Grant of Security Interest Contract Clauses (532)

Grant of Security Interest. For value received, the Borrower grants to the Secured Party a security interest in the property described below in paragraph 4 (the "Collateral").

Grant of Security Interest. To secure the payment and performance of the Obligations, Grantor hereby confirms and acknowledges that it has granted (and, to the extent not previously granted under the Guarantee and Collateral Agreement, does hereby grant) to Agent, for the benefit of Agent and Lenders, a lien and security interest in Grantor's entire right, title and interest in its Intellectual Property and all proprietary rights relating to or arising from such Intellectual Property, in each case whether now owned or here...after acquired by Grantor, and including, without limitation, Grantor's right, title and interest in and to the Intellectual Property and proprietary rights identified on Schedule I attached hereto and made a part hereof, and the right to sue for past, present and future infringements and dilutions, and all rights corresponding thereto throughout the world, and the entire goodwill of Grantor's business connected with and symbolized by such Intellectual Property and all income, fees, royalties, proceeds and other payments at any time due or payable with respect to any of the foregoing (referred to collectively as the "IP Collateral"); provided, that the IP Collateral shall not include the Excluded Property (as defined in the Guarantee and Collateral Agreement). View More

Grant of Security Interest. As an inducement for the Secured Party to extend the loan as evidenced by the Note and to secure the complete and timely payment, performance and discharge in full, as the case may be, of all of the Obligations, each Debtor hereby unconditionally and irrevocably pledges, grants and hypothecates to the Secured Party a continuing and (upon making of the requisite filings described below) perfected first priority security interest, subject to the third party's right of termination in the event of a...n assignment, transfer or encumbrance set forth on Schedule F hereto, in and to, a lien upon and a right of set-off against all of Debtors' respective right, title and interest of whatsoever kind and nature in and to, the Collateral (the "Security Interest"). View More

Grant of Security Interest. (a) Each Grantor hereby assigns and transfers to Agent, and hereby grants to Agent, for the benefit of Agent and Lenders and (to the extent provided herein) their Affiliates, a security interest in all of the following (if applicable): (i) all of Grantor's right, title and interest in and to all of such Grantor's assets, including any and all personal property, Accounts, Chattel Paper (including Electronic Chattel Paper), Deposit Accounts, Documents, Equipment, Farm Products, Fixtures, General I...ntangibles, Goods, Health-Care-Insurance Receivables, Instruments, Intellectual Property, Inventory, Investment Property, Letter-of-Credit Rights, Software, Money, Supporting Obligations, and Identified Claims, in each case whether now owned or at any time hereafter acquired or arising, (ii) all books and records pertaining to any of the foregoing, (iii) all Proceeds and products of any of the foregoing, and (iv) all collateral security and guarantees given by any Person with respect to any of the foregoing, 10[Biotricity] Guarantee and Collateral Agreement (all of the foregoing, collectively, the "Collateral"), as collateral security for the prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of the Secured Obligations; provided, that the Collateral shall not include the Excluded Property. (b) Each Grantor shall promptly notify Agent of any Commercial Tort Claims related to the Loans in which such Grantor has an interest arising after the Closing Date and shall provide all necessary information concerning each such Commercial Tort Claim and make all necessary filings with respect thereto to perfect Agent's first-priority security interest (subject to Permitted Liens) therein. (c) Each Grantor has full right and power to grant to Agent, for the benefit of Agent and Lenders, a perfected, first-priority security interest (subject to Permitted Liens) and Lien on the Collateral pursuant to this Agreement, subject to no transfer or other restrictions or Liens of any kind in favor of any other Person (subject to any Permitted Liens). Except with respect to any financing statement (i) securing debt to be paid off as of the Closing Date, (ii) securing Permitted Liens, or (iii) filed on behalf of Agent, no financing statement relating to any of the Collateral is on file in any public office. No Grantor is party to any agreement, document or instruction that conflicts with this Section 3. (d) Each Grantor hereby authorizes Agent to prepare and file financing statements provided for by the Code, or any similar law in any other jurisdiction, and to take such other action as may be required, in Agent's sole discretion, to perfect and to continue the perfection of Agent's security interest in the Collateral. (e) Irrespective of any provision in this Agreement, the prior consent of Agent shall not be required in connection with the licensing or sublicensing of Intellectual Property pursuant to collaborations, licenses or other strategic transactions with third parties ("Permitted Licenses") executed in the normal course of Borrower's business and excluding, for the avoidance of doubt, any exclusive license or sublicense. View More

Grant of Security Interest. 2.1. Grant; Collateral Description. The Company hereby grants to the Secured Party, to secure the payment and performance in full of all of the Obligations, a security interest in and pledges and collaterally assigns to the Secured Party the following properties, assets and rights of the Company, wherever located, whether now owned or hereafter acquired or arising, and all proceeds and products thereof (all of the same being hereinafter called the "Collateral"): all personal and fixture property... of every kind and nature including all goods (including inventory, equipment and any accessions thereto), instruments (including promissory notes), documents (whether tangible or electronic), accounts (including health-care-insurance receivables), chattel paper (whether tangible or electronic), deposit accounts, letter-of-credit rights (whether or not the letter of credit is evidenced by a writing), commercial tort claims, securities and all other investment property, supporting obligations, any other contract rights or rights to the payment of money, insurance claims and proceeds, and all general intangibles (including all payment intangibles). 2.2. Commercial Tort Claims. The Secured Party acknowledges that the attachment of its security interest in any commercial tort claim as original collateral is subject to the Company's compliance with §4.7. 2.3. Excluded Collateral. (a) The grant of the security interest contained in §2.1 shall not extend to, and the term "Collateral" shall not include, (i) any directly held investment property, or any general intangibles, now or hereafter held or owned by the Company, to the extent, in each case, that (1) a security interest may not be granted by the Company in such directly held investment property or general intangibles as a matter of law, or under the terms of the governing document applicable thereto, without the consent of one or more applicable parties thereto and (2) such consent has not been obtained; (ii) any intent-to-use trademark applications filed pursuant to Section 1(b) of the Lanham Act, 15 U.S.C. §1051, to the extent that, and solely during the period in which, the grant of a security interest therein would otherwise invalidate the Company's right, title or interest therein; (iii) the Excluded Accounts (as defined below); (iv) any asset with respect to which the costs of obtaining, perfecting or maintaining a security interest in that asset exceeds the fair market value thereof or the benefit to the Secured Party afforded thereby (as determined by the Secured Party in consultation with the Company); and (v) any assets to the extent a security interest in such assets would result in material adverse tax consequences as reasonably determined by the Secured Party. (b) The grant of the security interest contained in §2.1 shall extend to, and the term "Collateral" shall include, (i) any and all proceeds of such directly held investment property or general intangibles to the extent that the proceeds are not themselves directly held investment property or general intangibles subject to §2.3(a) and (ii) upon any such applicable party or parties' consent with respect to any otherwise excluded directly held investment property or general intangibles being obtained, thereafter such directly held investment property or general intangibles. (c) The provisions of §2.3(a)(i) shall not apply to (i) directly held investment property or general intangibles to the extent that the restriction on the Company granting a security interest therein is not effective under applicable law or (ii) payment intangibles. View More

Grant of Security Interest. Lender and Debtor agree that (a) a separate and distinct portion of the Collateral shall secure the Revolving Credit Facility, and (b) a separate and distinct portion of the Collateral shall secure the Term Loan Facility — September 13, 2018. Accordingly, as collateral security for the prompt payment in full when due (whether at stated maturity, by acceleration or otherwise) of the Indebtedness arising under the Revolving Credit Facility, Debtor hereby re-pledges to and re-grants Lender, a secur...ity interest in, all of Debtor's right, title and interest in the Collateral described in Sections 1(d) of the Agreement, whether now owned by Debtor or hereafter acquired and whether now existing or hereafter coming into existence. As collateral security for the prompt payment in full when due (whether at stated maturity, by acceleration or otherwise) of the Indebtedness arising under the Term Loan Facility — September 13, 2018, Debtor hereby pledges to and grants Lender, and re-pledges, a security interest in, all of Debtor's right, title and interest in the Term Loan Facility — September 13, 2018 — Equipment and the Collateral described in Section 1(d)(iii) and (iv), whether now owned by Debtor or hereafter acquired and whether now existing or hereafter coming into existence. View More

Grant of Security Interest. As security for the Obligations, Debtor hereby pledges to Secured Party and grants to Secured Party a security interest in all right, title, interest, claims and demands of Debtor in and to the property described in Schedule A hereto, and all replacements, proceeds, products, and accessions thereof (collectively, the "Collateral"). Notwithstanding anything herein to the contrary, the foregoing grant of security interest shall not be effective until the Effective Date at which time such grant of ...security interest will immediately and automatically become effective without the need for any further action by Debtor or Secured Party. View More

Grant of Security Interest. Dealership hereby grants to each of Bank and Ally a continuing security interest in and a collateral assignment of ("Security Interest") all of the following described property in which Dealership has or may have any rights, wherever located, whether now existing or hereafter arising or acquired and any and all accessions, additions, attachments, replacements, substitutions, returns, profits, and proceeds in whatever form or type, of any of the property ("Collateral"): all Vehicles, including bu...t not limited to those for which either of the Ally Parties provides Inventory Financing; other inventory; equipment; fixtures; accounts, including factory open accounts of Dealership; deposit and other accounts with banks and other financial institutions; cash and cash equivalents; general intangibles; all documents; instruments; investment property; and chattel paper. View More

Grant of Security Interest. a. Grant. As collateral security for the prompt and complete payment and performance when due (whether at stated maturity, by acceleration or otherwise) of the Notes (including both the Note and all Additional Notes issued by Pledgor to Lender), Pledgor hereby grants to Lender for its benefit a security interest in all of Pledgor's right, title and interest in, to and under the Pledged Equity Interest and the Proceeds with respect to the foregoing. b. Certificates. All certificates and instrumen...ts, if any, representing or evidencing the Pledged Equity Interest shall be delivered to and held by or on behalf of Lender pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to Lender. Upon the occurrence of an Event of Default, Lender shall have the right at any time, in its discretion and without further notice to Pledgor, to transfer to or register in the name of Lender or any of its nominees any or all of the Pledged Equity Interest. View More

Grant of Security Interest. To secure the full and timely performance of all of Debtor's obligations and liabilities to the Secured Party pursuant to the Purchase Agreement and the Note, the Debtor hereby unconditionally and irrevocably pledges, grants and hypothecates to the Secured Party a continuing lien and security interest (the "Security Interest") in and to all of the property owned by the Debtor, including all property described on Exhibit "A" to this Agreement, which is incorporated into this Agreement, and all pr...oducts and proceeds thereof (the "Collateral"). 1 2. Priority of Security Interest. The Secured Party and Debtor each acknowledge and agree that: (a) the Security Interest granted by the Debtor in the Collateral owned by the Debtor pursuant to this Agreement represents a priority lien and Security Interest in such Collateral; and, (b) upon the occurrence and continuation of an Event of Default under the Note, the Note or any of the Transaction Documents or hereunder, the Secured Party may exercise any of its rights and remedies with respect to the Collateral owned by the Company or the Security Interest granted by the Company hereunder, all as provided in this Agreement. View More