Common use of Continuing Security Interest; Assignment of Obligations Clause in Contracts

Continuing Security Interest; Assignment of Obligations. This Agreement shall create a continuing security interest in the Pledged Collateral and shall (i) remain in full force and effect until satisfaction in full in cash of the Pledgor Obligations as set forth herein and in accordance with the Settlement Agreement; (ii) be binding upon each Pledgor and each Pledgor's successors and assigns; (iii) inure, together with the rights and remedies of the Secured Parties hereunder, to the benefit of the Secured Parties and their successors, transferees and assigns; (iv) constitute, along with the Settlement Agreement and the Registration Rights Agreement, the entire agreement between the Pledgors and the Secured Parties with respect to the pledges created hereunder; and (v) be severable in the event that one or more of the provisions herein is determined to be illegal or unenforceable. Without limiting the generality of the foregoing clause (iii), the Secured Parties may, in accordance with the Settlement Agreement, assign or otherwise transfer any portion of the Pledgor Obligations to any other person or entity, and such other person or entity shall thereupon become, subject to the terms and provisions hereof and of the Settlement Agreement, vested with all the benefits in respect thereof granted to the Secured Parties herein or otherwise.

Appears in 2 contracts

Samples: Pledge Agreement (Thorn Tree Resources L L C), Pledge Agreement (Eweson Dorothy D)

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Continuing Security Interest; Assignment of Obligations. This Agreement shall create a continuing security interest in the Pledged Collateral and shall (ia) remain in full force and effect until satisfaction payment in full in cash of the Pledgor Obligations as set forth herein and in accordance with the Settlement Agreement; Secured Obligations, (iib) be binding upon each Pledgor and each Pledgor's the Borrower, its successors and assigns; , (iiic) inure, together with the rights and remedies of the Secured Parties Agent hereunder, to the benefit of the Secured Parties Agent on behalf of the Lenders and their its successors, transferees and assigns; , (ivd) constitute, along with the Settlement Agreement Notes and the Registration Rights Credit Agreement, the entire agreement between the Pledgors Borrower, the Agent and the Secured Parties with respect to the pledges created hereunder; Lenders, and (ve) be severable in the event that one or more of the provisions herein is determined to be illegal or unenforceable. Without limiting the generality of the foregoing clause (iiic), the Secured Parties may, in accordance with the Settlement Agreement, Agent may assign or otherwise transfer any portion of the Pledgor Obligations Secured Obligation to any other person or entity, and such other person or entity shall thereupon become, subject to the terms and provisions hereof and of the Settlement Agreement, become vested with all the benefits in respect thereof granted to the Secured Parties Agent for the benefit of the Lenders herein or otherwise. Upon the payment in full of the Secured Obligations, the Agent, at the request and expense of the Borrower, shall release the security interests in the Collateral granted herein and execute such termination statements as may be necessary therefor, to the extent that such Collateral shall not have been sold or otherwise applied pursuant to the terms hereof.

Appears in 1 contract

Samples: Term Credit Agreement (Entrada Networks Inc)

Continuing Security Interest; Assignment of Obligations. This ------------------------------------------------------- Agreement shall create a continuing security interest in the Pledged Collateral and shall (ia) remain in full force and effect until satisfaction indefeasible payment in full in cash of the Pledgor Obligations as set forth herein and in accordance with the Settlement Agreement; Secured Obligations, (iib) be binding upon each Pledgor and each Pledgor's Obligor, its successors and assigns; , (iiic) inure, together with the rights and remedies of the Secured Parties Party hereunder, to the benefit of the Secured Parties Party and their its successors, transferees and assigns; , (ivd) constitute, along with the Settlement Agreement Assignment and Assumption Agreement, the Indemnification Agreement, and the Registration Rights Agreementdocuments and agreements executed in connection therewith, the entire agreement between the Pledgors Obligor and the Secured Parties with respect to the pledges created hereunder; Party, and (ve) be severable in the event that one or more of the provisions herein is determined to be illegal or unenforceable. Without limiting the generality of the foregoing clause (iiic), the Secured Parties may, in accordance with the Settlement Agreement, Party may assign or otherwise transfer any portion of the Pledgor Obligations Secured Obligation to any other person or entity, and such other person or entity shall thereupon become, subject to the terms and provisions hereof and of the Settlement Agreement, become vested with all the benefits in respect thereof granted to the Secured Parties Party herein or otherwise. Upon the payment in full of the Secured Obligations, Secured Party, at expense of Obligor, shall release the security interests in the Collateral granted herein and execute such termination statements as may be necessary therefor, to the extent that such Collateral shall not have been sold or otherwise applied pursuant to the terms hereof.

Appears in 1 contract

Samples: Security Agreement (Lifef X Inc)

Continuing Security Interest; Assignment of Obligations. This Agreement shall create a continuing security interest in the Pledged Collateral and shall (ia) remain in full force and effect until satisfaction payment in full in cash of the Pledgor Obligations as set forth herein and in accordance with the Settlement Agreement; Secured Obligations, (iib) be binding upon each Pledgor and each Pledgor's , its successors and assigns; , (iiic) inure, together with the rights and remedies of the Secured Parties Lender hereunder, to the benefit of the Secured Parties Lender and their its successors, transferees and assigns; , (ivd) constitute, along with the Settlement Agreement Note and the Registration Rights Loan Agreement, the entire agreement between the Pledgors Pledgor and the Secured Parties with respect to the pledges created hereunder; Lender, and (ve) be severable in the event that one or more of the provisions herein is determined to be illegal or unenforceable. Without limiting the generality of the foregoing clause (iiic), the Secured Parties may, in accordance with the Settlement Agreement, Lender may assign or otherwise transfer any portion of the Pledgor Obligations Secured Obligation to any other person or entity, and such other person or entity shall thereupon become, subject to the terms and provisions hereof and of the Settlement Agreement, become vested with all the benefits in respect thereof granted to the Secured Parties Lender herein or otherwise. Upon the payment in full of the Secured Obligations, the Lender, at the request and expense of Pledgor, shall release the security interests in the Collateral granted herein and execute such termination statements as may be necessary therefor, to the extent that such Collateral shall not have been sold or otherwise applied pursuant to the terms hereof.

Appears in 1 contract

Samples: Pledge Agreement (Savon Team Sports Inc)

Continuing Security Interest; Assignment of Obligations. This ------------------------------------------------------- Agreement shall create a continuing security interest in the Pledged Collateral and shall (ia) remain in full force and effect until satisfaction payment in full in cash of the Pledgor Obligations as set forth herein and in accordance with the Settlement Agreement; Secured Obligations, (iib) be binding upon each Pledgor Debtor and each Pledgor's TVN, their successors and assigns; , (iiic) inure, together with the rights and remedies of the Secured Parties Party hereunder, to the benefit of the Secured Parties Party and their its successors, transferees and assigns; , (ivd) constitute, along with the Settlement Agreement and the Registration Rights AgreementLoan Documents, the entire agreement between the Pledgors Debtor, TVN and the Secured Parties with respect to the pledges created hereunder; Party, and (ve) be severable in the event that one or more of the provisions herein is determined to be illegal or unenforceable. Without limiting the generality of the foregoing clause (iiic), the Secured Parties may, in accordance with the Settlement Agreement, Party may assign or otherwise transfer any portion of the Pledgor Obligations Secured Obligation to any other person or entity, and such other person or entity shall thereupon become, subject to the terms and provisions hereof and of the Settlement Agreement, become vested with all the benefits in respect thereof granted to the Secured Parties Party herein or otherwise. Upon the payment in full of the Secured Obligations, Secured Party, within thirty (30) days thereafter at the expense of Debtor, shall release the security interests in the Collateral granted herein and execute such termination statements as may be necessary therefor, to the extent that such Collateral shall not have been sold or otherwise applied pursuant to the terms hereof.

Appears in 1 contract

Samples: Asset Acquisition Agreement (TVN Entertainment Corp)

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Continuing Security Interest; Assignment of Obligations. This Agreement shall create a continuing security interest in the Pledged Collateral and shall (ia) remain in full force and effect until satisfaction payment in full in cash of the Pledgor Obligations as set forth herein and in accordance with the Settlement Agreement; Secured Obligations, (iib) be binding upon each Pledgor and each Pledgor's the Borrower, its successors and assigns; , (iiic) inure, together with the rights and remedies of the Secured Parties Lender hereunder, to the benefit of the Secured Parties Lender and their its successors, transferees and assigns; , (ivd) constitute, along with Funding Documents and any other security agreements by and among the Settlement Agreement Lender and the Registration Rights AgreementBorrower, the entire agreement between the Pledgors Borrower and the Secured Parties with respect to the pledges created hereunder; Lender, and (ve) be severable in the event that one or more of the provisions herein is determined to be illegal or unenforceable. Without limiting the generality of the foregoing clause (iiic), the Secured Parties may, in accordance with the Settlement Agreement, Lender may assign or otherwise transfer any portion of the Pledgor Obligations Secured Obligation to any other person or entity, and such other person or entity shall thereupon become, subject to the terms and provisions hereof and of the Settlement Agreement, become vested with all the benefits in respect thereof granted to the Secured Parties Lender herein or otherwise. On the payment and performance in full of all of the Secured Obligations, the rights of the Lender hereunder shall terminate and the Lender shall execute and deliver to Borrower, at Borrower’s sole expense, all releases, powers of attorney other instruments as may be necessary or proper to terminate the lien granted to the Lender hereunder and to revest in Borrower full title to the Collateral, subject to any disposition thereof which may have been made by the Lender pursuant thereto, all without recourse or warranty.

Appears in 1 contract

Samples: Security Agreement (Cardima Inc)

Continuing Security Interest; Assignment of Obligations. This Agreement shall create a continuing security interest in the Pledged Collateral and shall (ia) remain in full force and effect until indefeasible payment or other satisfaction in full in cash of the Pledgor Obligations as set forth herein and in accordance with the Settlement Agreement; Secured Obligations, (iib) be binding upon each Pledgor Debtor, and each Pledgorthe Debtor's successors and assigns; , (iiic) inure, together with the rights and remedies of the Secured Parties hereunder, to the benefit of the Secured Parties and their successors, transferees and assigns; , (ivd) constitute, along with the Settlement Agreement and the Registration Rights AgreementNote, the entire agreement between the Pledgors Debtor and the Secured Parties with respect to the pledges created hereunder; subject matters covered hereby, and (ve) be severable in the event that one or more of the provisions herein is determined to be illegal or unenforceable. Without limiting the generality of the foregoing clause (iiic), the Secured Parties may, in accordance with the Settlement Agreement, may assign or otherwise transfer any portion of the Pledgor Obligations Secured Obligation to any other person or entity, and such other person or entity shall thereupon become, subject to the terms and provisions hereof and of the Settlement Agreement, become vested with all the benefits in respect thereof granted to the Secured Parties herein or otherwise, but the Secured Parties may not assign this Agreement or the benefits in respect hereof except to assignee(s) of the Secured Obligations. Upon the indefeasible payment or other satisfaction in full of the Secured Obligations, the Secured Parties, at the request and expense of Debtor, shall release the security interests in the Collateral granted herein and execute such termination statements as may be necessary therefor, to the extent that such Collateral shall not have been sold or otherwise applied pursuant to the terms hereof.

Appears in 1 contract

Samples: Security Agreement (Overseas Filmgroup Inc)

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