Grouped Into 29 Collections of Similar Clauses From Business Contracts
This page contains Security Interest clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Security Interest. 13.1 Security Agreement. Pursuant to the terms of the Additional Security Agreement, the Issuer has granted a security interest to the Collateral Agent, for the benefit of the Lenders in certain of the Issuer's assets (the "Collateral") on the terms set forth in the Additional Security Agreement. The security interest will terminate upon repayment in full in cash of the Obligations. The Issuer represents and warrants to VML, VAHG and the Cyrus Parties that the Collateral Agent (subject to applic...able Uniform Commercial Code or federal law filing requirements) has a first-priority security interest in the Collateral, subject to the limitations set forth in the Additional Security Agreement, and except for the security interest granted to the Collateral Agent pursuant to the Security Agreements and the other Liens permitted to exist on the Collateral under the Security Agreements, the Issuer owns each item of the Collateral free and clear of any and all Liens or claims of others. The Issuer acknowledges that Lenders are specifically relying on the representation and warranty in this Section 13 and the representations and warranties in the Additional Security Agreement in making the purchases of Notes required under this Agreement. 13.2 Collateral Agent Appointment. The Lenders hereby irrevocably appoint the Collateral Agent to act as the agent of each Lender for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by the Issuer under and in accordance with the terms of the Additional Security Agreement, together with such powers and discretion as are reasonably incidental thereto. The Collateral Agent for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Additional Security Agreement, or for exercising any rights and remedies thereunder in accordance with the terms thereof, shall be entitled to the benefits of Section 17.5, as set forth in full herein with respect thereto.View More
Security Interest. 13.1 Security Agreement. Pursuant to the terms of the Additional Original Security Agreement, the Issuer has granted a security interest to the Collateral Agent, for the benefit of the Lenders in certain of the Issuer's assets (the "Collateral") on the terms set forth in the Additional Original Security Agreement. The security interest will terminate upon repayment in full in cash of the Obligations. Obligations (as defined in the Original Security Agreement). The Issuer represents and warrants ...to VML, VML and VAHG and the Cyrus Parties that the Collateral Agent (subject to applicable Uniform Commercial Code or federal law filing requirements) has a first-priority security interest in the Collateral, subject to the limitations set forth in the Additional Original Security Agreement, and except for the security interest granted to the Collateral Agent pursuant to the Security Agreements and the other Liens permitted to exist on the Collateral under the Security Agreements, the Issuer owns each item of the Collateral free and clear of any and all Liens or claims of others. The Issuer acknowledges that Lenders are specifically relying on the representation and warranty in this Section 13 and the representations and warranties in the Additional Original Security Agreement in making the purchases of Notes required under this Agreement. 13.2 Collateral Agent Appointment. The Lenders hereby irrevocably appoint the Collateral Agent to act as the agent of each Lender for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by the Issuer under and in accordance with the terms of the Additional Original Security Agreement, together with such powers and discretion as are reasonably incidental thereto. The Collateral Agent for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Additional Original Security Agreement, or for exercising any rights and remedies thereunder in accordance with the terms thereof, shall be entitled to the benefits of Section 17.5, as set forth in full herein with respect thereto. View More
Security Interest. The Company hereby grants to Holder a security interest in and to all of its right, title and interest in and to the following, wherever located, whether now existing or hereafter from time to time arising or acquired: (a) all fixtures and personal property of every kind and nature including all accounts, goods (including inventory and equipment), documents (including, if applicable, electronic documents), instruments, promissory notes, chattel paper (whether tangible or electronic), letters of ...credit, letter-of-credit rights (whether or not the letter of credit is evidenced by a writing), securities and all other investment property, general intangibles (including all payment intangibles), money, deposit accounts, and any other contract rights or rights to the payment of money; and -3- (b) all proceeds and products of each of the foregoing, all books and records relating to the foregoing, all supporting obligations related thereto, and all accessions to, substitutions and replacements for, and rents, profits and products of, each of the foregoing, and any and all proceeds of any insurance, indemnity, warranty or guaranty payable to the Company from time to time with respect to any of the foregoing.View More
Security Interest. The To secure the timely and full performance of the Company's obligations pursuant to this Note, the Company hereby grants to the Holder and its successors and assigns (collectively, the "Secured Parties") a security interest and/or general security interest in and to all of its the right, title and interest in of the Company in, to and to under the following, following property, wherever located, and whether now existing or hereafter arising or acquired from time to time arising or acquired: (...collectively, the "Collateral"): (a) all fixtures and personal property of every kind and nature including all accounts, accounts (including health-care-insurance receivables), goods (including inventory and equipment), documents (including, if applicable, electronic documents), instruments, promissory notes, chattel paper (whether tangible or electronic), letters of credit, letter-of-credit rights (whether or not the letter of credit is evidenced by a writing), securities and all other investment property, general intangibles (including all payment intangibles), money, deposit accounts, and any other contract rights or rights to the payment of money; (b) all intellectual property; and -3- (b) (c) all proceeds and products of each of the foregoing, all books and records relating to the foregoing, all supporting obligations related thereto, and all accessions to, substitutions and replacements for, and rents, profits and products of, each of the foregoing, and any and all proceeds Proceeds of any insurance, indemnity, warranty or guaranty payable to the Company Grantor from time to time with respect to any of the foregoing. The security interest provided under this Section 12 shall terminate effective with the expiration of the Conversion Period as described in Section 7 hereof, provided that no Event of Default shall have occurred and be continuing. If any Event of Default shall occur and be continuing, after the expiration of applicable grace and/or cure periods, the Secured Parties shall have all rights, remedies and privileges in and to the Collateral as provided by applicable law, including, without limitation, the applicable sections of the Uniform Commercial Code as presently in effect and as amended from time to time in the State of New York, including, without limitation, the right to take immediate possession of the Collateral. The Secured Parties may file all documents (including, without limitation, UCC financing statements) and take any action necessary to perfect the Secured Parties' security interest in the Collateral. View More
Security Interest. The Company hereby grants to Holder a security interest in and to all of its right, title and interest in and to the following, wherever located, whether now existing or hereafter from time to time arising or acquired: (a) all fixtures and personal property of every kind and nature including all accounts, goods (including inventory and equipment), documents (including, if applicable, electronic documents), instruments, promissory notes, chattel paper (whether tangible or electronic), letters of ...credit, letter-of-credit rights (whether or not the letter of credit is evidenced by a writing), securities and all other investment property, general intangibles (including all payment intangibles), money, deposit accounts, and any other contract rights or rights to the payment of money; and -3- (b) all proceeds and products of each of the foregoing, all books and records relating to the foregoing, all supporting obligations related thereto, and all accessions to, substitutions and replacements for, and rents, profits and products of, each of the foregoing, and any and all proceeds of any insurance, indemnity, warranty or guaranty payable to the Company from time to time with respect to any of the foregoing. -3- 7. Attorneys' Fees. If any action is instituted on this Note, the successful or prevailing party or parties shall be entitled to recover reasonable attorneys' fees and other costs incurred in that action or proceeding, in addition to any other relief to which the party or parties may be entitled. Diligence, demand, presentment, notice of dishonor, and protest are waived by the Company, and any and all makers, sureties, guarantors, and endorsers of this Note, and their successors and assigns. Time is of the essence for every obligation under this Note. View More
Security Interest. As security for the payment and performance of the Secured Obligations (as defined in the Security Agreement), and satisfaction by the Loan Parties of all covenants and undertakings contained in the Credit Agreement, the Loan Documents and the Existing Financing Agreements, the Borrower and each of the Guarantors reconfirms the prior grant of the security interest in and first priority, perfected lien in favor of PNC Bank, National Association, in its capacity as Collateral Agent (as defined in ...the Security Agreement), for its benefit and the ratable benefit of each Secured Party (as defined in the Security Agreement), upon and to, all of its right, title and interest in and to the Collateral, whether now owned or hereafter acquired, created or arising and wherever located.View More
Security Interest. As security for the payment and performance of the Secured Obligations (as defined in the Security Agreement), and satisfaction by the Loan Parties of all covenants and undertakings contained in the Credit Agreement, the Loan Documents and the Existing Financing Agreements, the Borrower Borrowers and each of the Guarantors reconfirms the prior grant of the security interest in and first priority, perfected lien in favor of PNC Bank, National Association, in its capacity as Collateral Agent (as d...efined in the Security Agreement), for its benefit and the ratable benefit of each Secured Party (as defined in the Security Agreement), upon and to, all of its right, title and interest in and to the Collateral, whether now owned or hereafter acquired, created or arising and wherever located. 4 4. Confirmation of Indebtedness. Loan Parties confirm and acknowledge that as of the close of business on April 27, 2018, Borrowers were indebted to Administrative Agent and Lenders under the Credit Agreement in the aggregate principal amount of $ 484,961,145.80 for the Revolving Credit Loans, without any deduction, defense, setoff, claim or counterclaim, plus all fees, costs and expenses incurred to date in connection with the Credit Agreement and the Existing Financing Agreements. View More
Security Interest. As security for the payment and performance of the Secured Obligations (as defined in the Security Agreement), and satisfaction by the Loan Parties of all covenants and undertakings contained in the Credit Agreement, the Loan Documents and the Existing Financing Agreements, the Borrower and each of the Existing Guarantors reconfirms the prior grant of the security interest in and first priority, perfected lien in favor of PNC Bank, National Association, in its capacity as Collateral Agent (as de...fined in the Security Agreement), for its benefit and the ratable benefit of each Secured Party (as defined in the Security Agreement), upon and to, all of its right, title and interest in and to the Collateral, whether now owned or hereafter acquired, created or arising and wherever located, and Joining Guarantors each hereby assign and grant in favor of PNC Bank, National Association, in its capacity as Collateral Agent, for its benefit and the ratable benefit of each Secured Party, a continuing first priority, perfected lien and security interest in and upon the Collateral (as defined in the Security Agreement) of each Joining Guarantor, whether now owned or hereafter acquired or arising and wherever located. 4 6. Confirmation of Indebtedness. Loan Parties confirm and acknowledge that as of the close of business on January 22, 2015, Borrower was indebted to Administrative Agent and Lenders under the Credit Agreement in the aggregate principal amount of $194,833,395.00, consisting of $191,800,000.00 on account of Revolving Credit Loans and $3,033,395.00 on account of Letters of Creedit, without any deduction, defense, setoff, claim or counterclaim, plus all fees, costs and expenses incurred to date in connection with the Credit Agreement and the other Loan Documents. View More
Security Interest. Borrower hereby grants to Lender, the secured party hereunder, a continuing security interest in and to any and all "Collateral" as described below to secure payment and performance of all debts, liabilities and obligations of Borrower to Lender hereunder and also any and all other debts, liabilities and obligations of Borrower to Lender of every kind and description, direct or indirect, absolute or contingent, primary or secondary, due or to become due, now existing or hereafter arising, relate...d to the Loan described in this Agreement, whether or not contemplated by the parties at the time of the granting of this security interest, regardless of how they arise or by what agreement or instrument they may be evidenced or whether evidenced by any agreement or instrument, and includes obligations to perform acts and refrain from taking action as well as obligations to pay money including, without limitation, all interest, other fees and expenses (all hereinafter called "Obligations"). The Collateral includes the following property that Borrower (or Guarantor, if applicable, pursuant to Section 12) now owns or shall acquire or create immediately upon the acquisition or creation thereof: (i) any and all amounts owing to Borrower now or in the future from any merchant processor(s) processing charges made by customers of Borrower via credit card or debit card transactions; and (ii) all other tangible and intangible personal property, including, but not limited to (a) cash and cash equivalents, (b) inventory, (c) equipment, (d) investment property, including certificated and uncertificated securities, securities accounts, security entitlements, commodity contracts and commodity accounts, (e) instruments, including promissory notes chattel paper, including tangible chattel paper and electronic chattel paper, documents, (h) letter of credit rights, (i) accounts, including health-care insurance receivables, (j) deposit accounts, (k) commercial tort claims, (I) general intangibles, including payment intangibles and software and (m) as-extracted collateral as such terms may from time to time be defined in the Uniform Commercial Code. The security interest Borrower (or Guarantor, if applicable, pursuant to Section 12) grants includes all accessions, attachments, accessories, parts, supplies and replacements for the Collateral, all products, proceeds and collections thereof and all records and data relating thereto. Lender disclaims any security interest in household goods in which Lender is forbidden by law from taking a security interest.View More
Security Interest. Borrower hereby grants to Lender, the secured party hereunder, a continuing security interest in and to any and all "Collateral" as described below to secure payment and performance of all debts, liabilities and obligations of Borrower to Lender hereunder and also any and all other debts, liabilities and obligations of Borrower to Lender of every kind and description, direct or indirect, absolute or contingent, primary or secondary, due or to become due, now existing or hereafter arising, whethe...r or not such obligations are related to the Loan described in this Agreement, by class, or kind, or whether or not contemplated by the parties Parties at the time of the granting of this security interest, regardless of how they arise or by what agreement or instrument they may be evidenced or whether evidenced by any agreement or instrument, and includes obligations to perform acts and refrain from taking action as well as obligations to pay money including, without limitation, all interest, other fees and expenses (all hereinafter called "Obligations"). The Collateral includes the following property that Borrower (or Guarantor, if applicable, pursuant to Section 12) now owns or shall acquire or create immediately upon the acquisition or creation thereof: (i) any and all amounts owing to Borrower now or in the future from any merchant processor(s) processing for charges made by customers of Borrower via any payment card devices (i.e. credit card or card, debit card transactions; card, charge card, etc. ); and (ii) all other tangible and intangible personal property, including, but not limited to to: (a) cash and cash equivalents, inventory, (b) inventory, equipment, (c) equipment, (d) investment property, including certificated and uncertificated securities, securities accounts, security entitlements, commodity contracts and commodity accounts, (e) (d) instruments, including promissory notes (e) chattel paper, including tangible chattel paper and electronic chattel paper, (f) documents, (h) (g) letter of credit rights, (i) (h) accounts, including health-care insurance receivables and credit card receivables, (j) (i) deposit accounts, (k) (j) commercial tort claims, (I) (k) general intangibles, including payment intangibles and software and (m) (l) as-extracted collateral as such terms may from time to time be defined in the Uniform Commercial Code. The security interest Borrower (or Guarantor, if applicable, pursuant to Section 12) grants includes all accessions, attachments, accessories, parts, supplies and replacements for the Collateral, all products, proceeds and collections thereof and all records and data relating thereto. Lender disclaims any security interest in household goods in which Lender is forbidden by law from taking a security interest. 12. PROTECTING THE SECURITY INTEREST. Borrower agrees that Lender may file any financing statement, lien entry form or other document Lender requires in order to perfect, amend or continue Lender's security interest in the Collateral and Borrower agrees to cooperate with Lender as may be necessary to accomplish said filing and to do whatever Lender deems necessary to protect Lender's security interest in the Collateral. 13. LOCATION OF COLLATERAL; TRANSACTIONS INVOLVING COLLATERAL. Unless Lender has agreed otherwise in writing, Borrower agrees and warrants that: (i) all Collateral (or records of the Collateral in the case of accounts, chattel paper and general intangibles) shall be located at Borrower's address as shown in the Application, (ii) except for inventory sold or accounts collected in the ordinary course of Borrower's business, Borrower shall not sell, offer to sell, or otherwise transfer or dispose of the Collateral, (iii) no one else has any interest in or claim against the Collateral that Borrower has not already told Lender about, (iv) Borrower shall not pledge, mortgage, encumber or otherwise permit the Collateral to be subject to any lien, security interest, encumbrance or charge, other than the security interest provided for in this Agreement and/or the merchant processing agreement; and (v) Borrower shall not sell, offer to sell, or otherwise transfer or dispose of the Collateral for less than the fair market value thereof. Borrower shall defend Lender's rights in the Collateral against the claims and demands of all other persons. All proceeds from any unauthorized disposition of the Collateral shall be held in trust for Lender, shall not be co-mingled with any other funds and shall immediately be delivered to Lender. This requirement, however, does not constitute consent by Lender to any such disposition. 14. TAXES, ASSESSMENTS AND LIENS. Borrower will complete and file all necessary federal, state and local tax returns and will pay when due all taxes, assessments, levies and liens upon the Collateral and provide evidence of such payments to Lender upon request. View More
Security Interest. Borrower hereby grants to Lender, the secured party hereunder, a continuing security interest in and to any and all "Collateral" "Collateral " as described below to secure payment and performance of all debts, liabilities and obligations of Borrower to Lender hereunder and also any and all other debts, liabilities and obligations of Borrower to Lender of every kind and description, direct or indirect, absolute or contingent, primary or secondary, secondary , due or to become due, now existing or... hereafter arising, whether or not such obligations are related to the Loan described in this Agreement, by class, or kind, or whether or not contemplated by the parties Parties at the time of the granting of this security interest, regardless of how they arise or by what agreement or instrument they may be evidenced or whether evidenced by any agreement or instrument, and includes obligations to perform acts and refrain from taking action as well as obligations to pay money including, without limitation, all interest, other fees and expenses (all hereinafter called "Obligations"). The Collateral includes the following property that Borrower (or Guarantor, if applicable, pursuant to Section 12) now owns or shall acquire or create immediately upon the acquisition or creation thereof: (i) any and all amounts owing to Borrower now or in the future from any merchant processor(s) processing for charges made by customers of Borrower via any payment card devices (i. e. credit card or card, debit card transactions; card, charge card, etc. ); and (ii) all other tangible and intangible personal property, including, but not limited to to: (a) cash and cash equivalents, inventory, (b) inventory, equipment, (c) equipment, (d) investment property, property , including certificated and uncertificated securities, securities accounts, security entitlements, commodity contracts and commodity accounts, (e) (d) instruments, including promissory notes (e) chattel paper, including tangible chattel paper and electronic chattel paper, (f) documents, (h) (g) letter of credit rights, (i) (h) accounts, including health-care insurance receivables and credit card receivables, (j) (i) deposit accounts, (k) G) commercial tort claims, (I) (k) general intangibles, including payment intangibles and software and (m) (l) as-extracted collateral as such terms may from time to time be defined in the Uniform Commercial Code. The security interest Borrower (or Guarantor, if applicable, pursuant to Section 12) grants includes all accessions, attachments, accessories, parts, supplies and replacements for the Collateral, all products, proceeds and collections thereof and all records and data relating thereto. Lender disclaims any security interest in household goods in which Lender is forbidden by law from taking a security interest. View More
Security Interest. To secure the payment and performance of all of the Obligations when due, Borrower hereby grants to Lender a security interest in all of the following (collectively, the "Collateral"): all right, title and interest of Borrower in and to all of the following, whether now owned or hereafter arising or acquired and wherever located: all Accounts; all Inventory; all Equipment; all Deposit Accounts; all General Intangibles (including without limitation all Intellectual Property); all Investment Prope...rty; all Other Property; and any and all claims, rights and interests in any of the above, and all guaranties and security for any of the above, and all substitutions and replacements for, additions, accessions, attachments, accessories, and improvements to, and proceeds (including proceeds of any insurance policies, proceeds of proceeds and claims against third parties) of, any and all of the above, and all Borrower's books relating to any and all of the above. Notwithstanding the foregoing, the Collateral shall not include any of the following property (the "Excluded Property"): 2 (i) property which consists of a license of Intellectual Property to Borrower, pursuant to a license which is nonassignable by its terms without the consent of the licensor thereof (but only to the extent such prohibition on assignability is enforceable under applicable law, including, without limitation, Section 9408 of the Code); (ii) property which consists of a lease of Equipment leased to Borrower pursuant to a capital lease which by its terms is non-assignable (but only to the extent such prohibition on assignability is enforceable under applicable law, including, without limitation, Sections 9407 of the Code); (iii) Equipment as to which the granting of a security interest in it is prohibited by enforceable provisions of applicable law, provided that upon the cessation of any such prohibition, such Equipment shall automatically become part of the Collateral; or (iv) property that is subject to a Lien that is permitted pursuant to clause (i) of the definition of Permitted Liens, if the grant of a security interest with respect to such property would be prohibited by the agreement creating such Permitted Lien or would otherwise constitute a default thereunder, but only to the extent such prohibition is enforceable under applicable law, and provided, that such property will be deemed "Collateral" hereunder upon the termination and release of such Permitted Lien; or (v) intent to use trademarks at all times prior to the first use thereof, whereby the actual use thereof in commerce, the recording of a statement of use with the United States Patent and Trademark Office or otherwise, but only to the extent that granting of a security interest in such intent-to-use trademarks would be contrary to applicable law, or (vi) property that consists of outstanding capital stock of any Foreign Sub in excess of 65% of the voting power of all classes of capital stock of such Foreign Sub entitled to vote; provided that direct and indirect proceeds of Excluded Assets are not Excluded Assets, unless such proceeds themselves fall within one of the categories (i) through (vi) above.View More
Security Interest. To secure the payment and performance of all of the Obligations when due, Borrower hereby grants to Lender Agent for the benefit of Agent and Lenders, a security interest in all of the following (collectively, the "Collateral"): all right, title and interest of Borrower in and to all of the following, whether now owned or hereafter arising or acquired and wherever located: all Accounts; all Inventory; all Equipment; all Deposit Accounts; all General Intangibles (including without limitation all ...Intellectual Property); all Investment Property; all Other Property; and any and all claims, rights and interests in any of the above, and all guaranties and security for any of the above, and all substitutions and replacements for, additions, accessions, attachments, accessories, and improvements to, and proceeds (including proceeds of any insurance policies, proceeds of proceeds and claims against third parties) of, any and all of the above, and all Borrower's books relating to any and all of the above. Loan and Security Agreement Notwithstanding the foregoing, the Collateral shall not include any of the following property (the "Excluded Property"): 2 (i) property which consists of a license of Intellectual Property to Borrower, pursuant to a license which is nonassignable by its terms without the consent of the licensor thereof (but only to the extent such prohibition on assignability is enforceable under applicable law, including, without limitation, Section 9408 of the Code); Code), and as to any such licenses, Borrower represents and warrants that they are non-exclusive and replaceable on commercially reasonable terms; (ii) property which consists of a lease of Equipment leased to Borrower pursuant to a capital lease which by its terms is non-assignable (but only to the extent such prohibition on assignability is enforceable under applicable law, including, without limitation, Sections 9407 of the Code); (iii) Equipment as to which the granting of a security interest in it is prohibited by enforceable provisions of applicable law, provided that upon the cessation of any such prohibition, such Equipment shall automatically become part of the Collateral; or (iv) property that is subject to a Lien that is permitted pursuant to clause (i) of the definition of Permitted Liens, if the grant of a security interest with respect to such property would be prohibited by the agreement creating such Permitted Lien or would otherwise constitute a default thereunder, but only to the extent such prohibition is enforceable under applicable law, and provided, that such property will be deemed "Collateral" hereunder upon the termination and release of such Permitted Lien; or (v) intent to use trademarks at all times prior to the first use thereof, whereby the actual use thereof in commerce, the recording of a statement of use with the United States Patent and Trademark Office or otherwise, but only to the extent that granting of a security interest in such intent-to-use trademarks would be contrary to applicable law, or (vi) property that consists of outstanding capital stock of any Foreign Sub "controlled foreign corporation" (as that term is defined in the Internal Revenue Code of 1986, as amended) in excess of 65% of the voting power of all classes of capital stock of such Foreign Sub controlled foreign corporation entitled to vote; provided provided, that direct any assets excluded from the Collateral in this paragraph shall not include any proceeds, products, substitutions or replacements of such Collateral (unless such proceeds, products, substitutions or replacements would otherwise constitute assets that are excluded from the Collateral pursuant to this definition). Borrower represents and indirect proceeds of warrants to Lender that Excluded Assets are not Excluded Assets, unless such proceeds themselves fall within one of Property which is material to Borrower's business or includes Intellectual Property which is licensed by the categories (i) through (vi) above. Borrower to its customers or incorporated in products licensed or sold by the Borrower to its customers is generally available on commercially reasonable terms. View More
Security Interest. To secure the payment and performance of all of the Obligations when due, Borrower hereby grants to Lender a security interest in all of the following (collectively, the "Collateral"): all right, title and interest of Borrower in and to all of the following, whether now owned or hereafter arising or acquired and wherever located: all Accounts; all Inventory; all Equipment; all the Operating Account and any other Deposit Accounts; Account held at Lender or with respect to which Borrower, Lender a...nd the depositary bank have executed and delivered a deposit account control agreement; all General Intangibles (including without limitation all Intellectual Property); all Investment Property; all Other Property; Property (including without limitation all Customer Loans and Customer Loan Documentation); and any and all claims, rights and interests in any of the above, and all guaranties and security for any of the above, and all substitutions and replacements for, additions, accessions, attachments, accessories, and improvements to, and proceeds (including proceeds of any insurance policies, proceeds of proceeds and claims against third parties) of, any and all of the above, and all Borrower's books relating to any and all of the above. Notwithstanding the foregoing, the Collateral shall not include any of the following property (the "Excluded Property"): 2 (i) property which consists of a license of Intellectual Property to Borrower, pursuant to a license which is nonassignable by its terms without the consent of the licensor thereof (but only to the extent such prohibition on assignability is enforceable under applicable law, including, without limitation, Section 9408 of the Code); (ii) property which consists of a lease of Equipment leased to Borrower pursuant to a capital lease which by its terms is non-assignable (but only to the extent such prohibition on assignability is enforceable under applicable law, including, without limitation, Sections 9407 of the Code); (iii) Equipment as to which property other than Customer Loans and Cash, if the granting of a security interest in it the property is prohibited by enforceable provisions of applicable law, provided that upon the cessation of any such prohibition, such Equipment property shall automatically become part of the Collateral; or (iv) property that is subject to a Lien that is permitted pursuant to clause (i) of the definition of Permitted Liens, if the grant of a security interest with respect to such property would be prohibited by the agreement creating such Permitted Lien or would otherwise constitute a default thereunder, but only to the extent such prohibition is enforceable under applicable law, and provided, that such property will be deemed "Collateral" hereunder upon the termination and release of such Permitted Lien; or (v) intent "intent-to-use" Trademarks until such time as the Borrower begins to use trademarks at all times prior such Trademarks; (vi) any Customer Loan and related assets (including any "Related Security", as defined in the Permitted SPE Financings) sold or transferred or purported to be sold or transferred by Borrower pursuant to a transaction permitted under this Agreement, including a Permitted SPE Sale, a Permitted Charged-Off Sale and a Permitted Whole Loan Sale, and from and after the first use thereof, whereby the actual use thereof in commerce, the recording of a statement of use with the United States Patent and Trademark Office or otherwise, but only to the extent that granting of a security interest in such intent-to-use trademarks would be contrary to applicable law, or (vi) property that consists of outstanding capital stock date of any Foreign Sub such sale any collections and other proceeds received by Borrower with respect to such Customer Loan and related assets (other than (A) the Purchase Price paid to Borrower in excess of 65% of the voting power of all classes of capital stock of connection with such Foreign Sub entitled sale, and (B) any distributions made to vote; provided that direct and indirect proceeds of Borrower in connection with such sale); or (vii) any Excluded Assets are not Excluded Assets, unless such proceeds themselves fall within one of the categories (i) through (vi) above. Account. View More
Security Interest. To secure the payment and performance of all of the Obligations when due, Borrower hereby grants to Lender a security interest in all of the following (collectively, the "Collateral"): all right, title and interest of Borrower in and to all of the following, whether now owned or hereafter arising or acquired and wherever located: all Accounts; all Inventory; all Equipment; all Deposit Accounts; all General Intangibles (including without limitation all Intellectual Property); all Investment Prope...rty; all Other Property; and any and all claims, rights and interests in any of the above, and all guaranties and security for any of the above, and all substitutions and replacements for, additions, accessions, attachments, accessories, and improvements to, and proceeds (including proceeds of any insurance policies, proceeds of proceeds and claims against third parties) of, any and all of the above, and all Borrower's books relating to any and all of the above.View More
Security Interest. 2.1 Grant of Security Interest. To secure the payment and performance of all of the Obligations when due, Borrower hereby grants to Lender PFG a continuing security interest in and Lien upon all of Borrower's right, title and interest in and pledges to PFG all of the following (collectively, the "Collateral"): all right, title and interest of Borrower in and to all of the following, assets, whether now owned or hereafter arising or acquired and wherever located: located (collectively, the Collat...eral): all Accounts; all Inventory; all Equipment; all Collateral Accounts (including Deposit Accounts; Accounts); all General Intangibles (including without limitation all Intellectual Property); all Investment Property; all Other Property; Property (including all equity interests owned in US domestic Subsidiaries and 65% of all equity interests in all non-U.S. domiciled Subsidiaries); and together with any and all claims, rights and interests in any of the above, and together with all guaranties and security for any of the above, and together with all substitutions and replacements for, additions, accessions, attachments, accessories, and improvements to, and together with all proceeds (including proceeds of any insurance policies, proceeds of proceeds and claims against third parties) of, of any and all of the above, above and all Borrower's books relating to any and all of the above. View More
Security Interest. To secure the payment and performance of all of the Obligations when due, Borrower hereby grants to Lender a security interest in all of the following (collectively, the "Collateral"): all right, title and interest of Borrower in and to all of the following, whether now owned or hereafter arising or acquired and wherever located: located, but excluding the Excluded Collateral: all Accounts; all Inventory; all Equipment; all Deposit Accounts; all General Intangibles (including without limitation ...all Intellectual Property); all Investment Property; all Other Property; and any and all claims, rights and interests in any of the above, and all guaranties and security for any of the above, and all substitutions and replacements for, additions, accessions, attachments, accessories, and improvements to, and proceeds (including proceeds of any insurance policies, proceeds of proceeds and claims against third parties) of, any and all of the above, and all Borrower's books relating to any and all of the above. For the avoidance of doubt, the Collateral shall not include the Excluded Collateral. View More
Security Interest. To secure the payment and performance of all of the Obligations when due, Borrower hereby grants to Lender a security interest in all of the following (collectively, the "Collateral"): all right, title and interest of Borrower in and to all of the following, whether now owned or hereafter arising or acquired and wherever located: all Accounts; all Inventory; all Equipment; all Deposit Accounts; all General Intangibles (including without limitation all Intellectual Property); all Investment Prope...rty; all Other Property; and any and all claims, rights and -2- Square 1 Bank Loan and Security Agreement interests in any of the above, and all guaranties and security for any of the above, and all substitutions and replacements for, additions, accessions, attachments, accessories, and improvements to, and proceeds (including proceeds of any insurance policies, proceeds of proceeds and claims against third parties) of, any and all of the above, and all Borrower's books relating to any and all of the above. Notwithstanding anything to the contrary contained in this Section 2, the security interest created by this Agreement shall not extend to, and the term "Collateral" shall not include, any Excluded Property, provided that, if any Excluded Property would have otherwise constituted Collateral, when such property shall cease to be Excluded Property, such property shall be deemed at all times from and after the date hereof to constitute Collateral and the security interest created by this Agreement shall extend to the same. View More
Security Interest. In no event shall Company grant, or permit any person to assert or perfect, a security interest in Company's rights under this Agreement.
Security Interest. In no event shall the Company grant, or permit any person to assert or perfect, a security interest in the Company's rights under this Agreement.
Security Interest. In no event shall Company grant, or permit any person to assert or perfect, a security interest in Licensed Patents or in Company's rights under this Agreement.
Security Interest. As security for all present and future indebtedness, guarantees, liabilities, and other obligations of Borrower to Agility under this Agreement and any other present or future agreement, document, or instrument entered into in connection herewith (collectively, the "Transaction Documents"), including all fees specified in Section 1 (collectively, the "Obligations"), Borrower grants Agility a security interest in all of Borrower's personal property, whether now owned or hereafter acquired, includ...ing without limitation the property described on Exhibit A attached hereto, and all products, proceeds and insurance proceeds of the foregoing (collectively, the "Collateral"). Borrower authorizes Agility to execute such documents and take such actions as Agility reasonably deems appropriate from time to time to perfect or continue the security interest granted hereunder.View More
Security Interest. (a) As security for all present and future indebtedness, guarantees, liabilities, and other obligations of Borrower Borrowers to Agility under this Agreement and any other present or future agreement, document, or instrument entered into by Borrowers or any third parties in connection herewith herewith, including those referenced in Section 1(c)(v) of this Agreement (collectively, the "Transaction Documents"), including all fees specified in Section 1 and any fees payable under any warrant to pu...rchase stock issued to Lender (collectively, the "Obligations"), Each Borrower grants Agility a security interest in all of each Borrower's personal property, whether now owned or hereafter acquired, including without limitation the property described on Exhibit A attached hereto, and all products, proceeds and insurance proceeds of the foregoing (collectively, the "Collateral"). Borrower authorizes Agility to execute such documents and take such actions as Agility reasonably deems appropriate from time to time to perfect or continue the security interest granted hereunder. View More
Security Interest. As security for all present and future indebtedness, guarantees, liabilities, and other obligations of Borrower to Agility under this Agreement and any other present or future agreement, document, or instrument entered into in connection herewith (collectively, the "Transaction Documents"), including all fees specified in Section 1 (collectively, the "Obligations"), Borrower grants Agility a security interest in all of Borrower's personal property, whether now owned or hereafter acquired, includ...ing without limitation the property described on Exhibit A attached hereto, and all products, proceeds and insurance proceeds of the foregoing (collectively, the "Collateral"). Borrower authorizes Agility to execute such documents and take such actions as Agility reasonably deems appropriate from time to time to perfect or continue the security interest granted hereunder. Agility agrees to take such action as may be reasonably requested by the Borrower, at Borrower's expense, to evidence termination of Agility's security interests upon the payment and performance of the Obligations in full, including the filing of UCC termination statements upon the payment and performance of the Obligations in full. View More
Security Interest. To secure the prompt payment and performance to Lender of all of the Obligations, Borrower hereby grants to Lender a continuing security interest in the Collateral. Borrower is not authorized to sell, assign, transfer or otherwise convey any Collateral without Lender's prior written consent, except for the sale of finished inventory in Borrower's usual course of business. Borrower agrees to sign any instruments and documents requested by Lender to evidence, perfect, or protect the interests of L...ender in the Collateral. Borrower agrees to deliver to Lender the originals of all instruments, chattel paper and documents evidencing or related to Receivables and Collateral. Borrower shall not grant or permit any lien or security in the Collateral or any interest therein other than Permitted Liens.View More
Security Interest. To secure the prompt payment and performance to Lender of all of the Obligations, Borrower hereby grants to Lender a continuing security interest in the Collateral. Borrower is not authorized to sell, sell assign, transfer or otherwise convey any Collateral without Lender's prior written consent, except for the sale of finished inventory in Borrower's usual course of business. business, worn-out or obsolete equipment, non-exclusive licenses and similar arrangement for the use of the property of ...Borrower in the ordinary course of business, and Permitted Liens. Borrower agrees to sign any instruments and documents reasonably requested by Lender to evidence, perfect, or protect the interests of Lender in the Collateral. Borrower agrees to deliver to Lender the originals of all instruments, chattel paper and documents evidencing or related to Receivables and Collateral. Borrower shall not grant or permit any lien or security in the Collateral or any interest therein other than Permitted Liens. View More
Security Interest. To secure the prompt payment and performance to Lender of all of the Obligations, each Borrower hereby grants to Lender a continuing security interest in the Collateral. Borrower is Borrowers are not authorized to sell, assign, transfer or otherwise convey any Collateral without Lender's prior written consent, except for the sale of finished inventory in Borrower's Borrowers' usual course of business. Each Borrower agrees to sign any instruments and documents requested by Lender to evidence, 6 p...erfect, or protect the interests of Lender in the Collateral. Each Borrower agrees to deliver to Lender the originals of all instruments, chattel paper and documents evidencing or related to Receivables and Collateral. Borrower Collateral upon request of Lender. Borrowers shall not grant or permit any lien or security in the Collateral or any interest therein other than Permitted Liens. View More
Security Interest. To secure the prompt payment and performance to Lender of all of the Obligations, each Borrower hereby grants to Lender a continuing security interest in the Collateral. No Borrower is not authorized to sell, assign, transfer or otherwise convey any Collateral without Lender's prior written consent, except for the sale of finished inventory in Borrower's Borrowers' usual course of business. business and Permitted Transfers. Each Borrower agrees to sign any instruments and documents requested by ...Lender to evidence, perfect, or protect the interests of Lender in the Collateral. Each Borrower agrees to deliver to Lender Lender, promptly upon Lender's request, the originals of all instruments, chattel paper and documents evidencing or related to Receivables and Collateral. No Borrower shall not grant or permit any lien or security in the Collateral or any interest therein other than Permitted Liens. View More
Security Interest. The payment and performance of this Note is secured by a Lien on certain of the properties and assets of the Company and on certain of the properties and assets of the Grantors, pursuant to and in accordance with the provisions of the Security Documents. The Security Documents additionally secure the obligations of the Company and the Purchaser arising under that certain Amended and Restated Secured Promissory Note dated as of the date hereof made by the Purchaser in favor of Holder in the origi...nal principal amount of $4,457,250 (the "Other Note"), which Other Note amended and restated that certain Secured Promissory Note dated as of March 13, 2015 in favor of Holder in the original principal amount of $3,750,000.00 (the "Original Other Note").View More
Security Interest. The payment and performance of this Note is secured by a Lien on certain of the properties and assets of the Company and on certain of the properties and assets of the Grantors, pursuant to and in accordance with the provisions of the Security Documents. The Security Documents additionally secure the obligations of the Company and the Purchaser arising under that certain Amended and Restated Secured Promissory Note dated as of the date hereof made by the Purchaser in favor of Holder in the origi...nal principal amount of $4,457,250 $1,485,750.00 (the "Other Note"), which Other Note amended and restated that certain Secured Promissory Note dated as of March 13, 2015 in favor of Holder in the original principal amount of $3,750,000.00 $1,250,000.00 (the "Original Other Note"). View More
