Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to: (a) instruct Grantor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantors, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon; (b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder; (c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon; (d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations; (e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations; (f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same; (g) vote the Collateral; (h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantor, any guarantor or other Person liable to Secured Party for the Obligations; and (i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's rights hereunder, under the Obligations. Grantor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligence.
Appears in 21 contracts
Samples: Security Agreement (Artec Global Media, Inc.), Security Agreement (Cd International Enterprises, Inc.), Security Agreement (Hypertension Diagnostics Inc /Mn)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct GrantorDebtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsCustomers and Payment Processing Companies, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 8 contracts
Samples: Security Agreement (SRAX, Inc.), Security Agreement (Sack Lunch Productions Inc.), Senior Secured Credit Facility Agreement (Drone USA Inc.)
Additional Remedies. Upon the occurrence and during the continuation continuance of an Event of Default, Secured Party shall have may exercise, in addition to all other rights and remedies granted in this Security Agreement and in any other instrument or agreement securing, evidencing or relating to the right Obligations, any and power to:
(a) instruct Grantorall rights and remedies at law, at its own expenseincluding all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, to notify the extent permitted by applicable law, Secured Party may, without demand of performance or other demand, presentment, protest, advertisement or notice of any parties obligated on kind to or upon Debtor or any other person (except notice of time and place of sale and any other notice required by law and any notice referred to below) forthwith collect, receive, appropriate and realize upon the Collateral, including any Account Grantors, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, and/or may forthwith sell, assign, give option or compromise, extend options to purchase or renew for otherwise dispose of and deliver the Collateral or any period part thereof (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of contract to do any of the Collateralforegoing), including the proceeds of insurance thereon;
(d) extend, renew or modify for in one or more periods (whether parcels at public or not longer than private sale or sales, in the original period) the Obligations over-the-counter market, at any exchange, broker’s board or any obligation office of Secured Party or elsewhere upon such terms and conditions as Secured Party may deem advisable and at such prices as Secured Party may deem commercially reasonable, for cash or on credit or for future delivery without assumption of any nature of credit risk. Secured Party shall have the right upon any other obligor with respect such public sale or sales, and, to the Obligations;
(e) grant releasesextent permitted by law, compromises upon any such private sale or indulgences with respect sales, to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer purchase the whole or any part of Capital Securities the Collateral so sold, free of any right or equity of redemption in Debtor, which may constitute right or equity is hereby waived and released to the extent permitted by applicable law. Secured Party shall apply any proceeds from time to time held by it and the net proceeds of any such collection, recovery, receipt, appropriation, realization or sale, after deducting all reasonable costs and expenses of every kind incurred in respect thereof or incidental to the care or safekeeping of any of the Collateral into or in any way relating to the name Collateral or the rights of Secured Party or Secured Party's nominee without disclosinghereunder, if Secured Party so desires, that such Capital Securities so transferred are subject including reasonable attorneys’ fees and disbursements of counsel to the security interest of Secured Party, and any corporation, association, to the payment in whole or any in part of the managers or trustees Obligations, in such order as Secured Party may elect, and only after such application and after the payment by Secured Party of any trust issuing other amount required by any provision of such Capital Securitieslaw, or any transfer agent, shall not be bound to inquire, in the event that need Secured Party or such nominee makes any further transfer of such Capital Securitiesaccount for the surplus, or any portion thereofif any, as to whether Debtor. To the extent permitted by applicable law, Debtor waives all claims, damages and demands Debtor may acquire against Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 arising out of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of exercise by Secured Party of any rights hereunder except as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantor, any guarantor or other Person liable to may arise solely from Secured Party for the Obligations; and
(i) at any time, and from time failure to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without perform its duties in any way altering, impairing, diminishing or affecting the provisions of accordance with this Security Agreement. If any notice of a proposed sale or other disposition of Collateral shall be required by law, the Loan Documents, such notice shall be deemed reasonable and proper if given at least five business days before such sale or any of the other Obligations, or Secured Party's rights hereunder, under the Obligations. Grantor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligencedisposition.
Appears in 5 contracts
Samples: Stock Purchase Agreement (Hamann John Francis), Stock Purchase Agreement (Hamann John Francis), Stock Purchase Agreement (Hamann John Francis)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct Grantorany Debtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsCustomers and Payment Processing Companies, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtors hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtors, any guarantor Debtor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Each Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 4 contracts
Samples: Security Agreement (Sack Lunch Productions Inc.), Senior Secured Credit Facility Agreement (Drone USA Inc.), Security Agreement (Grow Solutions Holdings, Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct GrantorDebtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors and Payment Processing Companies, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 4 contracts
Samples: Security Agreement (Pulse Network, Inc.), Credit Agreement (THEDIRECTORY.COM, Inc.), Security Agreement (Social Reality)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Bank shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to any Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Party's the Bank’s nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Bank’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and;
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Bank’s rights hereunder, under any Note or under any of the other Obligations; and
(j) advise the Borrower whether to deposit cash as necessary into the Borrower’s account at the Bank or whether to execute, within ten business days of such Event of Default or Unmatured Event of Default, Control Agreements(s) with respect to Cash Equivalent Investments. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 4 contracts
Samples: Loan and Security Agreement (Primoris Services CORP), Loan and Security Agreement (Primoris Services CORP), Loan and Security Agreement (Primoris Services CORP)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Bank shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to any Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Party's the Bank’s nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Bank’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Bank’s rights hereunder, under any Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 4 contracts
Samples: Loan and Security Agreement (Atlas Financial Holdings, Inc.), Loan Agreement (Atlas Financial Holdings, Inc.), Loan and Security Agreement (Argyle Security, Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Bank shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or Note, any other of the Obligations, any obligation of any nature of any other obligor with respect to the Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to the Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Partythe Bank's nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such said nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Partythe Bank's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Partythe Bank's rights hereunder, under the Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 3 contracts
Samples: Loan and Security Agreement (Arlington Hospitality Inc), Loan and Security Agreement (Arlington Hospitality Inc), Loan and Security Agreement (Arlington Hospitality Inc)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Bank shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to any Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Party's the Bank’s nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Bank’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Bank’s rights hereunder, under any Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 3 contracts
Samples: Loan and Security Agreement (US BioEnergy CORP), Loan and Security Agreement (CHS Inc), Loan and Security Agreement (US BioEnergy CORP)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Bank shall have the right and power to:
(a) instruct Grantorthe Borrowers (or any of them), at its such Borrower’s own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to any Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Party's the Bank’s nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor any Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Bank’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorany Borrower, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and;
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Bank’s rights hereunder, under any Note or under any of the other Obligations. Grantor hereby ratifies and confirms whatever Secured Party may do with respect ;
(j) to the extent that Bank deems it impracticable to effect a public sale of all or any part of the Pledged Equity Interests, Bank may elect to make one or more private sales of any such Collateral to a restricted group of purchasers who will be obligated to agree, among other things, to acquire such Collateral for their own account, for investment and not with a view to the distribution or resale thereof. Each Borrower acknowledges that any such private sale may be at prices and on terms less favorable to the seller than the prices and other terms which might have been obtained at a public sale and, notwithstanding the foregoing, agrees that Secured Party such private sale shall be deemed to have been made in a commercially reasonable manner and that Bank shall have no obligation to delay sale of any such securities for the period of time necessary to permit the issuer of such securities to register such securities for public sale under the Securities Act of 1933. To the extent not specified by applicable law, the parties agree that ten (10) days shall constitute a “commercially reasonable amount of time” for purpose of this subsection (j); and
(k) to vote for a board resolution, or to sign an instrument in writing, sanctioning the transfer of any or all of the Pledged Equity Interests into the name of Bank or into the name of any transferee to whom the Pledged Equity Interests or any part thereof may be sold pursuant to this Section 12. Each Borrower agrees that the Bank shall not be liable for any error of judgment or mistakes of fact or law made in good faith, and not constituting gross negligence or intentional misconduct, with respect to actions taken in connection with the Collateral other than as a result or the administration or enforcement of intentional misconduct or gross negligencethis Agreement.
Appears in 2 contracts
Samples: Loan and Security Agreement (Intricon Corp), Loan and Security Agreement (Intricon Corp)
Additional Remedies. Upon the occurrence and during the continuation of If an Event of DefaultDefault shall have occurred and be continuing, Secured Party Bank shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantorsaccount debtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or and or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to any Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Party's the Bank’s nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Bank’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Bank’s rights hereunder, under any. Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 2 contracts
Samples: Credit and Security Agreement (Sancilio Pharmaceuticals Company, Inc.), Credit and Security Agreement (Sancilio Pharmaceuticals Company, Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct Grantor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantors, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's rights hereunder, under the Obligations. Grantor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligence.
Appears in 2 contracts
Samples: Security Agreement (Medytox Solutions, Inc.), Security Agreement (Medytox Solutions, Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Agent shall have the right and power toto any of the following after the occurrence and during the continuance of any Event of Default:
(a) instruct Grantorthe Company, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Agent of any amounts due or to become due thereunder, or Secured Party the Agent may directly notify such obligors of the security interest of Secured Partythe Agent, and/or of the assignment to Secured Party the Agent of the Collateral and direct such obligors to make payment to Secured Party the Agent of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or Notes, any other of the Obligations, any obligation of any nature of any other obligor with respect to the Notes or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to the Notes, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Notes or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Agent or Secured Partythe Agent's nominee without disclosing, if Secured Party the Agent so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Agent, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Agent or such said nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Agent or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Agent as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor hereunderthe Company under the Loan Documents, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Partythe Agent's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Company, any guarantor or other Loan Party or Person liable to Secured the Agent or any other Lender Party for the Obligations; and;
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the other Loan Documents, or any of the other Obligations, or Secured Party's the Lender Parties' rights hereunder, under the Notes or under any of the other Obligations;
(j) surrender any and all Life Insurance Policies (or otherwise liquidate the same) and receive the cash surrender value of any and all Life Insurance Policies and apply the cash proceeds thereof to the Obligations. Grantor The Company hereby ratifies and confirms whatever Secured Party the Lender Parties' may do with respect to the Collateral and agrees that Secured the Agent or any other Lender Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 2 contracts
Samples: Credit Agreement (Energy West Inc), Credit Agreement (Energy West Inc)
Additional Remedies. Upon the occurrence and during the continuation continuance of an Event of Default, Secured Party the Bank shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or Notes, any obligation other of the Obligations, any obligations of any nature of any other obligor with respect to the Notes or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to the Notes, any of the Obligations, any extension or renewal of any of the Obligations, any security therefortherefore, or to any other obligor with respect to the Notes or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Party's the Bank’s nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such said nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Bank’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Bank’s rights hereunder, under the Notes or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 2 contracts
Samples: Loan and Security Agreement (Banyan Rail Services Inc.), Loan and Security Agreement (Bhit Inc)
Additional Remedies. (a) Upon the occurrence and during the continuation of an any Event of Default, Secured Party shall have Beneficiary or Trustee may take such action, without notice or demand, as it deems advisable to protect and enforce its rights against Trustor and in and to the right Trust Property by Beneficiary itself or through Trustee or otherwise, including, without limitation, the following actions, each of which may be pursued concurrently or otherwise, at such time and power toin such order as Beneficiary may determine, in its sole discretion, without impairing or otherwise affecting the other rights and remedies of Beneficiary:
(ai) instruct Grantordeclare the entire Debt to be immediately due and payable;
(ii) institute a proceeding or proceedings, judicial or nonjudicial, by advertisement or otherwise, for the complete foreclosure of this Deed of Trust in which case the Trust Property or any interest therein may be sold for cash or upon credit in one or more parcels or in several interests or portions and in any order or manner;
(iii) with or without entry, to the extent permitted and pursuant to the procedures provided by applicable law, institute proceedings for the partial foreclosure of this Deed of Trust for the portion of the Debt then due and payable, subject to the continuing lien of this Deed of Trust for the balance of the Debt not then due;
(iv) sell for cash or upon credit the Trust Property or any part thereof and all estate, claim, demand, right, title and interest of Trustor therein and rights of redemption thereof, pursuant to the power of sale contained herein or otherwise, at its own expenseone or more sales, to notify as an entirety or in parcels, at such time and place, upon such terms and after such notice thereof as may be required or permitted by law;
(v) institute an action, suite or proceeding in equity for the specific performance of any parties obligated on covenant, condition or agreement contained herein, or in any of the Collateralother Loan Documents;
(vi) recover judgment on the Note either before, including during of after any Account Grantorsproceedings for the enforcement of this Deed of Trust;
(vii) apply for the appointment of a trustee, to make payment directly to Secured Party receiver, liquidator or conservator of any amounts due or to become due thereunderthe Trust Property, or Secured Party may directly notify such obligors without notice and without regard for the adequacy of the security interest of Secured Party, and/or for the Debt and without regard for the solvency of the assignment to Secured Party Trustor, any Guarantor or of any person, firm or other entity liable for the payment of the Collateral Debt;
(viii) enforce Beneficiary's interest in the Leases and direct Rents and enter into or upon the Trust Property, either personally or by its agents, nominees or attorneys and dispossess Trustor and its agents and servants therefrom, and thereupon Beneficiary may (A) use, operate, manager, control, insure, maintain, repair, restore and otherwise deal with all and every part of the Trust Property and conduct the business thereat; (B) complete any construction on the Trust Property in such obligors manner and form as Beneficiary deems advisable; (C) make alterations, additions, renewals, replacements and improvements to make or on the Trust Property; (D) exercise all rights and powers of Trustor with respect to the Trust Property, whether in the name of Trustor or otherwise, including, without limitation, the right to make, cancel, enforce or modify Leases, obtain and evict tenants, and demand, sue for, collect and receive all Rents; and (E) apply the receipts frxx the Trust Property to the payment of Debt, after deducting therefrom all expenses (including reasonable attorneys' fees and disbursements) incurred in connection with the aforesaid operations and all amounts necessary to Secured Party pay the taxes, assessments insurance and other charges in connection with the Trust Property, as well as just and reasonable compensation for the services of Beneficiary, its counsel, agents and employees;
(ix) require Trustor to pay monthly in advance to Beneficiary, or any receiver appointed to collect the Rents, the fair and reasonable rental value for the use and occupation of any amounts due portion of the Trust Property occupied by Trustor and require Trustor to vacate and surrender possession to Beneficiary of the Trust Property or to become due with respect theretosuch receiver and, in default thereof, evict Trustor by summary proceedings or otherwise; or
(x) pursue such other rights and thereafterremedies as may be available at law or in equity or under the Uniform Commercial Code including without limitation the right to receive and/or establish a lock box for all Rents proceeds from the Intangibles and any other receivables or rights to payments of Trustor relating to the Trust Property. In the event of a sale, collect any such amounts due by foreclosure or otherwise, of less than all of the Trust Property, this Deed of Trust shall continue as a lien on the Collateral directly from such Persons obligated thereon;remaining portion of the Trust Property.
(b) enforce collection The proceeds of any sale made under or by virtue of this paragraph, together with any other sums which then may be held by Beneficiary under this Deed of Trust, whether under the provisions of this paragraph or otherwise, shall be applied by Beneficiary to the payment of the Debt in such priority and proportion as Beneficiary in its sole discretion shall deem proper.
(c) Beneficiary or Trustee may adjourn from time to time any sale by it to be made under or by virtue of this Deed of Trust by announcement at the time and place appointed for such sale or for such adjourned sale or sales; and, except as otherwise provided by any applicable provision of law, Beneficiary or Trustee, without further notice or publication, may make such sale at the time and place to which the same shall be so adjourned.
(d) Upon the completion of any sale or sales pursuant hereto, Beneficiary, or an officer of any court empowered to do so, shall execute and deliver to the accepted purchaser or purchasers a good and sufficient instrument, or good and sufficient instruments, conveying, assigning and transferring all estate, right, title and interest in and to the property and rights sold. Beneficiary and Trustee are hereby irrevocably appointed the true and lawful attorney of Trustor, in its name and stead, to make all necessary conveyances, assignments, transfers and deliveries of the Trust Property and rights so sold and for that purpose Beneficiary and Trustee may execute all necessary instruments of conveyance, assignment and transfer, and may substitute one or more persons with like power, Trustor hereby ratifying and confirming all that its said attorney or such substitute or substitutes shall lawfully do by virtue hereof. Any sale or sales made under or by virtue of this paragraph, whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale, shall operate to divest all the estate, right, title, interest, claim and demand whatsoever, whether at law or in equity, of Trustor in and to the properties and rights so sold, and shall be a perpetual bar both at law and in equity against Trustor and against any and all persons claiming or who may claim the same, or any part thereof from, through or under Trustor.
(e) Upon any sale made under or by virtue of this paragraph, whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale, Beneficiary may bid for and acquire the Trust Property or any part thereof and in lieu of paying cash therefor may make settlement for the purchase price by crediting upon the Debt the net sales price after deducting therefrom the expenses of the sale and costs of the action and any other sums which Beneficiary is authorized to deduct under this Deed of Trust.
(f) No recovery of any judgment by Beneficiary and no levy of an execution under any judgment upon the Trust Property or upon any other property of Trustor shall affect in any manner or to any extent the lien of this Deed of Trust upon the Trust Property or any part thereof, or any liens, rights, powers or remedies of Beneficiary hereunder, but such liens, rights, powers and remedies of Beneficiary shall continue unimpaired as before.
(g) Beneficiary may terminate or rescind any proceeding or other action brought in connection with its exercise of the remedies provided in this paragraph at any time before the conclusion thereof, as determined in Beneficiary's sole discretion and without prejudice to Beneficiary.
(h) Beneficiary or Trustee may resort to any remedies and the security given by the Note, this Deed of Trust or the Loan Documents in whole or in part, and in such portions and in such order as determined by Beneficiary's sole discretion. No such action shall in any way be considered a waiver of any rights, benefits or remedies evidenced or provided by the Note, this Deed of Trust or any of the Collateralother Loan Documents. The failure of Beneficiary or Trustee to exercise any right, remedy or option provided in the Note, this Deed of Trust or any of the other Loan Documents shall not be deemed a waiver of such right, remedy or option or of any covenant or obligation secured by the Note, this Deed of Trust or the other Loan Documents. No acceptance by Beneficiary of any payment after the occurrence of any Event of Default and no payment by Beneficiary of any obligation for which Trustor is liable hereunder shall be deemed to waive or cure any Event of Default with respect to Trustor, or Trustor's liability to pay such obligation. No sale of all or any portion of the Trust Property, no forbearance on the pan of Beneficiary or Trustee, and no extension of time for the payment of the whole or any portion of the Debt or any other indulgence given by Beneficiary or Trustee to Trustor, shall operate to release or in any manner affect the interest of Beneficiary in the remaining Trust Property or the liability of Trustor to pay the Debt. No waiver by Beneficiary or Trustee shall be effective unless it is in writing and then only to the extent specifically stated. All costs and expenses of Beneficiary and Trustee in exercising the rights and remedies under this Paragraph 26 (including reasonable attorneys' fees and disbursements to the extent permitted by law), shall be paid by Trustor immediately upon notice from Beneficiary or Trustee, with interest at the Default Rate for the period after notice from Beneficiary or Trustee and such casts and expenses shall constitute a portion of the Debt and shall be secured by this Deed of Trust.
(i) The interests and rights of Beneficiary under the Note, this Deed of Trust or in any of the other Loan Documents shall not be impaired by any indulgence, including (i) any Accountsrenewal, by suit extension or otherwise, or make any compromise or settlement modification which Beneficiary may grunt with respect to any of the CollateralDebt, or (ii) any surrender, compromise, release, renewal, extension, exchange or substitution which Beneficiary may grant with respect to the Trust Property or any portion thereof; or (iii) any release or exchange all indulgence granted to any maker, endorser, Guarantor or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products surety of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's rights hereunder, under the Obligations. Grantor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceDebt.
Appears in 2 contracts
Samples: Deed of Trust, Assignment of Leases and Rents and Security Agreement (First Potomac Realty Trust), Deed of Trust, Assignment of Leases and Rents and Security Agreement (First Potomac Realty Trust)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct Grantoreach Debtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Secured Partyruptcy Code or take action under Section 364 or any other section of Bankruptcy Secured Partyruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor each Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorsuch Debtor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Each Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct except to the extent resulting from Secured Party’s gross negligence or gross negligencewillful or fraudulent misconduct.
Appears in 2 contracts
Samples: Security Agreement (National Automation Services Inc), Security Agreement (National Automation Services Inc)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct Grantor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantors, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) Subject to federal and state security laws, transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's rights hereunder, under the Obligations. Grantor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligence.
Appears in 2 contracts
Samples: Security Agreement (RiceBran Technologies), Security Agreement (RiceBran Technologies)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct Grantorany Debtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsCustomers, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtors hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtors, any guarantor Debtor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Each Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 2 contracts
Samples: Security Agreement (Pulse Network, Inc.), Security Agreement (Pulse Network, Inc.)
Additional Remedies. Upon the occurrence From and during the continuation of after an Event of Default, Secured Party the Lender -------------------- shall have the right and power to:
(a) instruct Grantorthe Borrowers, at its their own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Lender of any amounts due or to become due thereunder, or Secured Party the Lender may directly notify such obligors of the security interest of Secured Partythe Lender, and/or of the assignment to Secured Party the Lender of the Collateral and direct such obligors to make payment to Secured Party the Lender of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to any Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Lender or Secured Partythe Lender's nominee without disclosing, if Secured Party the Lender so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Lender, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Lender or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Lender or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Lender as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrowers hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Partythe Lender's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrowers, any guarantor or other Person liable to Secured Party the Lender for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Partythe Lender's rights hereunder, under any Note or under any of the other Obligations. Grantor Each of the Borrowers hereby ratifies ratify and confirms confirm whatever Secured Party the Lender may do in compliance with applicable law with respect to the Collateral and agrees that Secured Party the Lender shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in good faith in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 2 contracts
Samples: Loan and Security Agreement (Amrep Corp.), Loan and Security Agreement (Amrep Corp.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct Grantorany Debtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsCustomers, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtors hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtors, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Each Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 2 contracts
Samples: Security Agreement (Wild Craze, Inc.), Security Agreement (M Line Holdings Inc)
Additional Remedies. Upon the occurrence and In addition, during the continuation existence of an Event of Default, Secured Party the Lender shall have the right and power to:
(a) instruct Grantorany Loan Party, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Lender of any amounts due or to become due thereunder, or Secured Party the Lender may directly notify such obligors of the security interest of Secured Partythe Lender, and/or of the assignment to Secured Party the Lender of the Collateral and direct such obligors to make payment to Secured Party the Lender of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(fe) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Lender or Secured Party's the Lender’s nominee without disclosing, if Secured Party the Lender so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Lender, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, shall shall` not be bound to inquire, in the event that Secured Party the Lender or such said nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Lender or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(gf) vote the Collateral;
(hg) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Lender as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor any Loan Party hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Lender’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorany Loan Party, any guarantor or other Person liable to Secured Party the Lender for the Obligations; and
(ih) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Lender’s rights hereunder, under the Obligations. Grantor Each Loan Party hereby ratifies and confirms whatever Secured Party the Lender may do with respect to the Collateral and agrees that Secured Party the Lender shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct except for Lxxxxx’s gross negligence or gross negligencewillful misconduct.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party Lender shall have the right and power power, but not the obligation, to:
(a) instruct Grantorthe Borrowers, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party Lender of any amounts due or to become due thereunder, or Secured Party Lender may directly notify such obligors of the security interest of Secured PartyLender, and/or of the assignment to Secured Party Lender of the Collateral and direct such obligors to make payment to Secured Party Lender of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to any Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party Lender or Secured Party's Lender’s nominee without disclosing, if Secured Party Lender so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured PartyXxxxxx, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party Lender or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party Lender or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote deliver written notification to XX X’Xxxxx or any other brokerage firm that maintains the CollateralCommodity Account directing transfer, liquidation, or redemption of any assets in the Commodity Account, without any further consent by the Debtor or any other Person;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party Lender as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrowers hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's Xxxxxx’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party Lender for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's Xxxxxx’s rights hereunder, under any Note or under any of the other Obligations. Grantor The Borrowers hereby ratifies ratify and confirms whatever Secured Party Lender may do with respect to the Collateral and agrees that Secured Party Lender shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Samples: Loan and Security Agreement
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, The Secured Party shall have the right and power to:
(a) instruct Grantorthe Debtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors, to make payment directly to the Secured Party of any amounts due or to become due thereunder, or or, the Secured Party may directly notify such obligors of the security interest of the Secured Party, and/or of the assignment to the Secured Party of the Collateral and direct such obligors to make payment to the Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of the Secured Party or the Secured Party's ’s nominee without disclosing, if the Secured Party so desires, that such Capital Securities securities so transferred are subject to the security interest of the Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that the Secured Party or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether the Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of the Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive the Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Debtor, any guarantor or other Person liable to the Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Transaction Documents, or any of the other Obligations, or the Secured Party's ’s rights hereunder, hereunder or under the Obligations. Grantor The Debtor hereby ratifies and confirms whatever the Secured Party may do with respect to the Collateral and agrees that the Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Samples: Security Agreement (Lattice INC)
Additional Remedies. Upon the occurrence and In addition, during the continuation existence of an Event of Default, Secured Party the Lender shall have the right and power power, in its Permitted Discretion, to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Lender of any amounts due or to become due thereunder, or Secured Party the Lender may directly notify such obligors of the security interest of Secured Partythe Lender, and/or of the assignment to Secured Party the Lender of the Collateral and direct such obligors to make payment to Secured Party the Lender of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(fe) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Lender or Secured Partythe Lender's nominee without disclosing, if Secured Party the Lender, in its Permitted Discretion so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Lender, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Lender or such said nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Lender or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(gf) vote the Collateral;
(hg) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Lender as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Partythe Lender's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Lender for the Obligations; and
(ih) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Partythe Lender's rights hereunder, under the Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Lender may do with respect to the Collateral except acts of gross negligence, bad faith or willful misconduct, as determined by a final, non-appealable order of a court of competent jurisdiction and agrees that Secured Party the Lender shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct except for Xxxxxx's gross negligence or gross negligencewillful misconduct.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation continuance of an Event of Default, Secured Party the Bank shall have the right and power to:
(a) instruct Grantor, the Borrower at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, Accounts by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or Note, any other of the Obligations, any obligation of any nature of any other obligor with respect to the Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to the Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Party's the Bank’s nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such said nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Bank’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Bank’s rights hereunder, under the Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Samples: Loan and Security Agreement (Huron Consulting Group Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct Grantor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantors, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's rights hereunder, under the Obligations. Grantor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligence.
Appears in 1 contract
Samples: Asset Purchase Agreement (Grow Solutions Holdings, Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Lender shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Lender of any amounts due or to become due thereunder, or Secured Party the Lender may directly notify such obligors of the security interest of Secured Partythe Lender, and/or of the assignment to Secured Party the Lender of the Collateral and direct such obligors to make payment to Secured Party the Lender of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to any Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Lender or Secured Party's the Lender’s nominee without disclosing, if Secured Party the Lender so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Lender, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Lender or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Lender or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Lender as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Lender’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Lender for the Obligations; and
(ih) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Lender’s rights hereunder, under any Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Lender may do with respect to the Collateral and agrees that Secured Party the Lender shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation continuance of an Event of Default, Secured Party shall have the right and power to:
(a) instruct Grantorany Debtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsCustomers, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtors hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtors, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Each Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct Grantorany Debtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantorsof its customers and of any Debtor’s payment processing service providers, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor any Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorany Debtor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Transaction Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Each Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon In addition to the foregoing, following the occurrence and during the continuation continuance of an Event of Default, Secured Party the Administrative Agent shall have the right and power to:
(a) instruct Grantorthe Debtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors, to make payment directly to Secured Party the Administrative Agent of any amounts due or to become due thereunder, or Secured Party the Administrative Agent may directly notify such obligors of the security interest of Secured Partythe Administrative Agent , and/or of the assignment to Secured Party the Administrative Agent of the Collateral and direct such obligors to make payment to Secured Party the Administrative Agent of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Administrative Agent or Secured Partythe Administrative Agent 's nominee without disclosing, if Secured Party the Administrative Agent so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Administrative Agent , and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Administrative Agent or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Administrative Agent or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Administrative Agent as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Partythe Administrative Agent 's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Debtor, any guarantor or other Person liable to Secured Party the Administrative Agent for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Partythe Administrative Agent's rights hereunder, under the Obligations. Grantor The Debtor hereby ratifies and confirms whatever Secured Party the Administrative Agent may do with respect to the Collateral and agrees that Secured Party the Administrative Agent shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Samples: Security Agreement (Meadowbrook Insurance Group Inc)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Agent shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Agent of any amounts due or to become due thereunder, or Secured Party the Agent may directly notify such obligors of the security interest of Secured Partythe Agent and the Lenders, and/or of the assignment to Secured Party the Agent and Lenders of the Collateral and direct such obligors to make payment to Secured Party the Agent of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, ; or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or Note, any other of the Obligations, any obligation of any nature of any other obligor with respect to the Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to the Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Lenders or Secured Party's nominee the Agent without disclosing, if Secured Party the Agent so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Agent and the Lenders, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, agent shall not be bound to inquire, in the event that Secured Party the Agent or such any nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Agent or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Agent as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Partythe Agent's or the Lenders' rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Agent for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Partythe Agent's or the Lenders' rights hereunder, under the Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Agent may do with respect to the Collateral and agrees that Secured Party the Agent shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct GrantorDebtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsCustomers and Payment Processing Companies, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same’s nominee;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral in accordance with the terms of this Agreement and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) : instruct Grantor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantors, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) ; enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) ; take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) ; extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) ; grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) ; transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) ; vote the Collateral;
(h) ; make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) and at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's rights hereunder, under the Obligations. Grantor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligence.
Appears in 1 contract
Samples: Senior Secured Revolving Credit Facility Agreement (Sunpeaks Ventures, Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of DefaultThe Lenders, Secured Party shall have the right rights and power powers to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including any including, but not limited to, the applicable Account GrantorsDebtors, to make payment directly to Secured Party the Lenders of any amounts due or to become due thereunder, or Secured Party the Lenders may directly notify such obligors of the security interest of Secured Partythe Lenders, and/or of the assignment to Secured Party the Lenders of the Collateral and direct such obligors to make payment to Secured Party the Lenders of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to the Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Lenders or Secured Party's the Lenders’ nominee without disclosing, if Secured Party the Required Lenders so desiresdesire, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Lenders, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Lenders or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Lenders or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Lenders as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Lenders’ rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Lenders for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Lenders’ rights hereunder, under any Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Lenders may do with respect to the Collateral and agrees that Secured Party the Lenders shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of (a) At any time an Event of DefaultDefault exists or has occurred and is continuing, Secured Party Lender shall have the right and power to:
(a) instruct Grantorin addition to any other rights Lender may have under this Agreement, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantorsother Financing Agreements or otherwise) without further notice to Borrower, to make appropriate, set off and apply to the payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security thereforor all Collateral, in such manner as Lender shall in its sole discretion determine, to enforce payment of any Collateral, to settle, compromise or release in whole or in part, any amounts owing on the Collateral, to prosecute any other obligor action, suit or proceeding with respect to the Obligations;
Collateral, to extend the time of payment of any and all Collateral, to make allowances and adjustments with respect thereto, to issue credits in the name of Lender or Borrower, to sell, assign and deliver the Collateral (f) transfer the whole or any part of Capital Securities which thereof), at public or private sale, at broker's board, for cash upon credit or otherwise, at Lender's sole option and discretion, and Lender may constitute Collateral into the name of Secured Party bid or Secured Party's nominee without disclosingbecome purchaser at any such sale, if Secured Party so desirespublic, that such Capital Securities so transferred are subject free from any right of redemption which is hereby expressly waived.
(b) Without limiting any rights or remedies of Agent or Lender at any time on or after an Event of Default pursuant to the security interest of Secured Partyother Financing Agreements or applicable law, and Agent may, at its option, cure any corporationdefault by Borrower under any agreement, associationlaw, regulation, permit, license or approval with, or issued or promulgated by, any Person, which constitutes, or with notice or passage of time or both would constitute an Event of Default hereunder or under any of the managers or trustees of any trust issuing any of such Capital Securitiesother Financing Agreements, or pay or bond on appeal any transfer agentjudgment, shall not be bound to inquireorder, in the event that Secured Party directive, claim or such nominee makes any further transfer of such Capital Securities, citation entered or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
made against Borrower (g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 irrespective of the Bankruptcy Code amount of said judgment or take action under Section 364 or any other section the time elapsed since entry thereof) and charge Borrower's account therefor, such amounts to be repayable by Borrower to Agent on demand, together with interest thereon at the rate of Bankruptcy Code; interest then payable by Borrower on the Obligations, provided, however, that any Agent shall be under no obligation to -------- effect such action of Secured Party as set forth herein cure, payment or bonding and shall not, in by making any manner whatsoeverpayment for Borrower's account, impair be deemed to have assumed any obligation or affect the liability of Grantor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, Borrower or any of the other Obligations, or Secured Party's rights hereunder, under the Obligations. Grantor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligencesuch Affiliate.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct GrantorDebtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsCustomers and Payment Processing Companies, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantor, Debtor or any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Samples: Security Agreement (SRAX, Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party the Bank shall have the right and power to:
(a) instruct Grantorthe Debtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and receive and retain all payments, distributions, proceeds, and products of any kind with respect to any and all of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(fe) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Party's the Bank’s nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(gf) vote exercise any voting, consent, enforcement or other right, power, privilege, remedy or interest of the CollateralBorrower pertaining to any item of Collateral to the same extent as if the Bank were the outright owner thereof;
(hg) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Bank’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Debtor, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and;
(ih) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Bank’s rights hereunder, under the Obligations;
(i) enter any premises where any item of Collateral may be located, with or without permission or process of law but without breach of the peace, and seize and remove such Collateral or remain upon such premises and use or dispose of such Collateral as contemplated under this Security Agreement;
(j) pay, purchase, contest, or compromise any encumbrance, charge, or Lien that, in the opinion of Bank, appears to be prior or superior to its Lien and pay all expenses incurred in connection therewith; and
(k) request the judicial appointment of a receiver respecting the Collateral or any portion thereof in any action, suit or proceeding in which claims are asserted against the Collateral by the Bank or its designee, irrespective of the solvency of the Borrower or any other person or the adequacy of any Collateral, and without notice to or the approval of the Borrower, which receiver shall have the power to manufacture, operate, sell, lease or rent such items of Collateral pending the sale of all of the Collateral and to collect the rent, issues and profits therefrom, together with such other powers as may have been requested by the Bank and shall apply the amounts received (net of all proper charges and expenses) to the Obligations as provided in this Security Agreement. Grantor Such a receiver may serve without bond or under such minimal bond as may be required by applicable law. The Debtor hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct GrantorDebtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's rights hereunder, under the Obligations. Grantor Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation continuance of an Event of Default, Secured Party the Bank shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or Note, any other of the Obligations, any obligation of any nature of any other obligor with respect to the Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to the Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Party's the Bank’s nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such said nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Bank’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Bank’s rights hereunder, under the Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Samples: Loan and Security Agreement (Huron Consulting Group Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Bank shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to any Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Party's the Bank’s nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Bank’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Bank’s rights hereunder, under any Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than except for matters caused by the Bank’s gross negligence or willful misconduct as determined by a result court of intentional misconduct or gross negligencecompetent jurisdiction by a final and nonappealable judgment.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Bank shall have the right and power to:
(a) instruct GrantorBorrower, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or Notes, any other of the Obligations, any obligation of any nature of any other obligor with respect to the Notes or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to the Notes, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Notes or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Partythe Bank's nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such said nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Partythe Bank's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorBorrower, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Partythe Bank's rights hereunder, under the Notes or under any of the other Obligations. Grantor Borrower hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Bank shall have the right and power power, but shall not be obligated, to:
(a) instruct Grantorthe Borrower, at its Borrower=s own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the Bank=s security interest of Secured Partyinterest, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, thereafter the Bank may collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to any of the ObligationsCollateral;
(ec) grant releases, compromises or indulgences with respect to the Revolving Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Revolving Note or any of the Obligations;
(fd) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject consent to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy the Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Partythe Bank's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person Person, firm, corporation or other entity liable to Secured Party the Bank for the Obligations; and
(ie) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Partythe Bank's rights hereunder, under the Revolving Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or good faith mistakes of fact or law with respect to actions taken in connection with the Collateral. The Bank shall, after receipt of cash or solvent credits from collection of items of payment, proceeds of Collateral or any other than source, apply the same in accordance with the terms of the Security Documents. No Event of Default shall be waived by the Bank except in writing. No failure or delay on the part of the Bank in exercising any right, power or remedy hereunder shall operate as a result waiver of intentional misconduct the exercise of the same or gross negligenceany other right at any other time; nor shall any single or partial exercise of any such right, power or remedy preclude any other or further exercise thereof or the exercise of any other right, power or remedy hereunder. There shall be no obligation on the part of the Bank to exercise any remedy available to the Bank in any order. The remedies provided for herein are cumulative and not exclusive of any remedies provided at law or in equity. The Borrower agrees that in the event that the Borrower fails to perform, observe or discharge any of its Obligations or liabilities under this Agreement or any other agreements with the Bank, no remedy of law will provide adequate relief to the Bank, and further agrees that the Bank shall be entitled to temporary and permanent injunctive relief in any such case without the necessity of proving actual damages.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct GrantorDebtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct Grantorany Debtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors or Payment Processing Companies, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtors hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtors, any guarantor or other Person liable to Secured Party for the Obligations; and
and (i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Each Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Agent shall have the right and power toto any of the following after the occurrence and during the continuance of any Event of Default:
(a) instruct Grantorthe Company, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Agent of any amounts due or to become due thereunder, or Secured Party the Agent may directly notify such obligors of the security interest of Secured Partythe Agent, and/or of the assignment to Secured Party the Agent of the Collateral and direct such obligors to make payment to Secured Party the Agent of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or Notes, any other of the Obligations, any obligation of any nature of any other obligor with respect to the Notes or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to the Notes, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Notes or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Agent or Secured Partythe Agent's nominee without disclosing, if Secured Party the Agent so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Agent, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Agent or such said nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Agent or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Agent as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor hereunderthe Company under the Loan Documents, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Partythe Agent's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Company, any guarantor or other Loan Party or Person liable to Secured the Agent or any other Bank Party for the Obligations; and;
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the other Loan Documents, or any of the other Obligations, or Secured Party's the Bank Parties' rights hereunder, under the Notes or under any of the other Obligations;
(j) surrender any and all Life Insurance Policies (or otherwise liquidate the same) and receive the cash surrender value of any and all Life Insurance Policies and apply the cash proceeds thereof to the Obligations. Grantor The Company hereby ratifies and confirms whatever Secured Party the Bank Parties may do with respect to the Collateral and agrees that Secured the Agent or any other Bank Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Samples: Credit Agreement (Energy West Inc)
Additional Remedies. Upon In addition, upon the occurrence and during the continuation of an Event of Default, Secured Party the Lender shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Lender of any amounts due or to become due thereunder, or Secured Party the Lender may directly notify such obligors of the security interest of Secured Partythe Lender, and/or of the assignment to Secured Party the Lender of the Collateral and direct such obligors to make payment to Secured Party the Lender of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(fe) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Lender or Secured Party's the Lender’s nominee without disclosing, if Secured Party the Lender so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Lender, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, shall shall` not be bound to inquire, in the event that Secured Party the Lender or such said nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Lender or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(gf) vote the Collateral;
(hg) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Lender as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Lender’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Lender for the Obligations; and
(ih) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Lender’s rights hereunder, under the Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Lender may do with respect to the Collateral and agrees that Secured Party the Lender shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct except for Lxxxxx’s gross negligence or gross negligencewillful misconduct.
Appears in 1 contract
Samples: Loan and Security Agreement (Flux Power Holdings, Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Bank shall have the right and power to:
(a) instruct Grantorthe Borrowers (or any of them), at its such Borrower’s own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to any Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Party's the Bank’s nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor any Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Bank’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorany Borrower, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and;
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Bank’s rights hereunder, under any Note or under any of the other Obligations. Grantor hereby ratifies and confirms whatever Secured Party may do with respect ;
(j) to the extent that Bank deems it impracticable to effect a public sale of all or any part of the Pledged Equity Interests, Bank may elect to make one or more private sales of any such Collateral to a restricted group of purchasers who will be obligated to agree, among other things, to acquire such Collateral for their own account, for investment and not with a view to the distribution or resale thereof. Each Borrower acknowledges that any such private sale may be at prices and on terms less favorable to the seller than the prices and other terms which might have been obtained at a public sale and, notwithstanding the foregoing, agrees that Secured Party such private sale shall not be liable deemed to have been made in a commercially reasonable manner and that Bank shall have no obligation to delay sale of any such securities for any error the period of judgment or mistakes time necessary to permit the issuer of fact or law with respect such securities to actions taken in connection with register such securities for public sale under the Collateral other than as a result of intentional misconduct or gross negligence.Securities Act of
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) a. instruct GrantorDebtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantorscustomers, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) b. enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) c. take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) d. extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant x. xxxxx releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) f. make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtors hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtors, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) g. at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor The Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Samples: Security Agreement (Fresh Healthy Vending International, Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct GrantorDebtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantorscustomers, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtors hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtors, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's rights hereunder, under the Obligations. Grantor The Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation continuance of an Event of Default, the Secured Party Representative on behalf of the Lenders shall have the right and power to:
(a) instruct Grantorthe Guarantor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantorsaccount debtors of Guarantor, to make payment directly to the Lenders or the Secured Party Representative, as applicable, of any amounts due or to become due thereunder, or the Lenders or the Secured Party Representative, as applicable, may directly notify such obligors of the security interest of Secured Partythe Lenders, and/or of the assignment to the Lenders or the Secured Party Representative of the Collateral and direct such obligors to make payment to the Lenders or the Secured Party Representative, as applicable, of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons party obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of the Lenders, the Lenders’ nominee, or the Secured Party or Secured Party's nominee Representative without disclosing, if Secured Party any Lender so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Lenders, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party any Lender or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party such Lender or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of any Lender or the Secured Party Representative as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Guarantor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive any Lender’s or the Secured Party's Party Representative’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Guarantor, any guarantor or other Person party liable to Secured Party any Lender for the Obligations; and
(ih) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or any Lender’s and/or the Secured Party's Party Representative’s rights hereunder, under hereunder or relating to the Obligations. Grantor The Guarantor hereby ratifies and confirms whatever any Lender or the Secured Party Representative may do with respect to the Collateral and agrees that neither any Lender nor the Secured Party Representative shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result except to the extent resulting from the action, failure to act, negligence and/or misconduct of intentional misconduct or gross negligenceany Lender, the Secured Party Representative and/or any Affiliate of any of the foregoing.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Bank shall have the right and power to, in each case, subject to the Third Amended and Restated Intercreditor Agreement:
(a) instruct Grantorthe Debtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party or, the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Party's the Bank’s nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Bank’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Debtor, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Bank’s rights hereunder, under the Obligations. Grantor The Debtor hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Lender shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Lender of any amounts due or to become due thereunder, or Secured Party the Lender may directly notify such obligors of the security interest of Secured Partythe Lender, and/or of the assignment to Secured Party the Lender of the Collateral and direct such obligors to make payment to Secured Party the Lender of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to any Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Lender or Secured Party's the Lender’s nominee without disclosing, if Secured Party the Lender so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Lender, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Lender or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Lender or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Lender as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Lender’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Lender for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Lender’s rights hereunder, under any Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Lender may do upon the occurrence and during the continuance of an Event of Default with respect to the Collateral and agrees that Secured Party the Lender shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result upon the occurrence and during the continuance of intentional misconduct or gross negligencean Event of Default.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Lender shall have the right and power to:
(a) instruct Grantorthe Borrowers, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Lender of any amounts due or to become due thereunder, or Secured Party the Lender may directly notify such obligors of the security interest of Secured Partythe Lender, and/or of the assignment to Secured Party the Lender of the Collateral and direct such obligors to make payment to Secured Party the Lender of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to any Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Lender or Secured Party's the Lender’s nominee without disclosing, if Secured Party the Lender so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Lender, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Lender or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Lender or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Lender as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrowers hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Lender’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrowers, any guarantor or other Person liable to Secured Party the Lender for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Lender’s rights hereunder, under any Note or under any of the other Obligations. Grantor Each of the Borrowers hereby ratifies and confirms whatever Secured Party the Lender may do with respect to the Collateral and agrees that Secured Party the Lender shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party the Bank shall have the right and power to:
(a) instruct Grantorthe Debtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(fe) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Partythe Bank's nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(gf) vote the Collateral;
(hg) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Partythe Bank's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Debtor, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and
(ih) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Partythe Bank's rights hereunder, under the Obligations. Grantor The Debtor hereby ratifies and confirms whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party the Lender shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Lender of any amounts due or to become due thereunder, or Secured Party the Lender may directly notify such obligors of the security interest of Secured Partythe Lender, and/or of the assignment to Secured Party the Lender of the Collateral and direct such obligors to make payment to Secured Party the Lender of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or Revolving Note, any other of the Obligations, any obligation of any nature of any other obligor with respect to the Revolving Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to the Revolving Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Revolving Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Lender or Secured Party's the Lender’s nominee without disclosing, if Secured Party the Lender so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Lender, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Lender or such said nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Lender or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Lender as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Lender’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor Guarantor or other Person liable to Secured Party the Lender for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Lender’s rights hereunder, under the Revolving Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Lender may do with respect to the Collateral and agrees that Secured Party the Lender shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct except for Lender’s gross negligence or gross negligencewillful misconduct.
Appears in 1 contract
Samples: Loan and Security Agreement (Chromcraft Revington Inc)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party the Bank shall have the right and power to:
(a) instruct Grantorthe Borrowers, at its their own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or Note, any obligation other of the Obligations, any obligations of any nature of any other obligor with respect to the Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to the Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefortherefore, or to any other obligor with respect to the Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Party's the Bank’s nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such said nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrowers hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Bank’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrowers, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's the Bank’s rights hereunder, under the Note or under any of the other Obligations. Grantor The Borrowers hereby ratifies ratify and confirms confirm whatever Secured Party the Bank may do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Samples: Loan and Security Agreement (FreightCar America, Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, the Secured Party Parties shall have the right and power to:
(a) instruct Grantor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantors, to make payment directly to the Secured Party Parties of any amounts due or to become due thereunder, or the Secured Party Parties may directly notify such obligors of the security interest of the Secured PartyParties, and/or of the assignment to the Secured Party Parties of the Collateral and direct such obligors to make payment to the Secured Party Parties of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of the Secured Party Parties or the Secured Party's Parties’ nominee without disclosing, if the Secured Party Parties so desires, that such Capital Securities so transferred are subject to the security interest of the Secured PartyParties, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that the Secured Party Parties or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether the Secured Party Parties or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; providedprovided , howeverhowever , that any such action of the Secured Party Parties as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive the Secured Party's Parties’ rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantor, any guarantor or other Person liable to the Secured Party Parties for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or the Secured Party's Parties’ rights hereunder, under the Obligations. Grantor hereby ratifies and confirms whatever the Secured Party Parties may do with respect to the Collateral and agrees that the Secured Party Parties shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligence.
Appears in 1 contract
Samples: Security Agreement (Inergetics Inc)
Additional Remedies. Upon the occurrence and during the continuation continuance of an Event of Default, the Lender and the Secured Party Representative on behalf of the Secured Parties shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsBorrowers, to make payment directly to the Lender or the Secured Party Representative, as applicable, of any amounts due or to become due thereunder, or the Lender or Secured Party Representative, as applicable, may directly notify such obligors of the security interest of the Lender or the Secured PartyParties, and/or of the assignment to the Lender or the Secured Party Representative of the Collateral and direct such obligors to make payment to the Lender or the Secured Party Representative, as applicable, of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons party obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of the Lender, the Lender's nominee, or any Secured Party or the Secured Party's nominee Party Representative without disclosing, if the Lender or any Secured Party so desires, that such Capital Securities securities so transferred are subject to the security interest of the Lender or the Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that the Lender, such nominee or any Secured Party or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether the Lender, such nominee or the Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote receive distributions related to the CollateralPledged Membership Interests to apply against the Obligations and exercise any voting rights as to the Pledged Membership Interests and all other corporate rights and all conversion, exchange, subscription or other rights, privileges or options pertaining thereto as if it were the absolute owner thereof, including, without limitation, registration rights and any right to exchange any or all of the Pledged Membership Interests upon the merger, consolidation, reorganization, recapitalization, or other readjustment of the issuer thereof, or upon the exercise of any such issuer of any right, privilege, or option pertaining to any of the Pledged Membership Interests, but neither the Lender nor the Secured Parties shall have any duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of the Lender or the Secured Party Representative as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive the Lender's or any Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person party liable to the Lender or any Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or the Lender's or any Secured Party's ’s rights hereunder, under the Obligations. Grantor The Borrower hereby ratifies and confirms that whatever the Lender or any Secured Party or the Secured Party Representative may do with respect to the Collateral and agrees that neither the Lender, any Secured Party nor the Secured Party Representative shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral except to the extent resulting from the action, failure to act, negligence and/or misconduct of the Lender, any other than as a result Secured Party, the Secured Party Representative and/or any Affiliate of intentional misconduct or gross negligenceany of the foregoing.
Appears in 1 contract
Samples: Loan, Security and Pledge Agreement (DJSP Enterprises, Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party The Bank shall have the right and power to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including including, but not limited to, any Account GrantorsDebtors, to make payment directly to Secured Party the Bank of any amounts due or to become due thereunder, or Secured Party the Bank may directly notify such obligors of the security interest of Secured Partythe Bank, and/or of the assignment to Secured Party the Bank of the Collateral and direct such obligors to make payment to Secured Party the Bank of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or Notes, any other of the Obligations, any obligation of any nature of any other obligor with respect to the Notes or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to the Notes, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Notes or any of the Obligations;
(f) following delivery of notice to the Borrower, transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Bank or Secured Partythe Bank's nominee without disclosing, if Secured Party the Bank so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Bank, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessaid securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Bank or such said nominee makes any further transfer of such Capital Securitiessaid securities, or any portion thereof, as to whether Secured Party the Bank or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Bank as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Partythe Bank's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Bank for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Partythe Bank's rights hereunder, under the Notes or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Bank may reasonably do with respect to the Collateral and agrees that Secured Party the Bank shall not be liable for any good faith error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than so long as a result of intentional misconduct or gross negligencethe Bank exercised reasonable care in connection with same.
Appears in 1 contract
Samples: Loan and Security Agreement (Fortune Industries, Inc.)
Additional Remedies. Upon The Administrative Agent, on behalf of the occurrence and during the continuation of an Event of DefaultLenders, Secured Party shall have the right rights and power powers to:
(a) instruct Grantorthe Borrower, at its own expense, to notify any parties obligated on any of the Collateral, including any including, but not limited to, the applicable Account GrantorsDebtors, to make payment directly to Secured Party the Administrative Agent of any amounts due or to become due thereunder, or Secured Party the Administrative Agent may directly notify such obligors of the security interest of Secured Partythe Administrative Agent, and/or of the assignment to Secured Party the Administrative Agent of the Collateral and direct such obligors to make payment to Secured Party the Administrative Agent of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including including, but not limited to, any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) any Note, any other of the Obligations or Obligations, any obligation of any nature of any other obligor with respect to any Note or any of the Obligations;
(e) grant releases, compromises or indulgences with respect to the Note, any of the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to any Note or any of the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party the Administrative Agent or Secured Party's the Administrative Agent’s nominee without disclosing, if Secured Party the Required Lenders so desiresdesire, that such Capital Securities securities so transferred are subject to the security interest of Secured Partythe Administrative Agent, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party the Lenders or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party the Lenders or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of Secured Party the Lenders or Administrative Agent as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Borrower hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's the Lenders’ rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Borrower, any guarantor or other Person liable to Secured Party the Lenders for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Partythe Administrative Agent's or the Lenders’ rights hereunder, under any Note or under any of the other Obligations. Grantor The Borrower hereby ratifies and confirms whatever Secured Party the Lenders or Administrative Agent may do with respect to the Collateral and agrees that Secured Party neither the Administrative Agent nor the Lenders shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event default of Defaultthe Buyer hereunder or under the Purchase Agreement, Secured Party shall have the right and power to:
(a) instruct GrantorDebtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsCustomers and Payment Processing Companies, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan DocumentsPurchase Agreement, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Samples: Security Agreement (Growlife, Inc.)
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct Grantor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantors, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligence.
Appears in 1 contract
Samples: Security Agreement (Bitzio, Inc.)
Additional Remedies. Upon the occurrence and during the continuation continuance of an a Security Agreement Event of Default, the Lender and the Secured Party Representative on behalf of the Secured Parties shall have the right and power to:
(a) instruct Grantorthe Guarantor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantorsaccount debtors of Guarantor, to make payment directly to the Lender or the Secured Party Representative, as applicable, of any amounts due or to become due thereunder, or the Lender or Secured Party Representative, as applicable, may directly notify such obligors of the security interest of the Lender or the Secured PartyParties, and/or of the assignment to the Lender or the Secured Party Representative of the Collateral and direct such obligors to make payment to the Lender or the Secured Party Representative, as applicable, of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons party obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Guaranteed Obligations or any obligation of any nature of any other obligor with respect to the Guaranteed Obligations;
(e) grant releases, compromises or indulgences with respect to the Guaranteed Obligations, any extension or renewal of any of the Guaranteed Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of the Lender, the Lender's nominee, or any Secured Party or the Secured Party's nominee Party Representative without disclosing, if the Lender or any Secured Party so desires, that such Capital Securities securities so transferred are subject to the security interest of the Lender or the Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that the Lender, such nominee or any Secured Party or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether the Lender, such nominee or the Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of the Bankruptcy Code; provided, however, that any such action of the Lender or the Secured Party Representative as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor the Guarantor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive the Lender's or any Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantorthe Guarantor, any guarantor or other Person party liable to the Lender or any Secured Party for the Guaranteed Obligations; and
(ih) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Guaranteed Obligations, or the Lender's or any Secured Party's ’s rights hereunder, under the Guaranteed Obligations. Grantor The Guarantor hereby ratifies and confirms that whatever the Lender or any Secured Party or the Secured Party Representative may do with respect to the Collateral and agrees that neither the Lender, any Secured Party nor the Secured Party Representative shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral except to the extent resulting from the action, failure to act, negligence and/or misconduct of the Lender, any other than as a result Secured Party, the Secured Party Representative and/or any Affiliate of intentional misconduct or gross negligenceany of the foregoing.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation of an Event of Default, Secured Party shall have the right and power to:
(a) instruct GrantorDebtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account Grantorsof its customers and of Debtor’s payment processing service providers, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's ’s nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's ’s rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Transaction Documents, or any of the other Obligations, or Secured Party's ’s rights hereunder, under the Obligations. Grantor Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Additional Remedies. Upon the occurrence and during the continuation continuance of an Event of Default, Secured Party shall have the right and power to:
(a) instruct GrantorDebtor, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsCustomers, to make payment directly to Secured Party of any amounts due or to become due thereunder, or Secured Party may directly notify such obligors of the security interest of Secured Party, and/or of the assignment to Secured Party of the Collateral and direct such obligors to make payment to Secured Party of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities which may constitute Collateral into the name of Secured Party or Secured Party's nominee without disclosing, if Secured Party so desires, that such Capital Securities so transferred are subject to the security interest of Secured Party, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party or such nominee makes any further transfer of such Capital Securities, or any portion thereof, as to whether Secured Party or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor Debtor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, GrantorDebtor, any guarantor or other Person liable to Secured Party for the Obligations; and
(i) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured Party's rights hereunder, under the Obligations. Grantor Debtor hereby ratifies and confirms whatever Secured Party may do with respect to the Collateral and agrees that Secured Party shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral.
Appears in 1 contract
Samples: Security Agreement (Wowio, Inc.)
Additional Remedies. Upon Subject to the occurrence and during terms of the continuation of an Event of DefaultIntercreditor Agreement, Secured Party Lender shall have the right and power to:
(a) instruct GrantorBorrower, at its own expense, to notify any parties obligated on any of the Collateral, including any Account GrantorsBorrowers, to make payment directly to Secured Party Lender of any amounts due or to become due thereunder, or Secured Party Lender may directly notify such obligors of the security interest of Secured PartyLender, and/or of the assignment to Secured Party Lender of the Collateral and direct such obligors to make payment to Secured Party Lender of any amounts due or to become due with respect thereto, and thereafter, collect any such amounts due on the Collateral directly from such Persons obligated thereon;
(b) enforce collection of any of the Collateral, including any Accounts, by suit or otherwise, or make any compromise or settlement with respect to any of the Collateral, or surrender, release or exchange all or any part thereof, or compromise, extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder;
(c) take possession or control of any proceeds and products of any of the Collateral, including the proceeds of insurance thereon;
(d) extend, renew or modify for one or more periods (whether or not longer than the original period) the Obligations or any obligation of any nature of any other obligor with respect to the Obligations;
(e) grant releases, compromises or indulgences with respect to the Obligations, any extension or renewal of any of the Obligations, any security therefor, or to any other obligor with respect to the Obligations;
(f) transfer the whole or any part of Capital Securities securities which may constitute Collateral into the name of Secured Party Lender or Secured PartyLender's nominee without disclosing, if Secured Party Lender so desires, that such Capital Securities securities so transferred are subject to the security interest of Secured PartyLxxxxx, and any corporation, association, or any of the managers or trustees of any trust issuing any of such Capital Securitiessecurities, or any transfer agent, shall not be bound to inquire, in the event that Secured Party Lender or such nominee makes any further transfer of such Capital Securitiessecurities, or any portion thereof, as to whether Secured Party Lender or such nominee has the right to make such further transfer, and shall not be liable for transferring the same;
(g) vote the Collateral;
(h) make an election with respect to the Collateral under Section 1111 of the Bankruptcy Code or take action under Section 364 or any other section of Bankruptcy Code; provided, however, that any such action of Secured Party as set forth herein shall not, in any manner whatsoever, impair or affect the liability of Grantor hereunder, nor prejudice, waive, nor be construed to impair, affect, prejudice or waive Secured Party's rights and remedies at law, in equity or by statute, nor release, discharge, nor be construed to release or discharge, Grantor, any guarantor or other Person liable to Secured Party for the Obligations; and
(ih) at any time, and from time to time, accept additions to, releases, reductions, exchanges or substitution of the Collateral, without in any way altering, impairing, diminishing or affecting the provisions of this Security Agreement, the Loan Documents, or any of the other Obligations, or Secured PartyLxxxxx's rights hereunder, under the Obligations. Grantor Borrower hereby ratifies and confirms whatever Secured Party Lender may do with respect to the Collateral and agrees that Secured Party Lender shall not be liable for any error of judgment or mistakes of fact or law with respect to actions taken in connection with the Collateral other than as a result of intentional misconduct or gross negligenceCollateral, solely to the extent that such actions are taken in accordance with the Intercreditor Agreement.
Appears in 1 contract