Priority Security Interest definition

Priority Security Interest has the meaning set forth in Section 11.5.
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Priority Security Interest. With respect to the Target acquired or financed with the proceeds of a Loan, and prior to or simultaneously with the funding of such Loan, the Agent shall have been granted, for the benefit of Agent and the Lenders, a first priority Lien on and security interest in such Target thereof, subject only to Permitted Liens, and shall have received, without limitation, (a) the items described in subsection 2.1(d)(ii) and Section 4.11, and (b) duly executed uniform commercial code financing statements or amendments to existing financing statements with respect to such Target, in form and
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Priority Security Interest means a Security Interest of a Creditor in: (i) inventory and other goods, the acquisition or purchase of which by the Borrower was either (A) financed by a documentary or commercial letter of credit issued by the Creditor, (B) supported by a standby letter of credit issued by the Creditor, (C) financed by a direct advance from the Creditor, or (D) financed by a banker's acceptance of which the Creditor is the acceptor; (ii) Collateral of a type described in subparagraphs (i), (ii), (iii) or (iv) of paragraph l(f) as to which the Security Interest constitutes a purchase money security interest; (iii) All trading accounts, margin accounts and other hedging accounts, including all money, instruments, contracts, contract rights and other property therein or credited thereto, which result from trading or other hedging activities financed in whole or in part by that Creditor and which have been assigned to that Creditor, all cash collateral (including the accounts into which it is deposited) provided to that Creditor for such financing or for foreign exchange exposure or other Obligations of a Borrower with respect to foreign exchange contracts, and all cash collateral (including the accounts into which it is deposited) provided to that Creditor in respect of financing provided by that Creditor of an open (in whole or in part) position of a Borrower; and (iv) any accounts, letter of credit proceeds, chattel paper, goods, contract rights, general intangibles, instruments, documents, and all other cash or non-cash proceeds, arising out of the sale or other disposition of Collateral or proceeds described in this paragraph l(d) and all accessories and accessions of or to such Collateral, and all products of such Collateral.
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Examples of Priority Security Interest in a sentence

  • If, on the Contingent Payment Security Interest Effective Date, the assets comprising the Contingent Payment Collateral are subject to such Priority Security Interest, each of MGIC and Radian agree that the security interest created under Section 6.1 shall be subordinate in lien priority to the Priority Security Interest.

  • Subject to the terms of any Priority Security Interest, the Charge is a first-ranking charge.

  • Until Trustee has received written notice of termination of this Agreement, Agent, as the holder of the Senior Priority Security Interest on the Collateral insured, shall have the sole and exclusive right, as against Trustee, to adjust settlement of insurance claims in the event of any covered loss, theft or destruction of such Collateral.

  • Trustee hereby agrees that any such or other disposition by the Priority Lender Group of the Collateral shall be free and clear of the Junior Priority Security Interest granted by Borrowers or any of them, provided the entire proceeds (after deducting reasonable costs, attorneys’ fees and other expenses of sale) are applied first in reduction of the Senior Priority Debt.

  • Until the indefeasible payment and performance in full of all of the Senior Priority Debt, the Priority Lender Group may dispose of any or all of the Collateral free and clear of the Junior Priority Security Interest collateralizing obligations due from Borrowers, or any of them, to Trustee, through judicial or non-judicial proceedings, in accordance with applicable law, including taking title in lieu of foreclosure.

  • On December 15, 2012, Amegy Bank National Association filed in the Bayer Suit a Notice of First Priority Security Interest, in which it opposed Eagle Lake’s motion to enforce its judgment Turnover Order and Stearns Bank’s motion to intervene.

  • Ratification by Borrower of Bank's First Priority Security Interest in Collateral.

  • TMP shall allow Distributor to grant a bank or funding source a First Priority Security Interest and in the event of such grant shall subjugate to a secondary security interest.

  • Except for the Priority Security Interest and the Secondary Security Interest, the Collateral is free and clear of all mortgages, security interests, liens, encumbrances and claims of every kind (the “Encumbrances”).

  • Financing Statements and Other Filings; Maintenance of Perfected Second Priority Security Interest...................


More Definitions of Priority Security Interest

Priority Security Interest. With respect to the Target acquired or financed with the proceeds of a Loan, and prior to or simultaneously with the funding of such Loan, the Agent shall have been granted, for the benefit of Agent and the Lenders, a first priority Lien on and security interest in such Target thereof, subject only to Permitted Liens, and shall have received, without limitation, (a) the items described in subsection 2.1(d)(ii) and Section 4.11, and (b) duly executed uniform commercial code financing statements or amendments to existing financing statements with respect to such Target, in form and substance reasonably satisfactory to the Agent and which, upon filing, shall perfect the first priority security interest of the Agent, for the benefit of Agent and the Lenders, in such Property to the extent such security interest can be perfected by filing such
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Priority Security Interest. With respect to the Target acquired or financed with the proceeds of such Acquisition Loan, and prior to or simultaneously with the funding of such Acquisition Loan, the Agent shall have been granted, for the benefit of Agent and the Lenders, a first priority lien on and security interest in the property of such Target, subject only to Permitted Liens, and shall have received, without limitation, (a) the items described in subsection 2.1(d)(ii) and Section 4.12, and (b) duly executed UCC financing statements or amendments to existing financing statements with respect to such Target, in form and substance reasonably satisfactory to the Agent and which, upon filing, shall perfect the first priority security interest of the Agent, for the benefit of Agent and the Lenders, in such property. In the event real property is being acquired in connection with such Acquisition, prior to or simultaneously with the funding of such Acquisition Loan, the Agent shall have received (x) in the case of owned real property being acquired, a fully executed Mortgage, in form and substance reasonably satisfactory to the Agent together with, in the case of owned real property having a fair market value of at least $1,000,000 (if requested by the Agent), an ALTA lender's title insurance policy issued by a title insurer reasonably satisfactory to the Agent, in form and substance and in an amount reasonably satisfactory to the Agent insuring that the Mortgage is a valid and enforceable first priority lien on the respective property, free and clear of all defects, encumbrances and Liens except for Permitted Liens, and (y) an environmental site assessment prepared by a qualified firm reasonably acceptable to the Agent, in form and substance reasonably satisfactory to the Agent.
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Related to Priority Security Interest

  • First Priority Secured Parties means, with respect to each Type of Common Collateral, the First Priority Representative and the holders of the First Priority Obligations.

  • First Priority Security Documents means each agreement or document granting or purporting to xxxxx x Xxxx on any Common Collateral to secure First Priority Obligations.

  • Second Priority Secured Parties means the Second Priority Representative, the Second Priority Creditors and any other holders of the Second Priority Obligations.

  • Prior Security Interest means a valid and enforceable perfected first-priority security interest in and to the Collateral that is subject only to Permitted Liens which have first-priority by operation of applicable Law.

  • Security Interest means any mortgage, charge, pledge, lien or other security interest including, without limitation, anything analogous to any of the foregoing under the laws of any jurisdiction;

  • Permitted Security Interest means any Security Interest:

  • Permitted Priority Liens means Liens permitted under any of the clauses (b), (c), (d), (e), (f) or (i) of Section 9.02.

  • First Priority Liens means all Liens that secure the First Priority Lien Obligations.

  • Lien means any mortgage, pledge, hypothecation, assignment, deposit arrangement, encumbrance, lien (statutory or other), charge, or preference, priority or other security interest or preferential arrangement in the nature of a security interest of any kind or nature whatsoever (including any conditional sale or other title retention agreement, any easement, right of way or other encumbrance on title to real property, and any financing lease having substantially the same economic effect as any of the foregoing).

  • First Priority Obligations means (a) with respect to the Existing First Priority Agreement, all “Obligations” of each Loan Party as defined in the Existing First Priority Agreement and (b) with respect to each other First Priority Agreement, all “Obligations” of each Loan Party as defined in such First Priority Agreement, and shall in any event include (i) all principal of and interest (including without limitation any Post-Petition Interest) and premium (if any) on all loans made or other indebtedness issued or incurred pursuant to such First Priority Agreement, (ii) all reimbursement obligations (if any) and interest thereon (including without limitation any Post-Petition Interest) with respect to any letter of credit or similar instruments issued pursuant to such First Priority Agreement, (iii) all Specified Swap Agreements, (iv) all Specified Cash Management Agreements and (v) all guarantee obligations, fees, expenses and other amounts payable from time to time pursuant to the applicable First Priority Documents, in each case whether or not allowed or allowable in an Insolvency Proceeding. To the extent any payment with respect to any First Priority Obligation (whether by or on behalf of any Loan Party, as proceeds of security, enforcement of any right of setoff or otherwise) is declared to be a fraudulent conveyance or a preference in any respect, set aside or required to be paid to a debtor in possession, any Second Priority Secured Party, receiver or similar Person, then the obligation or part thereof originally intended to be satisfied shall, for the purposes of this Agreement and the rights and obligations of the First Priority Secured Parties and the Second Priority Secured Parties, be deemed to be reinstated and outstanding as if such payment had not occurred.

  • Acceptable Security Interest in any Property means a Lien which (a) exists in favor of the Administrative Agent for the benefit of the Secured Parties, (b) is superior to all Liens or rights of any other Person in the Property encumbered thereby other than Permitted Subject Liens, (c) secures the Obligations, and (d) is perfected and enforceable.

  • Second Priority means, with respect to any Lien purported to be created in any Collateral pursuant to any Collateral Document, that such Lien is second in priority only to the Liens created under the ABL Loan Documents (subject to (i) in the case of Mortgages, Permitted Encumbrances) and (ii) otherwise, Permitted Liens).

  • Permitted Security Interests means (i) any Security Interest for taxes, assessments or governmental charges or levies which relate to obligations not yet due and delinquent, (ii) easements, servitudes, encroachments and other minor imperfections of title which do not, individually or in the aggregate, detract from the value of or impair the use or marketability of any real property, and (iii) undetermined or inchoate Security Interests arising or potentially arising under statutory provisions which have not at the relevant time been filed or registered in accordance with applicable laws or of which written notice has not been given in accordance with applicable laws;

  • Second Priority Liens means all Liens on the Second Lien Collateral to secure the Second Lien Obligations, whether created under the Second Lien Security Documents or acquired by possession, statute, operation of law, subrogation or otherwise.

  • Purchase Money Security Interest means Liens upon tangible personal property securing loans to any Loan Party or Subsidiary of a Loan Party or deferred payments by such Loan Party or Subsidiary for the purchase of such tangible personal property.

  • First Priority means, with respect to any Lien purported to be created in any Collateral pursuant to any Collateral Document, that such Lien is the only Lien to which such Collateral is subject, other than any Permitted Lien.

  • Security Interests means the security interests in the Collateral created hereby.

  • First Priority Lien Obligations means (i) all Secured Bank Indebtedness, (ii) all other Obligations (not constituting Indebtedness) of the Issuer and its Restricted Subsidiaries under the agreements governing Secured Bank Indebtedness and (iii) all other Obligations of the Issuer or any of its Restricted Subsidiaries in respect of Hedging Obligations or Obligations in respect of cash management services in each case owing to a Person that is a holder of Indebtedness described in clause (i) or Obligations described in clause (ii) or an Affiliate or Representative of such holder at the time of entry into such Hedging Obligations;

  • First Priority Lien means any Lien created by the First Priority Security Documents.

  • First Priority Collateral means all assets, whether now owned or hereafter acquired by the Borrower or any other Loan Party, in which a Lien is granted or purported to be granted to any First Priority Secured Party as security for any First Priority Obligation.

  • Permitted Liens means, with respect to any Person:

  • Second Priority Obligations means (a) with respect to the Existing Second Priority Agreement, all “Secured Obligations” of each Loan Party as defined in the “Security Agreement” referred to in the Existing Second Priority Agreement and (b) with respect to each other Second Priority Agreement, (i) all principal of and interest (including without limitation any Post-Petition Interest) and premium (if any) on all indebtedness under such Second Priority Agreement, and (ii) all guarantee obligations, fees, expenses and other amounts payable from time to time pursuant to the applicable Second Priority Documents, in each case whether or not allowed or allowable in an Insolvency Proceeding. To the extent any payment with respect to any Second Priority Obligation (whether by or on behalf of any Loan Party, as proceeds of security, enforcement of any right of setoff or otherwise) is declared to be a fraudulent conveyance or a preference in any respect, set aside or required to be paid to a debtor in possession, any First Priority Secured Party, receiver or similar Person, then the obligation or part thereof originally intended to be satisfied shall, for the purposes of this Agreement and the rights and obligations of the First Priority Secured Parties and the Second Priority Secured Parties hereunder, be deemed to be reinstated and outstanding as if such payment had not occurred.

  • Minority Interest means the percentage interest represented by any class of Capital Stock of a Restricted Subsidiary that are not owned by the Company or a Restricted Subsidiary.

  • Second Priority Collateral means any “Collateral” as defined in any Second Priority 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 Second Priority Collateral Document as security for any Second Priority Debt Obligation.

  • Lower Priority As of any date of determination and any Class of Subordinate Certificates, any other Class of Subordinate Certificates then outstanding with a later priority for payments pursuant to Section 4.02 (a).

  • Second Priority Debt Obligations means the Initial Second Priority Debt Obligations and, with respect to any series, issue or class of Second Priority Debt, (a) all principal of, and interest (including, without limitation, any interest which accrues after the commencement of any Bankruptcy Case, whether or not allowed or allowable as a claim in any such proceeding) payable with respect to, such Second Priority Debt, (b) all other amounts payable to the related Second Priority Debt Parties under the related Second Priority Debt Documents and (c) any renewals or extensions of the foregoing.