Massachusetts UCC definition

Massachusetts UCC means the Massachusetts Uniform Commercial Code.

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Massachusetts UCC means the UCC of the Commonwealth of Massachusetts; and the “Delaware UCC” means the UCC of the State of Delaware. Bank of America, N.A., as Administrative Agent, and the Lenders that are parties to the Credit Agreement June 30, 2015 For purposes of this opinion, we have made such examination of law as we have deemed necessary. This opinion is limited solely to the internal substantive laws of the Commonwealth of Massachusetts as applied by courts located in Massachusetts without regard to choice of law, the federal laws of the United States of America (except for Federal and state tax, antitrust, energy, utilities, national security, anti-terrorism, anti-money laundering, governmental contract procurement and bidding, natural resources, labor, employment, securities, commodities, derivatives, or blue sky laws, as to which we express no opinion in this letter, other than as set forth in paragraphs 9 and 10 below with respect to the particular federal laws and regulations referred to therein), the Delaware General Corporation Law as applied by courts located in Delaware (the “DGCL”), the Delaware Limited Liability Company Act as applied by courts located in Delaware (the “DLLCA”) and, with respect only to paragraph 6 hereof, the Delaware UCC; and we express no opinion as to the laws of any other jurisdiction. We have not conducted any special review of statutes, rules, or regulations for purposes of this opinion, and our opinions are in any event limited to such laws, rules, and regulations as in our experience are normally applicable to transactions of the type contemplated by the Loan Documents. Our opinions herein with respect to the Delaware UCC are limited to the official statutory text thereof and only as it pertains to whether perfection of an attached security interest may be effected by the filing of an effective UCC financing statement in the State of Delaware, without any investigation or review of any legal decisions or other statutory provisions in effect in the State of Delaware that may affect the filing of a UCC financing statement or the perfection of a security interest by filing in the State of Delaware. No opinion is given herein as to any choice of law matters with respect to the transactions contemplated by the Credit Agreement and the other Loan Documents. Our opinion is further subject to the following exceptions, qualifications and assumptions, all of which we understand to be acceptable to you:

Massachusetts UCC has the meaning provided in Section 6.15(a).

Examples of Massachusetts UCC in a sentence

The Note Issuer shall have caused all Collateral to have been Granted to the Note Trustee or, if requested by the Note Trustee, its nominee and will have caused all filings pursuant to the Statute, the Massachusetts UCC, the Delaware UCC and any other applicable law as are necessary to cause the Note Trustee to have a first priority perfected security interest in the Collateral to have been duly made.
Only after such applications, and after payment by the Agent of any amount required by ss.9-504(1)(c) of the Massachusetts UCC, need the Agent account to the Company for any surplus.
The Note Issuer shall have caused all Collateral to have been Granted to the Note Trustee and will have caused all filings pursuant to the Statute, the Massachusetts UCC, the Delaware UCC and any other applicable law as are necessary to cause the Note Trustee to have a first priority perfected security interest in the Collateral to have been duly made.
Only after such applications, and after payment by the Agent of any amount required by (S)9-504(1)(c) of the Massachusetts UCC, need the Agent account to the Pledgor for any surplus.
To the extent that any of the Obligations are to be paid or performed by a person other than the Company, the Company waives and agrees not to assert any rights or privileges which it may have under ss.9-112 of the Massachusetts UCC.
None of the Collateral constitutes, or is the proceeds of, "farm products" as defined in ss.9-109(3) of the Massachusetts UCC.
None of the Collateral constitutes, or is the proceeds of, "farm products" as defined in (S)9-109(3) of the Massachusetts UCC.
No shares of Pledged Stock held by the Grantor constitute “uncertificated securities” as defined in Article 8 of the Massachusetts UCC.
American Optical Massachusetts UCC M&I First Certain 03/31/2000 000705441 Corp.
Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement, and the following terms are used herein as defined in the Massachusetts UCC: Accounts, Certificated Security, Chattel Paper, Commercial Tort Claims, Documents, Equipment, Farm Products, General Intangibles, Instruments, Inventory, Letter-of- Credit Rights, Registered Organization and Supporting Obligations.

More Definitions of Massachusetts UCC

Massachusetts UCC the Uniform Commercial Code as from time to time in effect in the Commonwealth of Massachusetts. "Patents": (i) all letters patent of the United States, any other country or any political subdivision thereof, all reissues and extensions thereof and all goodwill associated therewith, including, without limitation, any of the foregoing referred to in Schedule F, (ii) all applications for letters patent of the United States or any other country and all divisions, continuations and continuations-in-part thereof, including, without limitation, any of the foregoing referred to in Schedule F, and (iii) all rights to obtain any reissues or extensions of the foregoing. "Patent License": all agreements, whether written or oral, providing for the grant by or to the Grantor of any right to manufacture, use or sell any invention covered in whole or in part by a Patent including, without limitation, any of the foregoing referred to in Schedule F. "Pledged Notes": all promissory notes listed on Schedule B, all Intercompany Notes at any time issued to the Grantor and all other promissory notes issued to or held by the Grantor (other than promissory notes issued in connection with extensions of trade credit by the Grantor in the ordinary course of business). "Pledged Securities": the collective reference to the Pledged LLC/Partnership Interests, the Pledged Stock and the Pledged Notes, together with any Proceeds thereof. "Pledged Stock": the shares of Capital Stock listed on Schedule B, together with any other shares, stock certificates, options, interests or rights of any nature whatsoever in respect of the Capital Stock of any Person that may be issued or granted to, or held by, the Grantor while this Agreement is in effect. "Proceeds": all "proceeds" as such term is defined in the Massachusetts UCC and, in any event, shallinclude, without limitation, all dividends or other income from the investment Property, collections thereon or distributions or payments with respect thereto. "Receivable": any right to payment for goods sold or leased or for services rendered, whether or not such right is evidenced by an Instrument or Chattel Paper and whether or not it has been earned by performance (including, without limitation, any Account). "Restricted Account": as defined in Section 8.6. "Securities Act": the Securities Act of 1933, as amended. "Trademarks": (i) all trademarks, trade names, corporate names, company names, business names, fictitious business names, trade styles,...

Massachusetts UCC the Uniform Commercial Code as from time to time in effect in the Commonwealth of Massachusetts.

Massachusetts UCC means Mass. G.L. c.106.

Massachusetts UCC means the Uniform Commercial Code as in effect on the date hereof in the Commonwealth of Massachusetts (without regard to laws referenced in Section 9-201 thereof). “UCC” means the New York UCC, Illinois UCC, the Delaware UCC, the California UCC, the Texas UCC and the Massachusetts UCC, as applicable. “UCC Collateral” means the Collateral (as such term is defined in the Guarantee and Collateral Agreement), to the extent the New York UCC governs a security interest in such collateral. Holdings, the Borrower and the Subsidiary Guarantors whose jurisdiction of organization is listed as Delaware on Schedule II hereto shall hereinafter be referred to collectively as the “Delaware Transaction Parties” and individually as a “Delaware Transaction Party”. The Subsidiary Guarantors whose jurisdiction of organization is listed as Illinois on Schedule II hereto shall hereinafter be referred to collectively as the “Illinois Transaction Parties” and individually as an “Illinois Transaction Party”. The Subsidiary Guarantor whose jurisdiction of organization is listed as New York on Schedule II hereto shall hereinafter be referred to as a “New York Transaction Party”. The Subsidiary Guarantors whose jurisdiction of organization is listed as California on Schedule II hereto shall hereinafter be referred to collectively as the “California Transaction Parties” and individually as a “California Transaction Party”. The Subsidiary Guarantors whose jurisdiction of organization is listed as Texas on Schedule II hereto shall hereinafter be referred to collectively as the “Texas Transaction Parties” and individually as a “Texas Transaction Party”. The Subsidiary Guarantor whose jurisdiction of organization is listed as Massachusetts on Schedule II hereto shall hereinafter be referred to as a “Massachusetts Transaction Party”. The Delaware Transaction Parties, the Illinois Transaction Parties, the New York Transaction Party, the California Transaction Parties, the Texas Transaction Party and the Massachusetts Transaction Parties shall hereinafter be referred to collectively as the “Transaction Parties” and individually as a “Transaction Party”. “Possessory Certificates” mean those certificates identified on Schedule IV hereto and delivered on the date hereof. Based upon the foregoing and subject to the limitations, qualifications, exceptions and assumptions set forth herein, we are of the opinion that: