Accounts as Collateral Sample Clauses

Accounts as Collateral. (a) To secure the payment of the Obligations and the OPNY Obligations when due pursuant to the Financing Documents, as applicable, each Borrower Entity has assigned, transferred and pledged to, and granted a security interest in favor of, the Administrative Agent (for the benefit of the Secured Parties) pursuant to a Security Agreement, in all of the right, title and interest of such Borrower Entity which it now possesses or may hereafter obtain, in and to, among other things, all Revenues, each of the Accounts (and sub-accounts, as the case may be), including all monies and Permitted Investments and other securities and instruments held in such Accounts and sub-accounts, and all other funds held by the Administrative Agent under this Agreement and all of the proceeds of all the foregoing (collectively, the "Account Collateral"). Each Borrower Entity agrees that the Account Collateral, and all rights such Borrower Entity may have with respect to such Account Collateral, shall be subject to the terms and conditions of this Agreement and the other Financing Documents. (b) Each Borrower Entity agrees that it will not take any actions or fail to perform any of its duties or obligations under this Agreement so that after giving effect to such action or inaction the Administrative Agent will not then, or with the passage of time, cease to have a perfected first priority security interest in any of the Account Collateral. (c) Each Borrower Entity agrees that from time to time, at the expense of such Borrower Entity, such Borrower Entity will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary, or that the Administrative Agent may reasonably request, in order to perfect and protect any pledge or security interest granted or purported to be granted hereby or to enable the Administrative Agent to exercise and enforce its rights and remedies hereunder with respect to any Account Collateral. Without limiting the generality of the foregoing, each Borrower Entity will execute and file, with a copy thereof to the Administrative Agent, such financing or continuation statements, or amendments thereto, and such other instruments or notices, as may be necessary, or as the Administrative Agent may reasonably request, in order to perfect and preserve the pledge, assignment and security interest granted or purported to be granted hereby. (d) Each Borrower Entity hereby authorizes the Administrative Agent to (but...