UK Security Agreements Sample Clauses

UK Security Agreements. The Security Trustee shall accept without investigation, requisition or objection, such title as any person may have to the assets which are subject to the relevant UK Security Agreements and shall not (i) be bound or concerned to examine or enquire into the title of any person; (ii) be liable for any defect or failure in the title of any person, whether that defect or failure was known to the Security Trustee or might have been discovered upon examination or enquiry and whether capable of remedy or not; or (iii) be liable for any failure on its part to give notice of the relevant UK Security Agreements to any third party or otherwise perfect or register the Liens created by the relevant UK Security Agreements (unless such failure arises directly from the Security Trustee’s gross negligence or wilful misconduct). The Security Trustee shall hold the relevant UK Security Agreements and all proceeds of enforcement of them on trust for the Secured Parties on the terms and conditions of this Agreement. The relevant UK Security Agreements shall rank as continuing Lien for the discharge of the liabilities secured by it.
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UK Security Agreements. Subject to the Legal Reservations and the Agreed Security Principles, the UK Security Documents, if any, upon execution and delivery thereof by the parties thereto, will create in favor of the Collateral Agent, for the ratable benefit of the Secured Parties, a legal, valid, enforceable and perfected First Priority Lien in the “Collateral” (as defined in the relevant UK Security Document) of the Loan Parties party to such documents to the extent set forth therein.
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UK Security Agreements. (a) the UK Debentures and (b) the UK Share Mortgages and each other debenture or security agreement governed by English law.
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UK Security Agreements. (i) the UK Debenture, (ii) the UK Share Mortgages and each other debenture or security agreement governed by English law and, following the PP&E Component Implementation Date, “UK Security Agreements” shall include such instruments and agreements as Agent or European Security Trustee deem reasonably appropriate under other Applicable Law to evidence or perfect its Lien on any Collateral located in Northern Ireland or Scotland.
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UK Security Agreements the UK Debenture and each other debenture or security agreement governed by the laws of the United Kingdom among any Dutch Domiciled Loan Party and the Agent or the Dutch Security Trustee. Unrestricted Subsidiary: (a) each Subsidiary of the Parent that has been designated following the Closing Date as an Unrestricted Subsidiary in compliance with Section 10.1.17 and (b) each Subsidiary of a Subsidiary specified in clause (a) of this definition. U.S.: the United States of America. U.S. Assignment of Claims Act: Assignment of Claims Act of 1940, 31 U.S.C. § 3727, 41 U.S.C. § 15, as amended. U.S. Availability: as of any such date of determination, (a) the lesser of (i) the U.S. Revolver Commitments minus all U.S. Availability Reserves and (ii) the U.S. Borrowing Base, minus, in each case (b) the sum of (i) the principal balance of all U.S. Revolver Loan, and (ii) all U.S. LC Obligations. U.S. Availability Reserves: the sum (without duplication) of (a) the U.S. Rent Reserve; (b) the U.S. Bank Product Reserve; (c) the U.S. Inventory Reserve; (d) the U.S. Dilution Reserve, (e) the Dutch Kraton Overadvance Loan Balance, (f) the Dutch Kraton Allocated U.S. Availability Reserve and (g) such additional reserves, in such amounts and with respect to such matters, as the Agent may establish in its Permitted Discretion and in accordance with the terms hereof. U.S. Bank Product Reserve: at any time with respect to Secured Bank Product Obligation for the accounts of the U.S. Domiciled Loan Parties and their Subsidiaries, an amount equal to the sum of (a) the maximum amount of the then outstanding Qualified Secured Bank Product Obligations for the accounts of the U.S. Domiciled Loan Parties and their Subsidiaries owing (i) to Bank of America and its Affiliates as determined by the Agent in its Permitted Discretion and (ii) to any other Secured Bank Product Provider as set forth in the notice delivered by such Secured Bank Product Provider providing such Bank Product and the North American Loan Party Agent to the Agent in accordance with the definition of Secured Bank Product Provider and (b) with respect to any other Secured Bank Product Obligations for the account of the U.S. Domiciled Loan Parties and their Subsidiaries, reserves established by the Agent from time to time in its Permitted Discretion to reflect the reasonably anticipated liabilities in respect for the account of the then outstanding Secured Bank Product Obligations of the U.S. Domiciled Loan Parties and t...
Sample 1

Related to UK Security Agreements

  • Trademark Security Agreement The Trademark Collateral Security and Pledge Agreement, dated or to be dated on or prior to the Closing Date, between the Borrower and the Collateral Agent and in form and substance satisfactory to the Banks, the Collateral Agent and the Agents.

  • Security Agreements Signed original security agreements, assignments, financing statements and fixture filings (together with collateral in which the Bank requires a possessory security interest), which the Bank requires.

  • Pledge and Security Agreement The security interest granted pursuant to this Agreement is granted in conjunction with the security interest granted to the Security Agent for the Secured Parties pursuant to the Pledge and Security Agreement, and the Grantors hereby acknowledge and affirm that the rights and remedies of the Security Agent with respect to the security interest in the Copyright Collateral made and granted hereby are more fully set forth in the Pledge and Security Agreement, the terms and provisions of which are incorporated by reference herein as if fully set forth herein. In the event that any provision of this Agreement is deemed to conflict with the Pledge and Security Agreement, the provisions of the Pledge and Security Agreement shall control.

  • Guaranty and Security Agreement The security interest granted pursuant to this [Copyright] [Patent] [Trademark] Security Agreement is granted in conjunction with the security interest granted to Agent pursuant to the Guaranty and Security Agreement and each Grantor hereby acknowledges and agrees that the rights and remedies of Agent with respect to the security interest in the [Copyright] [Patent] [Trademark] Collateral made and granted hereby are more fully set forth in the Guaranty and Security Agreement, the terms and provisions of which are incorporated by reference herein as if fully set forth herein.

  • No Financing Statements, Security Agreements No financing statement or security agreement describing all or any portion of the Collateral which has not lapsed or been terminated (by a filing authorized by the secured party in respect thereof) naming such Grantor as debtor has been filed or is of record in any jurisdiction except for financing statements or security agreements (a) naming the Administrative Agent on behalf of the Secured Parties as the secured party and (b) in respect to other Liens permitted under Section 6.02 of the Credit Agreement.

  • The Security Agreement The security interest granted pursuant to this Trademark Security Agreement is granted in conjunction with the security interest granted to the Collateral Agent pursuant to the Security Agreement and Grantor hereby acknowledges and affirms that the rights and remedies of the Collateral Agent with respect to the security interest in the Trademarks made and granted hereby are more fully set forth in the Security Agreement. In the event that any provision of this Trademark Security Agreement is deemed to conflict with the Security Agreement, the provisions of the Security Agreement shall control unless the Collateral Agent shall otherwise determine.

  • Intellectual Property Security Agreements Duly executed originals of Trademark Security Agreements, Copyright Security Agreements and Patent Security Agreements, each dated the Closing Date and signed by each Credit Party which owns Trademarks, Copyrights and/or Patents, as applicable, all in form and substance reasonably satisfactory to Agent, together with all instruments, documents and agreements executed pursuant thereto.

  • Loan and Security Agreement Performance of all obligations of Borrower (as such term is defined in the Loan and Security Agreement, and hereafter used with such meaning) under the terms of the Loan and Security Agreement, any of the Guaranty Agreements or Security Documents referred to in the Loan and Security Agreement, and any other loan agreement, tri-party financing agreement or other agreement between Grantor and Beneficiary, GNI and any other parties pertaining to the use of the proceeds of the Notes."

  • Security Agreement The words "Security Agreement" mean and include without limitation any agreements, promises, covenants, arrangements, understandings or other agreements, whether created by law, contract, or otherwise, evidencing, governing, representing, or creating a Security Interest.

  • Pledge Agreements Duly executed originals of each of the Pledge Agreements accompanied by (as applicable) (a) share certificates representing all of the outstanding Stock being pledged pursuant to such Pledge Agreement and stock powers for such share certificates executed in blank and (b) the original Intercompany Notes and other instruments evidencing Indebtedness being pledged pursuant to such Pledge Agreement, duly endorsed in blank.

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