COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence (collectively, the “Pledged Collateral”): the Excluded Shares now owned or hereinafter acquired; all rights and privileges of the Debtor with respect to the membership interests and the other property referred to as Excluded Shares; and all Proceeds of any of the Pledged Collateral.
Appears in 2 contracts
Samples: Loan Modification Agreement (Real Goods Solar, Inc.), Loan and Security Agreement (Real Goods Solar, Inc.)
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word “Collateral” as used in and to this Agreement means the following personal following-described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: All inventory, equipment, accounts (collectivelyincluding, but not limited to, all health-care-insurance receivables), chattel paper, instruments (including, but not limited to, all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including, but not limited to, all software and all payment intangibles); all Patents, Trademarks, Copyrights, and IP Licenses; all oil, gas and other minerals before extraction; all oil, gas, other minerals and accounts constituting as-extracted collateral; all fixtures; all timber to be cut; all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the “Pledged Collateral”): foregoing property and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property; all insurance refunds relating to the foregoing property; all goodwill relating to the foregoing property; all records and data and embedded software relating to the foregoing property and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligations relating to the foregoing property, all whether now existing or hereafter arising, whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of in the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds products and proceeds (including, but not limited to, all insurance payments) of any of or relating to the Pledged foregoing property. In addition, the word “Collateral.” also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located:
Appears in 1 contract
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word "Collateral" as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: All inventory, equipment, accounts (collectivelyincluding but not limited to all health-care-insurance receivables), instruments (including but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including but not limited to all software and all payment intangibles excluding Borrower’s Intellectual Property; all fixtures; all timber to be cut; all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the “Pledged Collateral”): foregoing property, and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligations relating to the foregoing property; all whether now existing or hereafter arising, whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of in the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds products and proceeds (including but not limited to all insurance payments) of any or relating to the foregoing property. See Exhibit "A" for legal description of Property attached hereto and forming a part hereof In addition, the Pledged word "Collateral." also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located:
Appears in 1 contract
Samples: Commercial Security Agreement (Applied Optoelectronics, Inc.)
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word “Collateral” as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: All inventory, equipment, accounts (collectivelyincluding but not limited to all health-care-insurance receivables), chattel paper, instruments, (including but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including but not limited to all software and all payment intangibles); and all, gas and other minerals before extraction; all oil, gas, other minerals and accounts constituting as-extracted collateral; all fixtures; all timber to be cut; all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goads relating to the “Pledged Collateral”): foregoing property, and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligations relating to the foregoing property; all whether now existing or hereafter arising, whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of in the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds of any of products and proceeds (including but not limited to all insurance payments) or relating to the Pledged foregoing property. In addition, the word “Collateral.” also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located:
Appears in 1 contract
Samples: Commercial Security Agreement (Dougherty's Pharmacy, Inc.)
COLLATERAL DESCRIPTION. The Collateral consists of (a) All existing and future accounts, contracts and contract rights, including all of Borrower’s rightaccounts receivable, title bank accounts, partnership and interest in joint venture interests and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment distributions in connection therewith, rights under all invoices and purchase orders and other documents representing payments for goods sold and services rendered, and moneys due or to become due or payable or to become payable in connection with any such accounts, contracts or contract rights; (b) all general intangibles, all other trade names, customer lists, trademarks and trademark applications, business names, fictitious business names, service marks, logos, labels, other source of moneybusiness identifiers, leasesprints and labels on which any of the foregoing have appeared, license agreementsdesigns and general intangibles of like nature, franchise agreementspatents and patent applications, General Intangiblescopyrights, commercial tort and intellectual property rights, tax refunds and claims, documentsall rights in litigation for any cause or claim now pending or hereafter arising, instruments all judgments now or hereafter arising, all claims of Debtor against Secured Party, all rights to purchase real property, all rights its a licensor, licensee or distributor of any kind, all royalties, licenses and proprietary information, all data, licenses, computer programs, software and hardware; (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securitiesc) all insurance policies and claims, and all other investment propertyrights, supporting obligationsprivileges and franchises of every kind; (d) all supplies, fixed assets, merchandise, products, equipment and financial assetsinventory; (e) all other personal property of Debtor, tangible or intangible, whether now owned or hereafter acquiredowned by Debtor; together with all increases, wherever located; substitutions, additions and accretions in said property and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests property of a similar nature hereafter acquired by Debtor in any of the above categories herein described; and together with all substitutions for, additions, attachments, accessories, accessions cash and improvements to and replacements, products, non-cash proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence thereof (collectively, the “Pledged "Collateral”): the Excluded Shares now owned or hereinafter acquired; all rights and privileges of the Debtor with respect to the membership interests and the other property referred to as Excluded Shares; and all Proceeds of any of the Pledged Collateral."
Appears in 1 contract
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word "Collateral" as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: All Inventory, equipment, accounts (collectivelyincluding but not limited to all health-care-insurance receivables), chattel paper, Instruments (including but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including but not limited to all software and all payment Intangibles); all oil, gas and other minerals before extraction; all oil, gas, other minerals and accounts constituting as-extracted collateral; all fixtures; all timber to be cut; all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the “Pledged Collateral”): foregoing property, and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligations relating to the foregoing property; all whether now existing or hereafter arising, whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of In the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds products and proceeds (including but not limited to all insurance payments) of any of or relating to the Pledged foregoing property. In addition, the word "Collateral." also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located:
Appears in 1 contract
Samples: Commercial Security Agreement (ProUroCare Medical Inc.)
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word "Collateral" as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the indebtedness and performance of all other obligations under the Note and this Agreement: All inventory, equipment, accounts (collectivelyincluding but not limited to all health-care-insurance receivables), chattel paper, instruments (including but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including but not limited to all software and all payment intangibles); all attachments, accessions, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the “Pledged Collateral”): foregoing property, and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligations relating to the foregoing property; all whether now existing or hereafter arising, whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of in the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds products and proceeds (including but not limited to all insurance payments) of any of or relating to the Pledged foregoing property. In addition, the word "Collateral." also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located:
Appears in 1 contract
Samples: Disbursement Request and Authorization (Transbotics Corp)
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word ‘Collateral’ as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: All inventory, equipment, accounts (collectivelyincluding but not limited to all health-care-insurance receivables), chattel paper, instruments (including but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, Investment property, money, other rights to payment and performance, and general intangibles (including but not limited to all software and all payment intangibles); all oil, gas and other minerals before extraction; all oil, gas, other minerals and accounts constituting as-extracted collateral; all fixtures; all timber to be cut; all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the “Pledged Collateral”): foregoing property, and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; mid all supporting obligations relating to the foregoing property; all whether now existing or hereafter arising, whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of in the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds products and proceeds (including but not limited to all insurance payments) of any of or relating to the Pledged foregoing property. In addition, the word “Collateral.’ also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located:
Appears in 1 contract
Samples: Commercial Security Agreement (Arts Way Manufacturing Co Inc)
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word “Collateral” as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: All inventory, equipment, accounts (collectivelyincluding but not limited to all health-care-insurance receivables), chattel paper, instruments (including but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including, but not limited to, all software and all payment intangibles); all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the “Pledged Collateral”): foregoing property, and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property: all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; all supporting obligations relating to the foregoing property, all whether now existing or hereafter arising, whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of in the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds products and proceeds (including but not limited to “all insurance payments”) of any of or relating to the Pledged Collateralforegoing property.
Appears in 1 contract
Samples: Commercial Security Agreement (Advanced Life Sciences Holdings, Inc.)
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word “Collateral” as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations of Borrower under the Note and any Related Document: All inventory, equipment, accounts (collectivelyincluding but not limited to all health-care-insurance receivables), chattel paper, instruments (including but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including, but not limited to, all software and all payment intangibles); all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the “Pledged Collateral”): foregoing property, and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property: all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; all supporting obligations relating to the foregoing property, all whether now existing or hereafter arising, whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of in the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds products and proceeds (including but not limited to “all insurance payments”) of any of or relating to the Pledged Collateralforegoing property.
Appears in 1 contract
Samples: Commercial Security Agreement (Advanced Life Sciences Holdings, Inc.)
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal propertyfollowing: All goods, Accounts (including health-care receivables)Goods, Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General IntangiblesIntangibles (including payment intangibles), commercial tort claimsAccounts, Collections, documents, instruments Instruments (including any promissory notes), chattel paper Chattel Paper (whether tangible Tangible Chattel Paper or electronicElectronic Chattel Paper), cash, deposit accountscash equivalents, fixturesDeposit Accounts, letters Fixtures, Letters of credit rights Credit Rights (whether or not the letter of credit is evidenced by a writing), commercial tort claims, securities, and all other investment propertyInvestment Property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and All proceeds of all the Intellectual Property (as defined below) that are accounts, (i.e. accounts receivable) of Borrower, or General Intangibles consisting of rights to payment, including but not limited to, all rights to payment arising under customer contracts related to Software; and All works of authorship, copyrights, copyright applications, copyright registration and like protection in each work of authorship and derivative work thereof, whether published or unpublished, now owned or hereafter acquired, and including all moral rights included or embodied therein; all patents, patent applications and like protections including without limitation design and utility patents, utility models, industrial designs, improvements, divisions, continuations, renewals, reissues, reexaminations, extensions and continuations-in-part of the same and the inventions disclosed or claimed therein; trade names; trademarks, service marks and applications therefor, whether registered or not, trade dress, and all of the goodwill of the business of Borrower connected with and symbolized by such trademarks, service marks and trade dress, any trade secret rights, including any rights to unpatented inventions, know-how, operating manuals, source code, Software license rights and agreements and confidential information now owned or hereafter acquired; databases; domain names; or any claims for damage and injunctive relief by way of any past, present and future infringement, dilution, misappropriation or breach of any of the foregoing (collectively, the “Intellectual Property”); and All of Borrower’s Books relating to the foregoing, foregoing and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, productsProducts, proceeds Proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding ; provided that, notwithstanding the foregoing, the Collateral shall not include property (including any attachments, accessions or replacements) that is subject to a lien that is permitted pursuant to Section 7.5, if the grant of a security interest with respect to such property pursuant to this Agreement would be prohibited by the agreement creating such Permitted Lien or would otherwise constitute a default thereunder, provided that such property will be deemed “Collateral” hereunder upon the termination and release of such Permitted Lien. All terms used in this Exhibit A that are defined in the Code, and not otherwise defined in this Agreement, shall have the meanings as set forth in the Code. The following are excluded from the Collateral: (a) equity interests in any foreign subsidiary in excess of sixty-five percent (65%), to the extent a grant of a security interest in such equity interests would result in material adverse tax consequences to the grantor of the Debtor’s rightsecurity interest; (b) equity interests in a foreign subsidiary that is not a first-tier subsidiary of Borrower or a Domestic Subsidiary, title (c) any agreement, lease, license, contract, or property rights in which the grant of a security interests would cause a breach or make such agreement, lease, license, contract or property right invalid or unenforceable (d) any asset the grant or perfection of a security interest in which would be prohibited by anti-assignment provisions of Applicable Law, or by anti-assignment provisions of contracts governing such asset, and interest in, (e) trademark applications prior to and under the following propertyfiling of a statement of use; but only, in each case whether tangible or intangibleof clauses (c) and (d), wherever locatedto the extent, and whether now owned for as long as, such prohibition is not terminated or such invalidity, unenforceability or prohibition is not rendered unenforceable or otherwise deemed ineffective by the Debtor Code or hereafter acquired and whether now existing or hereafter coming into existence (collectively, the “Pledged Collateral”): the Excluded Shares now owned or hereinafter acquired; all rights and privileges of the Debtor with respect to the membership interests and the any other property referred to as Excluded Shares; and all Proceeds of any of the Pledged CollateralApplicable Law.
Appears in 1 contract
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word “Collateral” as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Granter is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: All inventory, equipment, accounts (collectivelyincluding but not limited to all health-care-insurance receivables), chattel paper, instruments (including but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including but not limited to all software and all payment intangibles); all oil, gas and other minerals before extraction; all oil, gas, other minerals and accounts constituting as-extracted collateral; all fixtures; all timber to be cut; all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the “Pledged Collateral”): foregoing property, and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligations relating to the foregoing property; all whether now existing or hereafter arising, whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of in the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds products and proceeds (including but not limited to all insurance payments) of any of or relating to the Pledged foregoing property. In addition, the word “Collateral.” also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located:
Appears in 1 contract
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word “Collateral” as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: All inventory, equipment, accounts (collectivelyincluding but not limited to all health-care-insurance receivables), chattel paper, instruments (including but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including but not limited to all software and all payment intangibles); all oil, gas and other minerals before extraction; all oil, gas, other minerals and accounts constituting as-extracted collateral; all fixtures; all timber to be cut; all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the “Pledged Collateral”): foregoing property, and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligations relating to the foregoing property; all whether now existing or hereafter arising, whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of in the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds products and proceeds (including but not limited to all insurance payments) of any of or relating to the Pledged Collateralforegoing property.
Appears in 1 contract
Samples: Commercial Security Agreement (Soluna Holdings, Inc)
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word "Collateral" as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence (collectivelyarising, and wherever located, in which Grantor is giving to Lender a security interest for the “Pledged Collateral”): payment of the Excluded Shares now owned or hereinafter acquiredIndebtedness and performance of all other obligations under the Note and this Agreement: All Accounts; all rights Chattel Paper (whether tangible or electronic); all Commercial Tort Claims identified on Schedule 1 hereto; all Deposit Accounts, all cash, and privileges all other property from time to time deposited therein and the monies and property in the possession or under the control of the Debtor with respect to the membership interests Lender; all Documents; all Equipment; all Fixtures; all General Intangibles (including, without limitation, all Payment Intangibles); all Goods; all Instruments (including, without limitation, Promissory Notes); all Inventory; all Investment Property; all Copyrights, Patents and the other property referred to as Excluded SharesTrademarks, and all Licenses; all Letter-of-Credit Rights; all Supporting Obligations; and all Proceeds other tangible and intangible personal property of Grantor (whether or not subject to the Code), including, without limitation, all bank and other accounts and all cash and all investments therein, all proceeds, products, offspring, accessions, rents, profits, income, benefits, substitutions and replacements of and to any of the property of Grantor described in this Collateral section (including, without limitation, any proceeds of insurance thereon and all causes of action, claims and warranties now or hereafter held by Grantor in respect of any of the Pledged items listed above), and all books, correspondence, files and other records, including, without limitation, all tapes, desks, cards, Software, data and computer programs in the possession or under the control of Grantor or any other Person from time to time acting for Grantor that at any time evidence or contain information relating to any of the property described in this Collateral section or are otherwise necessary or helpful in the collection or realization thereof. In addition, the word "Collateral." also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located:
Appears in 1 contract
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word "Collateral" as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: All inventory, equipment, accounts (collectivelyincluding but not limited to all health-care-insurance receivables), chattel paper, instruments (including but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including but not limited to all software and all payment intangibles); all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the “Pledged Collateral”): foregoing property, and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligations relating to the foregoing property; all whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of in the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds products and proceeds (including but not limited to all insurance payments) of any of or relating to the Pledged foregoing property. In addition, the word "Collateral." also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located:
Appears in 1 contract
COLLATERAL DESCRIPTION. The Collateral consists word “Collateral” as used in this Agreement means the following described property, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the indebtedness and performance of all other obligations under the Note of Borrower’s right, title and interest in and to the following personal propertythis Agreement: All goodsassets, Accounts including but not limited to, all inventory, equipment, accounts (including but not limited to all health-care care-insurance receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cashinstruments (included but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, fixturesinvestment property, letters of credit money, other rights to payment and performance, choses in action (whether or including but not limited to commercial tort claims) and general intangibles (including but not limited to all software and all payment intangibles); all tax refunds, all warranties, all intellectual property, including but not limited to licenses, license agreements, trademarks, trade names, know how, copyrights and patents; all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies and commingled goods relating to the letter of credit is evidenced by a writing), securitiesforegoing property, and all other investment additions, replacements of and substitutions for all or any part of the foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligationsobligations relating to the foregoing property; all whether now existing or hereafter arising, whether now owned or hereafter acquired or whether now or hereafter subject to any rights in the foregoing property; and financial assetsall products and proceeds (including but not limited to all insurance payments) of or relating to the foregoing property. In addition, the word “Collateral” also includes all the following, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence (collectivelyarising, the “Pledged Collateral”): the Excluded Shares now owned or hereinafter acquired; all rights and privileges of the Debtor with respect to the membership interests and the other property referred to as Excluded Shares; and all Proceeds of any of the Pledged Collateral.wherever located:
Appears in 1 contract
Samples: Business Loan Agreement (Nocopi Technologies Inc/Md/)
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word "Collateral" as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: All inventory, equipment, accounts (collectivelyincluding but not limited to all health-care-insurance receivables), chattel paper, instruments (including but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including but not limited to all software and all payment intangibles); all oil, gas and other minerals before extraction; all oil, gas, other minerals and accounts constituting as-extracted collateral; all fixtures; all timber to be cut; all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the “Pledged Collateral”): foregoing property, and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligations relating to the foregoing property; all whether now existing or hereafter arising, whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of in the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds products and proceeds (including but not limited to all insurance payments) of any or relating to the foregoing property as previously filed with the Colorado Secretary of State on January 2, 2002 as Document Number 2002000347. In addition, the Pledged word "Collateral." also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located:
Appears in 1 contract
Samples: Promissory Note (Ourpets Co)
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word "Collateral" as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: All inventory, equipment, accounts (collectivelyincluding but not limited to all health-care-insurance receivables), chattel paper, instruments (including but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including but not limited to all software and all payment intangibles); all oil, gas and other minerals before extraction; all oil, gas, other minerals and accounts constituting as-extracted collateral; all fixtures; all timber to be cut; all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the “Pledged Collateral”): foregoing property, and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligations relating to the foregoing property; all whether now existing or hereafter arising, whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of In the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds products and proceeds (including but not limited to all insurance payments) of any of or relating to the Pledged foregoing property. In addition, the word "Collateral." also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located:
Appears in 1 contract
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word “Collateral” as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located; , in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: The Collateral includes any and all Borrowerof Grantor’s Books relating present and future inventory (including consigned inventory), related equipment, goods, merchandise and other items of personal property, no matter where located, of every type and description, including without limitation any and all of Grantor’s present and future raw materials, components, work-in-process, finished items, packing and shipping materials, containers, items held for sale, items held for lease, items for which Grantor is lessor, goods to be furnished under contract for services, materials used or consumed in Grantor’s business, whether held by Grantor or by others, and all documents of title, warehouse receipts, bills of lading, and other documents of every type covering all or any part of the foregoing, and any and all claimsadditions thereto and substitutions or replacements therefor, rights and interests in all accessories, attachments, and accessions thereto, whether added now or later, and all products and proceeds derived or to be derived therefrom, including without limitation all insurance proceeds and refunds of insurance premiums, if any, and all sums that may be due from third parties who may cause damage to any of the above foregoing, and all substitutions forany rights of Grantor to collect or enforce payment thereof, additions, attachments, accessories, accessions and improvements as well as to and replacements, products, proceeds and insurance proceeds enforce any lease or other disposition of any or all of the foregoing. Notwithstanding , or from any insurer, whether due to judgment, settlement, or other process, and any and all present and future accounts, contract rights, chattel paper, instruments, documents, and notes that may be derived from the sale, lease or other disposition of any of the foregoing, and any rights of Grantor to collect or enforce payment thereof, as well as to enforce any guarantees of the Collateral shall not include forgoing and security therefor, and all of Grantor’s present and future general intangibles in any way related or pertaining to the ownership, operation, use, or collection of any of the Debtorforegoing, including without limitation Grantor’s rightbooks, records, files, computer disks and software, and all rights that Grantor may have with regard thereto. Inventory includes inventory temporarily out of Grantor’s possession or custody and all returns on accounts, chattel paper and instruments. The Collateral includes any and all of Grantor’s present and future chattel paper, equipment leases, retail installment contracts, notes and chattel mortgages, notes and security agreements, instruments, documents, and all other similar obligations and indebtedness that may now and in the future be owed to or held by Grantor from whatever source arising, and all monies and proceeds payable thereunder, and all of Grantor’s rights and remedies to collect and enforce payment and performance thereof, as well as to enforce any guaranties of the foregoing and security therefore, and all of Grantor’s present and future rights, title and interest inin and with respect to the goods or other property that may give rise to or that may secure any of the foregoing, including without limitation Grantor’s insurance rights with regard thereto, and any and all present and future general intangibles of Grantor in any way related or pertaining to any of the foregoing, including without limitation Grantor’s account ledgers, books, records, files, computer disks and software, and all rights that Grantor may have with regard thereto. The Collateral includes any and all of Grantor’s present and future accounts, accounts receivable, other receivables, contract rights, instruments, documents, notes, and all other similar obligations and indebtedness that may now and in the future be owed to or held by Grantor from whatever source arising, and all monies and proceeds payable thereunder, and all of Grantor’s rights and remedies to collect and enforce payment and performance thereof, as well as to enforce any guaranties of the foregoing and security therefore, and all of Grantor’s present and future rights, title and interest in and with respect to the goods, services, and other property that may give rise to or that may secure any of the foregoing, including without limitation Grantor’s insurance rights with regard thereto, and all present and future general intangibles of Grantor in any way related or pertaining to any of the foregoing, including without limitation Grantor’s account ledgers, books, records, files, computer disks and software, and all rights that Grantor may have with regard thereto. The word “Collateral” also includes any and all present or future parts, accessories, attachments, additions, accessions, substitutions and replacements to and for the collateral. The word “Collateral” further includes any and all of Grantor’s present and future rights to any proceeds derived or to be derived from the sale, lease, damage, destruction, insurance loss, expropriation and other disposition of the collateral, including without limitation, any and all of Grantor’s rights to enforce collection and payment of such proceeds. Despite any other provision of this Agreement, Lender is not granted, and will not have, a nonpurchase money security interest in household goods, to the extent such a security interest would be prohibited by applicable law. CROSS-COLLATERALIZATION. In addition to the Note, this Agreement secures all obligations, debts and under the following propertyliabilities, in each case whether tangible plus interest thereon, of Grantor to Lender, or intangibleany one or more of them, wherever locatedas well as all claims by Lender against Grantor or any one or more of them, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence (collectivelyarising, whether related or unrelated to the “Pledged Collateral”): the Excluded Shares now owned or hereinafter acquired; all rights and privileges purpose of the Debtor Note, whether voluntary or otherwise, whether due or not due, direct or indirect, determined or undetermined, absolute or contingent, liquidated or unliquidated whether Grantor may be liable individually or jointly with respect others, whether obligated as guarantor, surety, accommodation party or otherwise, and whether recovery upon such amounts may be or hereafter may become barred by any statute of limitations, and whether the obligation to the membership interests and the other property referred to as Excluded Shares; and all Proceeds of any of the Pledged Collateralrepay such amounts may be or hereafter may become otherwise unenforceable.
Appears in 1 contract
Samples: Business Loan Agreement (Flotek Industries Inc/Cn/)
COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest word "Collateral" as used in and to this Agreement means the following personal described property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include any of the Debtor’s right, title and interest in, to and under the following property, in each case whether tangible or intangible, wherever located, and whether now owned by the Debtor or hereafter acquired and whether now existing or hereafter coming into existence arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: All inventory, equipment, accounts (collectivelyincluding but not limited to all health-care-insurance receivables), chaftel paper, instruments (including but not limited to all promissory notes), lefter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including but not limited to all software and all payment intangibles); all oil, gas and other minerals before extraction; all oil, gas, other minerals and accounts constituting as-extracted collateral; all fixtures; all timber to be cut; all aftachments, accessions, accessories, fiftings, increases, tools, parts, repairs, supplies, and commingled goods relating to the “Pledged Collateral”): foregoing property, and all additions, replacements of and substitutions for all or any part of the Excluded Shares foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligations relating to the foregoing property; all whether now existing or hereafter arising, whether now owned or hereinafter acquired; all hereafter acquired or whether now or hereafter subject to any rights and privileges of in the Debtor with respect to the membership interests and the other property referred to as Excluded Sharesforegoing property; and all Proceeds products and proceeds (including but not limited to all insurance payments) of any of or relating to the Pledged foregoing property. In addition, the word "Collateral." also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located:
Appears in 1 contract
Samples: Commercial Security Agreement (Arts Way Manufacturing Co Inc)