Acknowledgment of Security Interest; Power of Attorney Sample Clauses

Acknowledgment of Security Interest; Power of Attorney. The [Customs Broker/Freight Forwarder/Carrier] acknowledges that the Company has granted a security interest to the Agent in all of the Company’s right, title, and interest in, to and under the Title Documents (as defined below), the Property (as defined below) and any contracts or agreements relating thereto. The Company advises the [Customs Broker/Freight Forwarder/Carrier], and the [Customs Broker/Freight Forwarder/Carrier] acknowledges that the Company has irrevocably constituted and appointed the Agent as the Company’s true and lawful attorney, with full power of substitution to exercise all of such rights, title, and interest, which appointment has been coupled with an interest. The [Customs Broker/Freight Forwarder/Carrier] further acknowledges and agrees that: (i) the Company holds title to all Title Documents (as defined below) and Property (as defined below) while in the custody or control of the [Customs Broker/Freight Forwarder/Carrier]; (ii) upon receipt of any such Title Documents or Property, the [Customs Broker/Freight Forwarder/Carrier] shall promptly notify the Company that it is holding such Title Documents or Property on behalf of the Company; (iii) [the [Customs Broker/Freight Forwarder] shall not deliver any Property to a third party for shipment and delivery unless any related Title Documents reflects a Loan Party as “consignor/shipper” and a Loan Party as “consignee” and such third party is advised of the Agent’s liens on such Title Documents and Property and rights with respect thereto] 1; and (iv) if the [Customs Broker/Freight Forwarder/Carrier] receives notice from any seller of any Property of such seller’s intent to stop delivery of such Property to the Company, the [Customs Broker/Freight Forwarder/Carrier] shall promptly notify the Agent of the same and, in all such cases, shall follow solely the instructions of the Agent concerning the release, transfer, or other disposition of the Property and will not follow any instructions of the Company or any other person concerning same, unless instructed otherwise by the Agent.
Sample 1See All (5)
AutoNDA by SimpleDocs
Acknowledgment of Security Interest; Power of Attorney. The Freight Forwarder acknowledges, consents, and agrees that the Company has granted to the Administrative Agent, for its own benefit and the benefit of the other Secured Parties, a security interest and first priority lien on all of the Company’s right, title, and interest in, to and under all goods, inventory, documents, Documents of Carriage and any contracts or agreements with carriers, customs brokers, and/or freight forwarders for shipment or delivery of such goods and inventory. The Freight Forwarder further agrees that: (i) it shall act as the Company’s agent and bailee for the purpose of receiving any goods, inventory, Documents of Carriage or other property of the Company (collectively, the “Property”); (ii) the Company holds title to all Property while in the custody or control of the Freight Forwarder; (iii) upon receipt of any Property, the Freight Forwarder shall promptly notify the Company that is holding such Property on behalf of the Company; and (iv) the Freight Forwarder shall not deliver any Property to a third party for shipment and delivery unless any related Documents of Carriage reflect the Company as both “consignor/shipper” and “consignee” and such third party is advised of the Administrative Agent’s first priority lien on the Property and rights with respect thereto.
Sample 1Sample 2See All (4)
Acknowledgment of Security Interest; Power of Attorney. The Customs Broker acknowledges, consents, and agrees that the Company has assigned to the Security Agent, for its own benefit and the benefit of the other Secured Parties, all of the Company’s right, title, and interest in, to and under all goods constituting, evidencing, or relating to such inventory and any contracts or agreements with carriers, customs brokers, and/or freight forwarders for shipment or delivery of such goods. The Company further advises the Customs Broker, and the Customs Broker acknowledges, consents, and agrees, that the Company has irrevocably constituted and appointed the Security Agent as the Company’s true and lawful attorney, with full power of substitution to exercise all of such rights, title, and interest, which appointment has been coupled with an interest.
Sample 1
Acknowledgment of Security Interest; Power of Attorney. The Customs Broker acknowledges, consents, and agrees that the Company has assigned to the Co-Collateral Agents, for their own benefit and the benefit of the other Credit Parties, all of the Company’s right, title, and interest in, to and under all goods and any contracts or agreements with carriers, customs brokers, and/or freight forwarders for shipment or delivery of such goods. The Company further advises the Customs Broker, and the Customs Broker acknowledges, 1 Use reference to guaranty to the extent the Company is not a Borrower; if the Company is a Borrower, identify the name of the Company as appropriate. consents, and agrees, that the Company has irrevocably constituted and appointed the Control Co-Collateral Agent as the Company’s true and lawful attorney, with full power of substitution to exercise all of such rights, title, and interest, which appointment has been coupled with an interest.
Sample 1Sample 2
Acknowledgment of Security Interest; Power of Attorney. The Customs Broker acknowledges, consents, and agrees that the Company has assigned to the Collateral Agent, for its own benefit and the benefit of the other Credit Parties, all of the Company’s right, title, and interest in, to and under all goods and any contracts or agreements with carriers, customs brokers, and/or freight forwarders for shipment or delivery of such goods. The Company further advises the Customs Broker, and the Customs Broker acknowledges, consents, and agrees, that the Company has irrevocably constituted and appointed the Collateral Agent as the Company’s true and lawful attorney, with full power of substitution to exercise all of such rights, title, and interest, which appointment has been coupled with an interest.
Sample 1
Acknowledgment of Security Interest; Power of Attorney. The Customs Broker acknowledges, consents, and agrees that the Company has assigned to the Co-Collateral Agents, for their own benefit and the benefit of the other Credit Parties, all of the Company’s right, title, and interest in, to and under all goods and any contracts or agreements with carriers, customs brokers, and/or freight forwarders for shipment or delivery of such goods. _____________________________________ 1 Use reference to guaranty to the extent the Company is not a Borrower; if the Company is a Borrower, identify the name of the Company as appropriate. The Company further advises the Customs Broker, and the Customs Broker acknowledges, consents, and agrees, that the Company has irrevocably constituted and appointed the Control Co-Collateral Agent as the Company’s true and lawful attorney, with full power of substitution to exercise all of such rights, title, and interest, which appointment has been coupled with an interest.
Sample 1

Related to Acknowledgment of Security Interest; Power of Attorney

  • Acknowledgment of Security Interests Each Loan Party hereby acknowledges that, as of the date hereof, the security interests and Liens granted to Agent and the Lenders under the Credit Agreement and the other Loan Documents are in full force and effect and are enforceable in accordance with the terms of the Credit Agreement and the other Loan Documents.

  • Assignment of Security Interest If at any time any Grantor shall take a security interest in any property of an Account Debtor or any other person to secure payment and performance of an Account, such Grantor shall promptly assign such security interest to the Collateral Agent. Such assignment need not be filed of public record unless necessary to continue the perfected status of the security interest against creditors of and transferees from the Account Debtor or other person granting the security interest.

  • Assignment and Grant of Security Interest As collateral security for the prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of all the Obligations and in order to induce the Lenders to make Loans in accordance with the terms of the Credit Agreement, the Pledgor hereby pledges and grants to the Administrative Agent (for the benefit of the Lenders), a first priority Lien on and security interest in and to, and agrees and acknowledges that Administrative Agent has and shall continue to have, a security interest in and to, and assigns, transfers, pledges and conveys to Administrative Agent (for the benefit of the Lenders) all of Pledgor's right, title, and interest in and to the Collateral.

  • Pledge; Grant of Security Interest As collateral security for the payment and performance in full of all the Secured Obligations, each Grantor hereby pledges and grants to the Agent for its benefit and for the benefit of the other Credit Parties, a Lien on and security interest in and to all of the right, title and interest of such Grantor in, to and under all personal property and interests in such personal property, wherever located, and whether now existing or hereafter arising or acquired from time to time (collectively, the “Collateral”), including, without limitation:

  • Acknowledgment of Perfection of Security Interest Each Loan Party hereby acknowledges that, as of the date hereof, the security interests and liens granted to the Administrative Agent and the Lenders under the Credit Agreement and the other Loan Documents are in full force and effect, are properly perfected and are enforceable in accordance with the terms of the Credit Agreement and the other Loan Documents.

  • Grant of Security Interest All Cash Collateral (other than credit support not constituting funds subject to deposit) shall be maintained in blocked, non-interest bearing deposit accounts at Bank of America. The Borrower, and to the extent provided by any Lender, such Lender, hereby grants to (and subjects to the control of) the Administrative Agent, for the benefit of the Administrative Agent, the L/C Issuer and the Lenders (including the Swing Line Lender), and agrees to maintain, a first priority security interest in all such cash, deposit accounts and all balances therein, and all other property so provided as collateral pursuant hereto, and in all proceeds of the foregoing, all as security for the obligations to which such Cash Collateral may be applied pursuant to Section 2.14(c). If at any time the Administrative Agent determines that Cash Collateral is subject to any right or claim of any Person other than the Administrative Agent as herein provided, or that the total amount of such Cash Collateral is less than the applicable Fronting Exposure and other obligations secured thereby, the Borrower or the relevant Defaulting Lender will, promptly upon demand by the Administrative Agent, pay or provide to the Administrative Agent additional Cash Collateral in an amount sufficient to eliminate such deficiency.

  • Reaffirmation of Security Interest The Borrower hereby reaffirms as of the date hereof each and every security interest and Lien granted in favor of the Security Agent and the Banks under the Loan Documents, and agrees and acknowledges that such security interests and Liens shall continue from and after the date hereof and shall remain in full force and effect from and after the date hereof, in each case after giving effect to the Credit Agreement as amended by this Amendment, and the Obligations secured thereby and thereunder shall include the Borrower’s obligations under the Credit Agreement as amended by this Amendment. Each such reaffirmed security interest and Lien remains and shall continue to remain in full force and effect and is hereby in all respects ratified and confirmed.

  • Acknowledgment of Proprietary Interest Employee acknowledges the proprietary interest of Employer and its Affiliates in all Confidential Information (as defined below). Employee agrees that all Confidential Information learned by Employee during his employment with Employer or otherwise, whether developed by Employee alone or in conjunction with others or otherwise, is and shall remain the exclusive property of Employer. Employee further acknowledges and agrees that his disclosure of any Confidential Information will result in irreparable injury and damage to Employer.

  • Grant of Security Interests In addition to the other rights provided in this Section 9.9, each Lender may grant a security interest in, or otherwise assign as collateral, any of its rights under this Agreement, whether now owned or hereafter acquired (including rights to payments of principal or interest on the Loans), to (A) any federal reserve bank (pursuant to Regulation A of the Federal Reserve Board), without notice to Agent or (B) any holder of, or trustee for the benefit of the holders of, such Lender’s Indebtedness or equity securities, by notice to Agent; provided, however, that no such holder or trustee, whether because of such grant or assignment or any foreclosure thereon (unless such foreclosure is made through an assignment in accordance with clause (b) above), shall be entitled to any rights of such Lender hereunder and no such Lender shall be relieved of any of its obligations hereunder.

  • Reaffirmation of Security Interests Each Loan Party (a) affirms that each of the Liens granted in or pursuant to the Loan Documents are valid and subsisting and (b) agrees that this Amendment does not in any manner impair or otherwise adversely affect any of the Liens granted in or pursuant to the Loan Documents.

Time is Money Join Law Insider Premium to draft better contracts faster.