Agreed Collateral Principles definition

Agreed Collateral Principles are as follows: (i) notwithstanding anything herein to the contrary, no actions shall be required under the law of any non-U.S. jurisdiction in order to create or perfect any security interest other than the United Kingdom, Xxxxxxxxxxxx, Netherlands and Netherlands Antilles, (ii) no lien by any Person organized outside of the United States shall be made that would result in any breach of any law or regulation (or analogous restriction) of the jurisdiction of organization of such Person or result in any risk to the officers or directors of such Person or a civil or criminal liability, and (iii) it is expressly 89551451_4 acknowledged that in certain jurisdictions it may be (A) impossible or impractical (including for legal and regulatory reasons) to create security over certain categories of assets or (B) it may take longer than agreed upon to grant or create such security over certain categories of assets, in which event the Administrative Agent will act reasonably in granting the necessary extension of timing for obtaining such security, provided, that with respect to subsections (A) and (B), the applicable Loan Party has exercised commercially reasonable efforts in providing such security. Notwithstanding anything to the contrary contained in the Loan Documents, the Liens on the Collateral shall (i) ratably secure the relevant Loan Party’s Obligations, (ii) rank pari passu with the Liens securing the obligations under the Transaction Facilities, (iii) be effected and implemented by the entry by the Loan Parties into such security, pledge and other agreements (including, without limitation, an amendment to the Credit Agreement), in each case in form and substance satisfactory to the Administrative Agent, and the taking by the Loan Parties of such action (including, without limitation, the filing of Uniform Commercial Code financing statements and the delivery of original certificates and instruments constituting or representing Collateral, accompanied by appropriate instruments of transfer), in each case, as may be necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent valid and subsisting Liens on the Collateral, and (iv) be subject to an intercreditor or related agreement (the “Intercreditor Agreement”) by and between the (A) Administrative Agent (acting as “collateral agent”), (B) the noteholders under the Note Purchase Agreements, (C) the respective administrative agents (to the extent authorized to do so...
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Agreed Collateral Principles are as follows: (i) no lien by any Person organized outside of the United States shall be made that would result in any breach of any law or regulation (or analogous restriction) of the jurisdiction of organization of such Person or result in any risk to the officers or directors of such Person or a civil or criminal liability, (ii) the Note Parties shall take all reasonable actions necessary to create and perfect security interests in all property (other than Excluded Collateral) of the Note Parties subject to the laws of the United Kingdom, Xxxxxxxxxxxx, Netherlands, Netherlands Antilles and each other non-U.S. jurisdiction reasonably required by the Required Holders (including, if so required, entering into local law-governed instruments pledging the Capital Stock of foreign Subsidiaries), it being expressly acknowledged that in certain jurisdictions it may be (A) impossible or impractical (including for legal and regulatory reasons) to create security over certain categories of assets or (B) it may take longer than agreed upon to grant or create such security over certain categories of assets, in which event the Required Holders will act reasonably in granting the necessary extension of timing for obtaining such security, provided, that with respect to subsections (A) and (B), the applicable Note Party has exercised commercially reasonable efforts in providing such security.
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Agreed Collateral Principles are as follows: (i) no lien by any Person organized outside of the United States shall be made that would result in any breach of any law or regulation (or analogous restriction) of the jurisdiction of organization of such Person or result in any risk to the officers or directors of such Person or a civil or criminal liability, (ii) the Note Parties shall take all such actions as may be necessary to create and perfect security interests in motor vehicles and any other assets subject to a certificate of title to the extent requested by the Required Holders, and (iii) the Note Parties shall take all reasonable actions necessary to create and perfect security interests in all property (other than Excluded Collateral) of the Note Parties subject to the laws of the United Kingdom, Liechtenstein, Netherlands, Curaçao, Australia, Canada and each other non-U.S. jurisdiction reasonably required by the Required Holders (including, if so required, entering into local law-governed instruments pledging the Capital Stock of foreign Subsidiaries), it being expressly acknowledged that in certain jurisdictions it may be (A) impossible or impractical (including for legal and regulatory reasons) to create security over certain categories of assets or (B) it may take longer than agreed upon to grant or create such security over certain categories of assets, in which event the Required Holders will act reasonably in granting the necessary extension of timing for obtaining such security, provided, that with respect to subsections (A) and (B), the applicable Note Party has exercised commercially reasonable efforts in providing such security.
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Examples of Agreed Collateral Principles in a sentence

  • Notwithstanding the foregoing, in no event shall the Collateral include any property to the extent that such grant of a security interest would contravene the Agreed Collateral Principles or Section 2.3 of the U.S. Security Agreement (other than with respect to any request by the Collateral Agent contemplated thereunder) (the “Excluded Collateral”).


More Definitions of Agreed Collateral Principles

Agreed Collateral Principles is defined in Section 9.15(a).
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Related to Agreed Collateral Principles

  • Adjusted Collateral Principal Amount means, as of any date of determination:

  • Combined Collateral LLC: Combined Collateral LLC, a Delaware limited liability company.

  • Acceptable Collateral means any of the following assets of Borrower, if (x) held in or credited to any Collateral Account subject to a first priority Lien under the applicable Security Agreement and (y) the Collateral Requirement has been satisfied with respect thereto:

  • Reallocated Collateral Principal Collections means, with respect to any Transfer Date, Collections of Principal Receivables applied in accordance with subsections 4.12(a) and (b) in an amount not to exceed the product of (a) the Collateral Allocation with respect to the Monthly Period relating to such Transfer Date and (b) the Investor Percentage with respect to the Monthly Period relating to such Transfer Date and (c) the amount of Collections of Principal Receivables with respect to the Monthly Period relating to such Transfer Date; provided, however, that such amount shall not exceed the Collateral Interest after giving effect to any Collateral Charge-Offs for such Transfer Date.

  • Additional Collateral Any of the following held, in addition to the related Mortgaged Property, as security for a Mortgage Loan: (i) all money, securities, security entitlements, accounts, general intangibles, payment rights, instruments, documents, deposit accounts, certificates of deposit, commodities contracts and other investment property and other property of whatever kind or description now existing or hereafter acquired which is pledged as security for the repayment of such Mortgage Loan, (ii) third-party guarantees, and (A) all money, securities, security entitlements, accounts, general intangibles, payment rights, instruments, documents, deposit accounts, certificates of deposit, commodities contracts and other investment property and other property of whatever kind or description now existing or hereafter acquired which is pledged as collateral for such guarantee or (B) any mortgaged property securing the performance of such guarantee, or (iii) such other collateral as may be set forth in the Series Supplement.

  • Additional Collateral Loan Each Mortgage Loan that is supported by Additional Collateral.

  • Contested Collateral Lien Conditions means, with respect to any Permitted Lien of the type described in clauses (a), (b), (e) and (f) of Section 6.02, the following conditions:

  • Applicable Collateral Agent means (i) until the earlier of (x) the Discharge of Credit Agreement and (y) the Non-Controlling Representative Enforcement Date, the Credit Agreement Collateral Agent and (ii) from and after the earlier of (x) the Discharge of Credit Agreement and (y) the Non-Controlling Representative Enforcement Date, the Collateral Agent for the Series of First Lien Obligations represented by the Major Non-Controlling Representative.

  • Contractor-acquired property means property acquired, fabricated, or otherwise provided by the Contractor for performing a contract, and to which the Government has title.

  • UCC Collateral is defined in Section 3.03.

  • Borrowing Base Property means Eligible Property and/or Commercial Land that the Administrative Agent has agreed to include in calculations of the Borrowing Base pursuant to Section 4.1. A Property shall be excluded from the determination of the Borrowing Base if at any time such Property shall cease to be an Eligible Property.

  • Term Loan Priority Collateral as defined in the Intercreditor Agreement.

  • Closing Date Mortgaged Property as defined in Section 3.1(i).

  • Collateral Principal Amount means on any date of determination (A) the aggregate principal balance of the Portfolio, including the funded and unfunded balance on any Delayed Funding Term Loan or Revolving Loan, as of such date plus (B) the amounts on deposit in the Accounts (including cash and Cash Equivalents) representing Principal Proceeds as of such date minus (C) the aggregate principal balance of all Ineligible Investments as of such date.

  • Additional Collateral Documents as defined in the Base Intercreditor Agreement.

  • Senior Collateral Agent means Citicorp USA, Inc., in its capacity as Senior Collateral Agent under the Senior Collateral Documents, and its successors.

  • Collateral Principal Percentage means, with respect to any Monthly Period, (i) during the Revolving Period, the percentage equivalent (which percentage shall never exceed 100%) of a fraction, the numerator of which is the Collateral Invested Amount as of the last day of the immediately preceding Monthly Period and the denominator of which is the Invested Amount as of such day and (ii) during the Controlled Accumulation Period, the Early Amortization Period or any Partial Amortization Period, the percentage equivalent (which percentage shall never exceed 100%) of a fraction, the numerator of which is the Collateral Invested Amount as of the close of business on the date on which the Revolving Period shall have terminated and the denominator of which is the Invested Amount as of the close of business on the date on which the Revolving Period shall have terminated; provided, however, that with respect to the first Monthly Period, the Collateral Principal Percentage shall mean the percentage equivalent of a fraction, the numerator of which is the Collateral Initial Invested Amount and the denominator of which is the Initial Invested Amount.

  • Permitted Collateral Liens means any Lien on the Collateral:

  • Released Mortgaged Property Proceeds As to any Mortgage Loan, proceeds received by the Servicer in connection with (a) a taking of an entire Mortgaged Property by exercise of the power of eminent domain or condemnation or (b) any release of part of the Mortgaged Property from the lien of the related Mortgage, whether by partial condemnation, sale or otherwise, which are not released to the Mortgagor in accordance with applicable law and mortgage servicing standards the Servicer would use in servicing mortgage loans for its own account and this Agreement.

  • Shared Collateral means, at any time, Collateral in which the holders of Senior Obligations under at least one Senior Facility and the holders of Second Priority Debt Obligations under at least one Second Priority Debt Facility (or their Representatives) hold a security interest at such time (or, in the case of the Senior Facilities, are deemed pursuant to Article II to hold a security interest). If, at any time, any portion of the Senior Collateral under one or more Senior Facilities does not constitute Second Priority Collateral under one or more Second Priority Debt Facilities, then such portion of such Senior Collateral shall constitute Shared Collateral only with respect to the Second Priority Debt Facilities for which it constitutes Second Priority Collateral and shall not constitute Shared Collateral for any Second Priority Debt Facility which does not have a security interest in such Collateral at such time.

  • ABL Collateral means all of the assets and property of any Grantor, whether real, personal or mixed, with respect to which a Lien is granted as security for any ABL Obligations.

  • Initial Collateral Amount means $1,000,000,000, which equals the sum of (i) the Class A Note Initial Principal Balance, (ii) the Class B Note Initial Principal Balance, (iii) the Class C Note Initial Principal Balance and (iv) the Initial Excess Collateral Amount.

  • Landlord Personal Property Collateral Access Agreement means a Landlord Waiver and Consent Agreement substantially in the form of Exhibit L, with such amendments, modifications or supplements thereto as may be approved by the Administrative Agent.

  • Senior Collateral means any “Collateral” as defined in any Credit Agreement Loan Document or any other Senior Debt Document or any other assets of the Borrower or any other Grantor with respect to which a Lien is granted or purported to be granted pursuant to a Senior Collateral Document as security for any Senior Obligations.

  • Term Priority Collateral has the meaning set forth in the Intercreditor Agreement.