Administrative Agent, promptly deliver to the Administrative Agent (or its custodian) originals of all such Certificates of Title or certificates of ownership for such Titled Collateral, with the Administrative Agent’s Lien noted thereon, and take such other actions as may be reasonably required by the Administrative Agent. The provisions of this Section 6(k) shall not apply to Titled Collateral with fair market value of less than $100,000 individually.
Titled Collateral. A certificate of title or similar titling or registration document has been issued by the state of Tennessee for each item of Equipment. Such Equipment shall be titled/registered in the name of Debtor and Secured Party shall be shown as the first priority and only lienholder on the certificate of title/registration for each such item of Equipment. A copy of the certificate of origin, application for certificate of title or registration and/or any other forms required to satisfy the foregoing titling/registration requirements and to perfect Secured Party's first priority security interests in such Collateral shall be delivered to Secured Party, (a) immediately and (b) immediately upon Debtor's acquisition of any such Collateral in the future. In addition, a copy or the original, as required by Secured Party, of the issued certificate of title/registration for each such item of Collateral shall be delivered to Secured Party as soon as it is issued. Secured Party may retain physical possession of those certificates. Debtor shall not change the state in which any of the Equipment covered by this Section is titled/registered to other than the state of Tennessee without the prior written consent of Secured Party.
