Second Tier Collateral definition

Second Tier Collateral has the meaning set forth in the Security Agreement.
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Second Tier Collateral means Collateral pledged hereunder to the extent such Collateral falls below the following minimum thresholds required for perfection: (a) the Deposit Accounts, Securities Accounts and Custodial Accounts identified on Schedules 3.9 and 3.10 as “Second Tier Collateral” to the extent that the balance (including any assets held therein) of such accounts is an amount less than $2,500,000 in the aggregate, (b) items of Intellectual Property that are valued on the books of Grantors in an amount less than $2,500,000 in the aggregate, (c) letters of credit with an undrawn amount of less than $1,000,000 in the aggregate, (d) commercial tort claims where the amount claimed is less than $1,000,000 in the aggregate, and (e) Vehicles owned by the Grantors with a value in an amount less than $1,000,000 in the aggregate; provided, that, (x) the Collateral listed in the foregoing clauses (a)-(e) shall constitute “Second Tier Collateral” solely to the extent that the total value of such Collateral is less than $10,000,000 in the aggregate, and (y) to the extent that the value of any such Collateral exceeds (i) $10,000,000 in the aggregate, or (ii) any of the individual sublimits set forth in the foregoing clauses (a)-(e), the Collateral with values in excess of such amounts in clauses (i) or (ii) above (such Collateral, the “Excess Collateral”) shall no longer constitute “Second Tier Collateral.”
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Examples of Second Tier Collateral in a sentence

  • Each Grantor shall give Collateral Agent prompt written notice if such Grantor shall obtain rights to or become entitled to the benefit of any Intellectual Property not identified on Schedule 3.16 (other than Second Tier Collateral that is not subject to a Perfection Requirement).

  • The Control Agreement for each Deposit Account, Commodity Account, and Securities Account (other than accounts constituting Second Tier Collateral) is in full force and effect and is sufficient to create a valid, perfected and to each Grantor’s Knowledge, first priority security interest in favor of Collateral Agent in and to each such Deposit Account, Commodity Account, and Securities Account, subject to Permitted Liens.

  • With respect to each Custodial Account of a Grantor (including Custodial Accounts in respect of Excluded Assets, Second Tier Collateral and Excess Collateral), such Grantor shall promptly deliver, or cause to be promptly delivered, to Collateral Agent upon receipt thereof, the monthly statement prepared by the Custodian with respect to such Custodial Account.

  • After the occurrence and during the continuance of an Event of Default, each Grantor shall take such actions as requested by Collateral Agent (acting at the direction of the Required Secured Creditors) to, within ten (10) Business Days after such request, (a) perfect the Lien and Security Interest granted hereunder with respect to any Second Tier Collateral and (b) grant a mortgage on any Real Property that is not otherwise subject to the requirements of Section 4.20.

  • Borrower will use commercially reasonable efforts to obtain the consent or approval of all third parties required to permit Borrower and the Subsidiary Grantors to subject all of their assets (other than the Excluded Assets, subject to the terms of the Security Agreement) and, with respect to perfection, Second Tier Collateral that is not subject to a Perfection Requirement) to the Lien of the Collateral Documents.

  • Each Grantor will execute all documents and take any action reasonably required in order for Collateral Agent to obtain Control with respect to Collateral (other than Second Tier Collateral that is not subject to a Perfection Requirement) consisting of Commodities Accounts, Securities Accounts, Deposit Accounts, Custodial Accounts and Custodial Collateral, uncertificated Investment Related Property, and “letter-of-credit rights”, and electronic chattel paper.

  • For the avoidance of doubt, so long as no Event of Default has occurred and is continuing, each Grantor shall have no obligation to take any actions to perfect the Lien and Security Interest granted hereunder with respect to any Second Tier Collateral or grant any mortgages with respect to Real Property (except to the extent required in Section 4.20).

  • Schedule 3.9 identifies all Deposit Accounts, Commodity Accounts, and Securities Accounts constituting Collateral and the institutions holding such accounts and whether any such account constitutes Second Tier Collateral.

  • Each Grantor will take any and all actions reasonably necessary to defend title to the Collateral (other than Second Tier Collateral that is not subject to a Perfection Requirement) against all Persons and to defend the Security Interest and the priority thereof against any Lien not expressly permitted hereunder.

  • The Company will, and will cause each Subsidiary Grantor to, execute and deliver and cause to be executed and delivered such further documents and instruments as the Collateral Agent (acting at the direction of the Required Secured Creditors) reasonably deems necessary or customary to evidence and perfect its Liens in the Collateral (other than with respect to Second Tier Collateral not subject to the Perfection Requirement) as set forth in the Collateral Documents.

Related to Second Tier Collateral

  • Possessory Collateral means any Shared Collateral in the possession of a Collateral Agent (or its agents or bailees), to the extent that possession thereof perfects a Lien thereon under the Uniform Commercial Code of any jurisdiction. Possessory Collateral includes, without limitation, any Certificated Securities, Promissory Notes, Instruments, and Chattel Paper, in each case, delivered to or in the possession of the Collateral Agent under the terms of the First-Lien Security Documents.

  • Borrower Collateral means all of Borrower's now owned or hereafter acquired right, title, and interest in and to each of the following:

  • 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 Company 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.

  • Other Collateral means any additional collateral that Lender customarily would require as security for loan facilities on its own account and risk where the permitted borrowing level is based principally on a borrowing base derived from a borrower’s inventory and accounts receivable, but where such additional collateral does not enter into the borrowing base calculation.

  • Guarantor Collateral all of the property (tangible or intangible) purported to be subject to the lien or security interest purported to be created by any security agreement, pledge agreement, assignment, mortgage, deed of trust or other security document heretofore or hereafter executed by any Guarantor as security for all or part of the Obligations or the Guarantees.

  • Collateral has the meaning specified in the Granting Clause of this Indenture.

  • 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.

  • UCC Collateral is defined in Section 3.03.

  • 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.

  • 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.

  • Shared Collateral means, at any time, Collateral in which the holders of two or more Series of First-Lien Obligations hold a valid and perfected security interest at such time. If more than two Series of First-Lien Obligations are outstanding at any time and the holders of less than all Series of First-Lien Obligations hold a valid and perfected security interest in any Collateral at such time, then such Collateral shall constitute Shared Collateral for those Series of First-Lien Obligations that hold a valid security interest in such Collateral at such time and shall not constitute Shared Collateral for any Series which does not have a valid and perfected security interest in such Collateral at such time.

  • Account Collateral means, with respect to each Account, such Account, together with all cash, securities, Financial Assets and investments and other property from time to time deposited or credited to such Account and all proceeds thereof, including, with respect to the Reserve Fund, the Reserve Fund Deposit and the Reserve Fund Amount.

  • Threshold Event Collateral shall have the meaning assigned to such term in Section 5(g).

  • Underlying Collateral means, with respect to a Loan Asset, any property or other assets designated and pledged or mortgaged as collateral to secure repayment of such Loan Asset, as applicable, including, without limitation, mortgaged property and/or a pledge of the stock, membership or other ownership interests in the related Obligor and all proceeds from any sale or other disposition of such property or other assets.

  • U.S. Collateral means any and all property owned, leased or operated by a Person covered by the U.S. Collateral Documents and any and all other property of any U.S. Loan Party, now existing or hereafter acquired, that may at any time be or become subject to a security interest or Lien in favor of the Administrative Agent to secure the Secured Obligations.

  • Additional Pledged Collateral means all shares of, limited and/or general partnership interests in, and limited liability company interests in, and all securities convertible into, and warrants, options and other rights to purchase or otherwise acquire, stock of, either (i) any Person that, after the date of this Agreement, as a result of any occurrence, becomes a direct Subsidiary of any Grantor or (ii) any issuer of Pledged Stock, any Partnership or any LLC that are acquired by any Grantor after the date hereof; all certificates or other instruments representing any of the foregoing; all Security Entitlements of any Grantor in respect of any of the foregoing; all additional indebtedness from time to time owed to any Grantor by any obligor on the Pledged Notes and the instruments evidencing such indebtedness; and all interest, cash, instruments and other property or Proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the foregoing, provided, that, in no event shall Additional Collateral include any Excluded Equity. Additional Pledged Collateral may be General Intangibles or Investment Property.

  • Second Lien Collateral means all “Collateral”, as defined in any Second Lien Document, and any other assets of any Grantor now or at any time hereafter subject to Liens which secure, but only to the extent securing, any Second Lien Obligations.

  • UCC Filing Collateral means any Collateral, including Collateral constituting investment property, for which a security interest can be perfected by filing a UCC-1 financing statement.

  • As-Extracted Collateral means “as-extracted collateral” as such term is defined in the Uniform Commercial Code as in effect on the date hereof in the State of New York.

  • Pledged or Controlled Collateral has the meaning assigned to such term in Section 5.05(a).

  • Primary Collateral With respect to any Cross-Collateralized Mortgage Loan, any Mortgaged Property (or portion thereof) designated as directly securing such Cross-Collateralized Mortgage Loan and excluding any Mortgaged Property (or portion thereof) as to which the related lien may only be foreclosed upon by exercise of the cross-collateralization provisions of such Cross-Collateralized Mortgage Loan.

  • Current Asset Collateral means all the “ABL Priority Collateral” as defined in the ABL Intercreditor Agreement.

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

  • Security Agreement Collateral means all "Collateral" as defined in the Security Agreement.

  • Purchase Agreement Collateral has the meaning specified in Section 6.9 of this Agreement.

  • Foreign Collateral means all Collateral of Foreign Loan Parties securing the Guaranteed Foreign Obligations.