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Contract analysis / ucc-1-filing-package.docx
ucc-1-filing-package.docx
1043-00001 · 13 clauses
High · 0 Medium · 7 Standard · 1
III. UCC-1 FINANCING STATEMENT NO. 1 Medium
⚑ Liability cap to check against exposure
III. UCC-1 FINANCING STATEMENT NO. 1 IRONHAVEN DATA CENTERS LLC (DELAWARE) A. Filing Details B. Debtor Information (UCC-1 box 1) The debtor name set forth above was verified against the Debtor's Certificate of Formation on file with the Delaware Secretary of State and the results of the certified search conducted by Calderwood & Harkness prior to filing. The name as stated on the financing statement exactly matches t
IV. UCC-1 FINANCING STATEMENT NO. 2 Medium
⚑ Liability cap to check against exposure
IV. UCC-1 FINANCING STATEMENT NO. 2 IRONHAVEN HOLDINGS INC. (DELAWARE) A. Filing Details B. Debtor Information (UCC-1 box 1) The debtor name set forth above was verified against the Debtor's Certificate of Incorporation on file with the Delaware Secretary of State and the results of the certified search conducted by Calderwood & Harkness prior to filing. The name as stated on the financing statement exactly matches t
V. UCC-1 FINANCING STATEMENT NO. 3 Medium
⚑ Notice / time limit to track
V. UCC-1 FINANCING STATEMENT NO. 3 FIXTURE FILING — IRONHAVEN DATA CENTERS LLC (LOUDOUN COUNTY, VIRGINIA) A. Filing Details Note: This filing constitutes a "fixture filing" within the meaning of Virginia Code § 8.9A-102(a)(40) and has been filed in the office where a mortgage on the related real property would be recorded, as required by Virginia Code § 8.9A-502(b) and § 8.9A-301(3)(A). The fixture filing is necessar
VI. FILING FEE SUMMARY Standard
⚑ Commercial term
VI. FILING FEE SUMMARY The following table sets forth a summary of the filing fees paid in connection with the UCC-1 financing statements described in this Filing Package: Filing fees for the two Delaware filings were paid via electronic payment through the Delaware Secretary of State's online filing portal at the time of filing. The filing fee for the Loudoun County fixture filing was paid by check drawn on Calderwo
VII. CROSS-REFERENCE TO RELATED SECURITY FILINGS AND DOCUMENTS
VII. CROSS-REFERENCE TO RELATED SECURITY FILINGS AND DOCUMENTS A. US Security Documents Cross-Reference The UCC-1 financing statements described in this Filing Package are part of a broader package of security documents and filings designed to create and perfect the first-priority security interests securing the obligations of the Borrower and the Guarantor under the Credit Agreement. The following is a summary of th
1. Pledge and Security Agreement (US Security Agreement) — Executed as of May 15, 2024, b
1. Pledge and Security Agreement (US Security Agreement) — Executed as of May 15, 2024, by and among Ironhaven Data Centers LLC and Ironhaven Holdings Inc., as grantors, and Pinnacle Trust Company, N.A., as Collateral Agent. This agreement constitutes the principal US security instrument and creates security interests in substantially all personal property of IHDC and Holdings, including accounts, equipment, inventor
2. Equity Interest Pledge Agreement — Executed as of May 15, 2024, by Ironhaven Holdings Medium
⚑ Assignment / subcontracting
2. Equity Interest Pledge Agreement — Executed as of May 15, 2024, by Ironhaven Holdings Inc. in favor of Pinnacle Trust Company, N.A., as Collateral Agent. This agreement creates a first-priority security interest in one hundred percent (100%) of the membership interests in Ironhaven Data Centers LLC held by Holdings. The pledged equity interests are reflected in the collateral description of UCC-1 Filing No. 2. Sto
3. Deed of Trust, Assignment of Leases and Rents, Security Agreement, and Fixture Filing Medium
⚑ Assignment / subcontracting
3. Deed of Trust, Assignment of Leases and Rents, Security Agreement, and Fixture Filing — Executed as of May 15, 2024, by Ironhaven Data Centers LLC, as grantor, to Pinnacle Trust Company, N.A., as trustee and collateral agent, and recorded in the land records of Loudoun County, Virginia, on June 3, 2024. This instrument encumbers the approximately 142-acre Ashburn campus comprising Tax Parcel Nos. 087-27-1234 and 0
4. Deposit Account Control Agreements (DACAs) — Executed as of May 15, 2024, by and among Medium
⚑ Notice / time limit to track
4. Deposit Account Control Agreements (DACAs) — Executed as of May 15, 2024, by and among Ironhaven Data Centers LLC, Pinnacle Trust Company, N.A., as Collateral Agent, and Crescent Harbor Bank, N.A., as depository bank, with respect to each of IHDC's deposit accounts maintained at Crescent Harbor Bank, N.A. These agreements establish "control" over the Debtor's deposit accounts for purposes of perfection and priorit
VIII. CONTINUATION FILING CALENDAR
VIII. CONTINUATION FILING CALENDAR The following table sets forth the continuation filing deadlines applicable to each of the UCC-1 financing statements filed in connection with the Facility. Pursuant to Section 9-515(a) of the UCC, a filed financing statement is effective for a period of five (5) years after the date of filing. Under Section 9-515(d), a continuation statement may be filed only within six (6) months
IX. EXHIBIT A
IX. EXHIBIT A CERTIFIED COPIES OF UCC-1 FINANCING STATEMENTS (AS FILED) The following tabs contain the certified and/or file-stamped copies of each UCC-1 financing statement filed in connection with the Facility, as received from the applicable filing offices: Tab A-1. UCC-1 Filing No. 2024-3417852 Debtor: Ironhaven Data Centers LLC Filing Office: Delaware Secretary of State Filing Date: June 3, 2024 Certified / file
X. EXHIBIT B
X. EXHIBIT B FILING RECEIPTS AND ACKNOWLEDGMENTS The following tabs contain the filing receipts and/or acknowledgments issued by the applicable filing offices confirming acceptance and indexing of each UCC-1 financing statement: Tab B-1. Delaware Secretary of State — Acknowledgment UCC-1 Filing No. 2024-3417852 Debtor: Ironhaven Data Centers LLC Confirmation of acceptance and indexing of filing. Acknowledgment copy e
XI. EXHIBIT C Medium
⚑ Confidentiality undertaking
XI. EXHIBIT C FILING FEE PAYMENT CONFIRMATIONS The following tabs contain the payment confirmations and receipts evidencing payment of all filing fees in connection with the UCC-1 financing statements described in this Filing Package: Tab C-1. Payment Confirmation — Delaware Secretary of State Filings Filing Nos. 2024-3417852 and 2024-3417866 Total Fees Paid: $534.00 ($267.00 per filing x 2 filings) Method of Payment