Excluded Collateral

Excluded Collateral. The term "Excluded Collateral" means any chattel paper and general intangibles which are now or hereafter held by the Debtor as licensee, lessee or otherwise, to the extent that (i) such chattel paper and general intangibles are not assignable or capable of being encumbered as a matter of law or under the terms of the license, lease or other agreement applicable thereto (but solely to the... extent that any such restriction shall be enforceable under applicable law), without the consent of the licensor or lessor thereof or other applicable party thereto and (ii) such consent has not been obtained; provided, however, that the term Excluded Collateral shall not include (A) any and all proceeds of such chattel paper and general intangibles to the extent that the assignment or encumbering of such proceeds is not so restricted and (B) upon any such licensor, lessor or other applicable party consent with respect to any such otherwise excluded chattel paper or general intangibles being obtained, such chattel paper or general intangibles or proceeds thereof that might have theretofore have constituted Excluded Collateral. View More

Excluded Collateral. Means (i) any cable television franchise or other license, permit or contract right awarded by a Governmental Authority as to which the applicable Grantor is prohibited from granting a security interest pursuant to the terms of such franchise, license, permit or contract or by applicable Law or as to which such assignment or pledge requires the prior approval or consent of any third party, including any Governmental Authority, provided that (A) to the extent that any such prohibition is... rendered ineffective by the provisions of Article 9 of the applicable Uniform Commercial Code, any such franchise, license, permit or contract shall not constitute Excluded Collateral but shall be included hereunder as Collateral (as defined below), (B) upon the applicable Grantor obtaining all consents and giving all notices required under any such franchise, license, permit or contract, or any Law applicable thereto, then the affected asset shall automatically, without any further action on the part of any Person, cease to constitute Excluded Collateral and shall then and thereafter be included hereunder as Collateral, (C) upon a change in any applicable Law such that there is no longer a prohibition on the grant of a security interest in any franchise, license, permit or contract, then the affected asset shall automatically, without any further action on the part of any Person, cease to constitute Excluded Collateral and shall then and thereafter be included hereunder as Collateral, and (D) the proceeds of any Disposition of any franchise, license, permit or contract that constitutes Excluded Collateral shall at all times constitute Collateral and shall not be a part of this definition of Excluded Collateral; (ii) the ownership or equity interest of any Grantor in WAND (TV) Partnership, an Illinois partnership ("WAND"), to the extent the applicable Grantor is prohibited from granting a security interest pursuant to the terms of the partnership agreement under which WAND is created (the "WAND Partnership Agreement") without the prior approval or consent of the other partner in WAND, provided that (A) to the extent that any such prohibition is rendered ineffective by the provisions of Article 9 of the applicable Uniform Commercial Code, any such interest in WAND shall not constitute Excluded Collateral but shall be included hereunder as Collateral (as defined below), (B) if at any time the applicable Grantor obtains the consent required under the WAND Partnership Agreement with respect to any interest in WAND, then such interest in WAND shall automatically, without any further action on the part of any Person, cease to constitute Excluded Collateral and shall then and thereafter be included hereunder as Collateral, (C) upon an amendment to or other change in the WAND Partnership Agreement such that there is no longer a prohibition on the grant of a security interest in any interest in WAND, then such interest in WAND shall automatically, without any further action 2 on the part of any Person, cease to constitute Excluded Collateral and shall then and thereafter be included hereunder as Collateral, and (D) the proceeds of any Disposition of any interest in WAND that constitutes Excluded Collateral shall at all times constitute Collateral and shall not be a part of this definition of Excluded Collateral; (iii) the securities set forth on Schedule 1(b) hereto, but only to the extent that, and so long as, such securities are not Subsidiary Securities and the owner of such securities is subject to a restriction specifically prohibiting the pledge or other grant of a security interest in such securities, and at any time that any prohibition shall cease to be in force or be unenforceable either by contract or operation of applicable Law, the applicable Grantor's interest in such security shall automatically, without any further action on the part of any Person, cease to constitute Excluded Collateral and shall then and thereafter be included hereunder as Collateral; and (iv) any other asset that is subject to a restriction on the granting of a security interest therein, to the extent that such restriction is permitted by Section 7.16 of the Credit Agreement, but only to the extent and so long as such restriction is in force and enforceable, and at any time that any such restriction shall cease to be in force or be unenforceable either by contract or operation of applicable Law, the applicable Grantor's interest in such asset shall automatically, without any further action on the part of any Person, cease to constitute Excluded Collateral and shall then and thereafter be included hereunder as Collateral. View More

Excluded Collateral. Shall mean any and all property of the Borrower securing Excluded Bonds and Excluded Mortgage Loans and any other property of Borrower which is not Collateral.

Excluded Collateral. Means that portion of the collateral granted to Fleet Capital Corporation pursuant to that certain Security Agreement by and among the Borrower and Fleet Capital Corporation, as collateral agent, dated as of December 19, 2003, comprising business interruption insurance claims and proceeds of business interruption insurance limited to fifty percent (50%) of any proceeds greater than Five Million U.S. Dollars ($5,000,000) but less than Twenty Five Million U.S. Dollars ($25,000,000) received by... Old Sellers or Borrower after December 5, 2003, for business interruption insurance coverage relating to the loss events experienced by the Old Sellers at their Lorain, Ohio, plant in January, June, and August of 2003; provided that such claims and proceeds shall in no event exceed Ten Million U.S. Dollars ($10,000,000) in the aggregate, and all proceeds (including insurance proceeds) and products thereof and all general intangibles, documents and instruments related to any of the foregoing. View More

Excluded Collateral. At any time, means any property which is expressly excluded from the requirement that it be pledged pursuant to this Agreement at such time pursuant to the express provisions of the penultimate sentence of Section 3.1.

Excluded Collateral. Shall mean all of the following: (a) any lease, license, contract, property right or agreement to which the Grantor is a party or any of the Grantor's rights or interests thereunder if and only for so long as the grant of a Lien under the Security Documents will constitute or result in a breach, termination or default under any such lease, license, contract, property right or agreement (other than to the extent that any such term would be rendered ineffective pursuant to Sections 9-406, 9-407,... 9-408 or 9-409 of the Uniform Commercial Code of any relevant jurisdiction or any other applicable law or principles of equity); provided that such lease, license, contract, property right or agreement will be an Excluded Asset only to the extent and for so long as the consequences specified above will result and will cease to be an Excluded Asset and will become subject to the Lien granted under the Security Documents, immediately and automatically, at such time as such consequences will no longer result; 2 (b) real property acquired by the Grantor after the date of this Indenture that has a fair market value not exceeding $100,000 in the aggregate, and any real property leased by the Grantor; (c) one-third of the Capital Stock of each Foreign Subsidiary; and (d) any other property or assets in which a Lien cannot be perfected by the filing of a financing statement under the Uniform Commercial Code of the relevant jurisdiction, so long as the aggregate fair market value of all such property and assets does not at any one time exceed $250,000. View More

Excluded Collateral. Means the assets of the Debtors expressly set forth in Annex A (provided that, upon the termination and release of the Liens existing as of the date hereof of Rocky Mountain Gas in the RMG Assets (as such term is defined in the Debentures), the RMG Assets shall cease to be part of the Excluded Collateral).

Excluded Collateral. Shall mean: (i) any non-material permit, lease, license or contract held by the Company that prohibits, or requires the consent of any Person as a condition to the creation by the Company of a Lien thereon and such consent has not been obtained, or any non-material permit, lease, license or contract held by the Company to the extent that any applicable law prohibits the creation of a Lien thereon, but only, in each case, to the extent, and for so long as, such prohibition is not terminated or... rendered unenforceable or otherwise deemed ineffective by the Code or any other applicable law; and (ii) equipment owned by the Company that is subject to a Lien securing a purchase money obligation or capitalized lease obligation if the contract or other agreement in which such Lien is granted (or in the documentation providing for such capital lease) prohibits or requires the consent of any Person as a condition to the creation of any other Lien on such equipment and such consent has not been obtained for so long as such restriction or prohibition is not removed, terminated or rendered unenforceable or otherwise deemed ineffective by the UCC or any other applicable law; provided, however, that the foregoing shall cease to be Excluded Collateral (and shall constitute Collateral immediately at such time as the contractual or legal prohibition or restriction shall no longer be applicable, and, to the extent severable, such Lien shall attach to any portion of such permit, lease, license or contract not subject to the prohibitions specified in (i) or (ii) above; provided further, that Excluded Collateral shall not include any proceeds of any such permit, lease, license or contract. View More

Excluded Collateral. The meaning ascribed to such term in the Master Security Agreement.

Excluded Collateral. Means the personal and real property of the Borrower set forth on Exhibit D hereto