Common use of Assignments of Receivables Clause in Contracts

Assignments of Receivables. Each Borrower will promptly, upon request, execute and deliver to the Agent written assignments, in form and content acceptable to the Agent, of specific Receivables or groups of Receivables; provided, however, the Lien and/or security interest granted to the Agent, for the ratable benefit of the Lenders and for the benefit of the Agent with respect to the Agent’s Obligations, under this Agreement shall not be limited in any way to or by the inclusion or exclusion of Receivables within such assignments. Receivables so assigned shall secure payment of the Obligations and are not sold to the Agent and/or the Lenders whether or not any assignment thereof, which is separate from this Agreement, is in form absolute. The Borrowers agree that neither any assignment to the Lender nor any other provision contained in this Agreement or any of the other Financing Documents shall impose on the Agent or the Lenders any obligation or liability of any of the Borrowers with respect to that which is assigned and the Borrowers hereby agree jointly and severally to indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless from any and all claims, actions, suits, losses, damages, costs, expenses, fees, obligations and liabilities which may be incurred by or imposed upon the Agent and/or any of the Lenders by virtue of the assignment of and Lien on any Borrower’s rights, title and interest in, to, and under the Collateral.

Appears in 1 contract

Samples: Business Loan and Security Agreement (Vse Corp)

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Assignments of Receivables. Each Borrower of the Borrower, Fostxx Xxxxx xxx Fantasma will promptly, upon request, execute and deliver to the Agent written assignments, in form and content acceptable to the Agent, of specific Receivables or groups of Receivables; provided, however, the Lien and/or security interest granted to the Agent, for the ratable benefit of the Lenders and for the benefit of the Agent with respect to the Agent’s 's Obligations, under this Agreement shall not be limited in any way to or by the inclusion or exclusion of Receivables within such assignments. Receivables so assigned shall secure payment of the Obligations and are not sold to the Agent and/or the Lenders whether or not any assignment thereof, which is separate from this Agreement, is in form absolute. The Borrowers Borrower, Fostxx Xxxxx xxx Fantasma agree that neither any assignment to the Lender nor any other provision contained in this Agreement or any of the other Financing Documents shall impose on the Agent or the Lenders any obligation or liability of any of the Borrowers Borrower, Fostxx Xxxxx xxx Fantasma with respect to that which is assigned and the Borrowers Borrower, Fostxx Xxxxx xxx Fantasma hereby agree jointly and severally to indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless from any and all claims, actions, suits, losses, damages, costs, expenses, fees, obligations and liabilities which may be incurred by or imposed upon the Agent and/or any of the Lenders by virtue of the assignment of and Lien on any of the Borrower’s 's, Fostxx Xxxxx'x xx Fantasma's rights, title and interest in, to, and under the Collateral.

Appears in 1 contract

Samples: Financing and Security Agreement (O Ray Holdings Inc)

Assignments of Receivables. Each The Borrower will promptlyfollowing the occurrence and during the continuance of an Event of Default, upon request, execute and deliver to the Agent written assignments, in form and content acceptable to the Agent, of specific Receivables or groups of Receivables; provided, however, the Lien and/or security interest granted to the Agent, Agent for the ratable benefit of the Lenders and for the benefit of the Agent with respect to the Agent’s Obligations, under this Agreement shall not be limited to in any way to or by the inclusion or exclusion of Receivables within such assignments. Receivables so assigned shall secure payment of the Obligations and are not sold to the Agent and/or the Lenders whether or not any assignment thereof, which is separate from this Agreement, is in form absolute. The Borrowers agree Borrower agrees that neither any assignment to the Agent or any Lender nor any other provision contained in this Agreement or any of the other Financing Documents shall impose on the Agent or the Lenders any Lender any obligation or liability of any of the Borrowers Borrower with respect to that which is assigned assigned, and the Borrowers Borrower hereby agree jointly and severally agrees to indemnify the Agent and the Lenders each Lender and hold the Agent and the Lenders each Lender harmless from any and all claims, actions, suits, losses, damages, costs, expenses, fees, obligations and liabilities which may be incurred by or imposed upon the Agent and/or or any of the Lenders by virtue of the assignment of and Lien on any the Borrower’s 's rights, title and interest in, to, and under the Collateral.

Appears in 1 contract

Samples: Financing and Security Agreement (Reunion Industries Inc)

Assignments of Receivables. Each Borrower will Subject to the limitations set forth in Section 2.9 (Limitations on Joint and Several Liability for Obligations), each of the Obligors will, following a Default which is continuing, promptly, upon request, execute and deliver to the Agent Lender written assignments, in form and content acceptable to the AgentLender, of specific Receivables or groups of Receivables; provided, however, the Lien and/or security interest granted to the Agent, for the ratable benefit of the Lenders and for the benefit of the Agent with respect to the Agent’s Obligations, Lender under this Agreement shall not be limited in any way to or by the inclusion or exclusion of Receivables within such assignments. Receivables so assigned shall secure payment of the Obligations and are not sold to the Agent and/or the Lenders Lender whether or not any assignment thereof, which is separate from this Agreement, is in form absolute. The Borrowers Obligors agree that neither any assignment to the Lender nor any other provision contained in this Agreement or any of the other Financing Documents shall impose on the Agent or the Lenders Lender any obligation or liability of any of the Borrowers Obligor with respect to that which is assigned and the Borrowers Obligors hereby agree (subject to the limitations set forth in Section 2.9 (Limitations on Joint and Several Liability for Obligations)) jointly and severally to indemnify the Agent and the Lenders Lender and hold the Agent and the Lenders Lender harmless from any and all claims, actions, suits, losses, damages, costs, expenses, fees, obligations and liabilities which may be incurred by or imposed upon the Agent and/or any of the Lenders Lender by virtue of the assignment of and Lien on any Borrower’s Obligor's rights, title and interest in, to, and under the Collateral.

Appears in 1 contract

Samples: Financing and Security Agreement (Optelecom Inc)

Assignments of Receivables. Each Borrower will Subject to the limitations set forth in Section 2.9 (Limitations on Joint and Several Liability for Obligations), each of the Obligors will, following a Default which is continuing, promptly, upon request, execute and deliver to the Agent Lender written assignments, in form and content acceptable to the AgentLender, of specific Receivables or groups of Receivables; provided, however, the Lien and/or security interest granted to the Agent, for the ratable benefit of the Lenders and for the benefit of the Agent with respect to the Agent’s Obligations, Lender under this Agreement shall not be limited in any way to or by the inclusion or exclusion of Receivables within such assignments. Receivables so assigned shall secure payment of the Obligations and are not sold to the Agent and/or the Lenders Lender whether or not any assignment thereof, which is separate from this Agreement, is in form absolute. The Borrowers Obligors agree that neither any assignment to the Lender nor any other provision contained in this Agreement or any of the other Financing Documents shall impose on the Agent or the Lenders Lender any obligation or liability of any of the Borrowers Obligor with respect to that which is assigned and the Borrowers Obligors hereby agree (subject to the limitations set forth in Section 2.9 (Limitations on Joint and Several Liability for Obligations)) jointly and severally to indemnify the Agent and the Lenders Lender and hold the Agent and the Lenders Lender harmless from any and all claims, actions, suits, losses, damages, costs, expenses, fees, obligations and liabilities which may be incurred by or imposed upon the Agent and/or any of the Lenders Lender by virtue of the assignment of and Lien on any BorrowerObligor’s rights, title and interest in, to, and under the Collateral.

Appears in 1 contract

Samples: Financing and Security Agreement (Optelecom-Nkf, Inc.)

Assignments of Receivables. Each Borrower will promptly, upon request, execute and deliver to the Administrative Agent written assignments, in form and content acceptable to the Administrative Agent, of specific Receivables or groups of Receivables; provided, however, the Lien and/or security interest granted to the Administrative Agent, for the ratable benefit of the Lenders and for the benefit of the Administrative Agent with respect to the Agent’s Agents' Obligations, under this Agreement shall not be limited in any way to or by the inclusion or exclusion of Receivables within such assignments. Receivables so assigned shall secure payment of the Obligations and are not sold to the Administrative Agent and/or the Lenders whether or not any assignment thereof, which is separate from this Agreement, is in form absolute. The Borrowers agree that neither any assignment to the Lender nor any other provision contained in this Agreement or any 105 of the other Financing Documents shall impose on the Administrative Agent or the Lenders any obligation or liability of any of the Borrowers with respect to that which is assigned and the Borrowers hereby agree jointly and severally to indemnify the Administrative Agent and the Lenders and hold the Administrative Agent and the Lenders harmless from any and all claims, actions, suits, losses, damages, costs, expenses, fees, obligations and liabilities which may be incurred by or imposed upon the Administrative Agent and/or any of the Lenders by virtue of the assignment of and Lien on any Borrower’s 's rights, title and interest in, to, and under the Collateral, except for any such claims, actions, suits, losses, damages, costs, expenses, fees, obligations or liabilities which are the proximate result of the gross negligence or willful misconduct of the Administrative Agent or any Lender.

Appears in 1 contract

Samples: Financing and Security Agreement (Walbro Corp)

Assignments of Receivables. Each Borrower will promptly, upon request, execute and deliver to the Agent Lender written assignments, in form and content acceptable to the AgentLender, of specific Receivables or groups of Receivables; provided, however, the Lien and/or security interest granted to the Agent, for the ratable benefit of the Lenders and for the benefit of the Agent with respect to the Agent’s Obligations, Lender under this Agreement shall not be limited in any way to or by the inclusion or exclusion of Receivables within such assignments. Receivables so assigned shall secure payment of the Obligations and are not sold to the Agent and/or the Lenders Lender whether or not any assignment thereof, which that is separate from this Agreement, is in form absolute. The Borrowers agree that neither any assignment to the Lender nor any other provision contained in this Agreement or any of the other Financing Documents shall impose on the Agent or the Lenders Lender any obligation or liability of any of the Borrowers with respect to that which is assigned and the Borrowers hereby agree jointly and severally to indemnify the Agent and the Lenders Lender and hold the Agent and the Lenders Lender harmless from any and all claims, actions, suits, losses, damages, costs, expenses, fees, obligations and liabilities which that may be incurred by or imposed upon the Agent and/or any of the Lenders Lender by virtue of the assignment of and Lien on any Borrower’s rights, title and interest in, to, and under the Collateral. Each of the Borrowers acknowledges and agrees that this indemnification shall survive the termination of this Agreement and the Commitments and the payment and performance of all of the other Obligations.

Appears in 1 contract

Samples: Financing and Security Agreement (Rand Worldwide Inc)

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Assignments of Receivables. Each Borrower will promptly, upon request, execute and deliver to the Agent written assignments, in form and content acceptable to the Agent, of specific Receivables or groups of Receivables; provided, however, the Lien and/or security interest granted to the Agent, for the ratable benefit of the Lenders and for the benefit of the Agent with respect to the Agent’s 's Obligations, under this Agreement shall not be limited in any way to or by the inclusion or exclusion of Receivables within such assignments. Receivables so assigned shall secure payment of the Obligations and are not sold to the Agent and/or the Lenders whether or not any assignment thereof, which is separate from this Agreement, is in form absolute. The Borrowers agree that neither any assignment to the Lender nor any other provision contained in this Agreement or any of the other Financing Documents shall impose on the Agent or the Lenders any obligation or liability of any of the Borrowers with respect to that which is assigned and the Borrowers hereby agree jointly and severally to indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless from any and all claims, actions, suits, losses, damages, costs, expenses, fees, obligations and liabilities which may be incurred by or imposed upon the Agent and/or any of the Lenders by virtue of the assignment of and Lien on any Borrower’s 's rights, title and interest in, to, and under the Collateral.

Appears in 1 contract

Samples: Business Loan and Security Agreement (Vse Corp)

Assignments of Receivables. Each Subject to the provisions of Section 3.2, each Borrower will promptly and will cause each Subsidiary promptly, upon request, execute and deliver to the Agent written assignments, in form and content reasonably acceptable to the Agent, of specific Receivables or groups of Receivables; provided, however, the Lien and/or security interest granted to the Agent, for the ratable benefit of the Lenders and for the benefit of the Agent with respect to the Agent’s 's Obligations, under this Agreement shall not be limited in any way to or by the inclusion or exclusion of Receivables within such assignments. Receivables so assigned shall secure payment of the Obligations and are not sold to the Agent and/or the Lenders whether or not any assignment thereof, which is separate from this Agreement, is in form absolute. The Borrowers agree that neither any assignment to the Lender nor any other provision contained in this Agreement or any of the other Financing Documents shall impose on the Agent or the Lenders any obligation or liability of any of the Borrowers with respect to that which is assigned and the Borrowers hereby agree jointly and severally to indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless from any and all claims, actions, suits, losses, damages, costs, expenses, fees, obligations and liabilities which may be incurred by or imposed upon the Agent and/or any of the Lenders by virtue of the assignment of and Lien on any Borrower’s 's rights, title and interest in, to, and under the Collateral, except for acts of gross negligence or willful misconduct.

Appears in 1 contract

Samples: Financing and Security Agreement (First Alert Inc)

Assignments of Receivables. Each Borrower will promptly, upon request, execute and deliver to the Administrative Agent written assignments, in form and content acceptable to the Administrative Agent, of specific Receivables or groups of Receivables; provided, however, the Lien and/or security interest granted to the Administrative Agent, for the ratable benefit of the Lenders and for the benefit of the Administrative Agent with respect to the Agent’s Agents' Obligations, under this Agreement shall not be limited in any way to or by the inclusion or exclusion of Receivables within such assignments. Receivables so assigned shall secure payment of the Obligations and are not sold to the Administrative Agent and/or the Lenders whether or not any assignment thereof, which is separate from this Agreement, is in form absolute. The Borrowers agree that neither any assignment to the Lender nor any other provision contained in this Agreement or any of the other Financing Documents shall impose on the Administrative Agent or the Lenders any obligation or liability of any of the Borrowers with respect to that which is assigned and the Borrowers hereby agree jointly and severally to indemnify the Administrative Agent and the Lenders and hold the Administrative Agent and the Lenders harmless from any and all claims, actions, suits, losses, damages, costs, expenses, fees, obligations and liabilities which may be incurred by or imposed upon the Administrative Agent and/or any of the Lenders by virtue of the assignment of and Lien on any Borrower’s 's rights, title and interest in, to, and under the Collateral, except for any such claims, actions, suits, losses, damages, costs, expenses, fees, obligations or liabilities which are the proximate result of the gross negligence or willful misconduct of the Administrative Agent or any Lender.

Appears in 1 contract

Samples: Financing and Security Agreement (Walbro Corp)

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