Common use of Encumbrance Clause in Contracts

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liens.

Appears in 105 contracts

Samples: Loan and Security Agreement (Quicklogic Corporation), Loan and Security Agreement (Smart Move, Inc.), Loan and Security Agreement (Synaptics Inc)

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Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, herein. The Collateral may also be subject to Permitted Liens.

Appears in 42 contracts

Samples: Security Agreement (Reval Holdings Inc), Loan and Security Agreement (GigOptix, Inc.), Loan and Security Agreement (Insignia Solutions PLC)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liens.

Appears in 33 contracts

Samples: Loan and Security Agreement (Pixelworks Inc), Loan and Security Agreement (Onyx Software Corp/Wa), Loan and Security Agreement (Gric Communications Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, herein. The Collateral may also be subject to Permitted Liens.

Appears in 21 contracts

Samples: Term Loan and Security Agreement (A123 Systems, Inc.), Loan and Security Agreement (LTX Corp), Loan and Security Agreement (Infinera Corp)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 17 contracts

Samples: Loan and Security Agreement, Loan and Security Agreement (RMG Networks Holding Corp), Loan and Security Agreement (Aspen Group, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 11 contracts

Samples: Loan and Security Agreement (Procera Networks Inc), Loan and Security Agreement (BG Medicine, Inc.), Loan and Security Agreement (Ikanos Communications)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 7 contracts

Samples: Loan and Security Agreement (Concurrent Computer Corp/De), Loan and Security Agreement (Sento Corp), Loan and Security Agreement (Healthaxis Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted hereherein, subject to Permitted Liens.

Appears in 6 contracts

Samples: Ar Financing Loan Agreement (Netlogic Microsystems Inc), Ar Financing Loan Agreement (Netlogic Microsystems Inc), Loan and Security Agreement (Sigmatel Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herelien status of Bank regarding the Collateral to change, subject only to Permitted LiensLiens as may be applicable.

Appears in 5 contracts

Samples: Loan and Security Agreement (Dpac Technologies Corp), Loan and Security Agreement (Kintera Inc), Loan and Security Agreement (Occam Networks Inc/De)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority (subject, in respect of priority, to Permitted Liens that, under applicable law, have priority over Collateral Agent’s Lien) security interest granted here, subject to Permitted Liensherein.

Appears in 4 contracts

Samples: Loan and Security Agreement (Vapotherm Inc), Loan and Security Agreement (Vapotherm Inc), Loan and Security Agreement (Vapotherm Inc)

Encumbrance. Create, incur, allow, or allow suffer to exist any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted hereherein, subject to in each case except for Permitted Liens.

Appears in 4 contracts

Samples: Loan and Security Agreement (Sunlight Financial Holdings Inc.), Loan and Security Agreement (Sunlight Financial Holdings Inc.), Loan and Security Agreement (Spartan Acquisition Corp. II)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its propertythe Collateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 4 contracts

Samples: Loan and Security Agreement (Omeros Corp), Loan and Security Agreement (Sciclone Pharmaceuticals Inc), Loan and Security Agreement (Cray Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted hereherein, subject except in connection with Permitted Liens permitted to Permitted Lienshave priority over Agent’s Lien.

Appears in 4 contracts

Samples: Loan and Security Agreement (EBR Systems, Inc.), Loan and Security Agreement (Allurion Technologies Holdings, Inc.), Loan and Security Agreement (Tracon Pharmaceuticals, Inc.)

Encumbrance. (a) Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, ; or (b) permit any Collateral not to be subject to the first priority security interest granted hereherein, subject except for Permitted Liens that are permitted by the terms of this Agreement to Permitted Lienshave priority over the security interest granted to Lender hereunder.

Appears in 4 contracts

Samples: Loan and Security Agreement (Pulmonx Corp), Loan and Security Agreement (Pulmonx Corp), Loan and Security Agreement (Pulmonx Corp)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted LiensLiens permitted to have priority over the security interest granted to Agent hereunder, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 4 contracts

Samples: Loan and Security Agreement (Expensify, Inc.), Loan and Security Agreement (Expensify, Inc.), Loan and Security Agreement (Expensify, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its propertyproperty (including its Intellectual Property), or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Lienshereunder.

Appears in 3 contracts

Samples: Loan and Security Agreement (Palm Inc), Loan and Security Agreement (Palmsource Inc), Loan and Security Agreement (Legato Systems Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the intellectual property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, herein. The Collateral may also be subject to Permitted Liens.

Appears in 3 contracts

Samples: Loan and Security Agreement (Intrusion Inc), Loan and Security Agreement (Versant Corp), Loan and Security Agreement (Axesstel Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, herein subject only to Permitted Liens.

Appears in 3 contracts

Samples: Loan and Security Agreement (Harmonic Lightwaves Inc), Loan and Security Agreement (Cosine Communications Inc), Loan and Security Agreement (Cosine Communications Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liens.

Appears in 3 contracts

Samples: Loan and Security Agreement (Sirf Technology Holdings Inc), Loan and Security Agreement (Sirf Technology Holdings Inc), Loan and Security Agreement (Callidus Software Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted here, subject to Permitted Liensherein.

Appears in 2 contracts

Samples: Loan and Security Agreement (Stereotaxis, Inc.), Loan and Security Agreement (Stereotaxis, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank’s first priority security interest granted here, subject in the Collateral to Permitted Lienschange.

Appears in 2 contracts

Samples: Loan and Security Agreement (Blackboard Inc), Loan and Security Agreement (Blackboard Inc)

Encumbrance. CreateExcept as is otherwise permitted hereunder and except for “Permitted Liens,” create, incur, or allow any Lien on any of its propertythe Collateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 2 contracts

Samples: Loan and Security Agreement (Ista Pharmaceuticals Inc), Loan and Security Agreement (Ista Pharmaceuticals Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its propertythe Collateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 2 contracts

Samples: Loan and Security Agreement (Force10 Networks Inc), Loan and Security Agreement (Force10 Networks Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Lienshereunder.

Appears in 2 contracts

Samples: Loan and Security Agreement (Cypress Semiconductor Corp /De/), Loan Agreement (Cypress Semiconductor Corp /De/)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, Liens or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.” and inserting in lieu thereof the following:

Appears in 2 contracts

Samples: Loan and Security Agreement (T2 Biosystems, Inc.), Loan and Security Agreement (T2 Biosystems, Inc.)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted hereherein, subject except in connection with Permitted Liens permitted to Permitted Lienshave priority over Bank’s Lien pursuant hereto.

Appears in 2 contracts

Samples: Loan and Security Agreement (PROCEPT BioRobotics Corp), Loan and Security Agreement (Vapotherm Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its propertyproperty (including any Intellectual Property), or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted hereherein, subject except in connection with Permitted Liens permitted to Permitted Lienshave priority over Collateral Trustee’s Lien.

Appears in 2 contracts

Samples: Loan and Security Agreement (Metacrine, Inc.), Loan and Security Agreement (Metacrine, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, herein. The Collateral may also be subject to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Open Solutions Inc), Loan and Security Agreement (Bottomline Technologies Inc /De/)

Encumbrance. Create, incur, or allow any Lien on any of its property, including without limitation its intellectual property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Restricted Subsidiaries to do so, except for Permitted Liens, and, except as otherwise provided or contemplated in the Loan Documents, permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 2 contracts

Samples: Loan and Security Agreement (Luca Technologies Inc), Loan and Security Agreement (Luca Technologies Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority Lender’s security interest granted herein the Collateral to change, subject to Permitted Liens.

Appears in 2 contracts

Samples: Note and Warrant Purchase Agreement (Egain Communications Corp), Note and Warrant Purchase Agreement (Egain Communications Corp)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, the Collateral or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, Liens or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 2 contracts

Samples: Loan and Security Agreement (Relypsa Inc), Loan and Security Agreement (Relypsa Inc)

Encumbrance. Create, incur, or allow any Lien (except for Permitted Liens) on any of its propertyproperty (including its Intellectual Property), or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herehereunder. Borrower may license its Intellectual Property in a manner consistent with Borrower’s ordinary course of business without notice to, subject to Permitted Liensor consent from, Bank.

Appears in 2 contracts

Samples: Loan and Security Agreement, Loan and Security Agreement (Tivo Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject herein with the priority purported to Permitted Liensbe granted hereby.

Appears in 2 contracts

Samples: Subordination Agreement (RMG Networks Holding Corp), Subordination Agreement (RMG Networks Holding Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, Intellectual Property or assign or convey any right to receive income, including the sale Intellectual Property of any Accounts, or permit any of its Subsidiaries to do soBorrower Subsidiary, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Silicon Storage Technology Inc), Loan and Security Agreement (Silicon Storage Technology Inc)

Encumbrance. Create, incur, or allow any Lien on any of its propertythe Collateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Isis Pharmaceuticals Inc), Loan and Security Agreement (Cancervax Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.” and inserting in lieu thereof:

Appears in 2 contracts

Samples: Loan Modification Agreement (BG Medicine, Inc.), Loan Modification Agreement (BG Medicine, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, Liens or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 2 contracts

Samples: Loan and Security Agreement (T2 Biosystems, Inc.), Loan and Security Agreement (T2 Biosystems, Inc.)

Encumbrance. CreateExcept for Permitted Liens, create, incur, allow, or allow suffer any Lien on any of its propertyproperty or assets, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject herein or otherwise pursuant to Permitted Liens.the Collateral Documents;

Appears in 2 contracts

Samples: Loan and Security Agreement (Novocure LTD), Loan and Security Agreement (Novocure LTD)

Encumbrance. CreateExcept for Permitted Liens, create, incur, allow, or allow suffer to exist any Lien on any of its propertyproperty or assets, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject in the Loan Documents or otherwise pursuant to Permitted Liensthe Collateral Documents.

Appears in 2 contracts

Samples: Loan Agreement (iRhythm Technologies, Inc.), Loan Agreement (iRhythm Technologies, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its propertythe Collateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 2 contracts

Samples: Loan and Security Agreement (Airspan Networks Inc), Loan and Security Agreement (Airspan Networks Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted LiensLiens or Permitted Factoring, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 2 contracts

Samples: Loan and Security Agreement (Alvarion LTD), Loan and Security Agreement (Alvarion LTD)

Encumbrance. Create, incur, allow, or allow suffer to exist any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 1 contract

Samples: Loan and Security Agreement (Imunon, Inc.)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of of, the Collateral or its propertyright, title and interest in any Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries Subsidiaries/Affiliates to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted hereby the Security Documents, subject to except as is otherwise permitted in Clause 7.1 (Dispositions’) and the definition of “Permitted Liens.

Appears in 1 contract

Samples: Loan Agreement (Affimed N.V.)

Encumbrance. Create, incur, or allow any Lien Lien, except for Permitted Liens, on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Networth Technologies, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey convey, any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Aprimo, INC)

Encumbrance. (a) Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or (b) permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 1 contract

Samples: Loan Agreement (Workhorse Group Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject only to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Sipex Corp)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted hereherein, subject to except in connection with Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Minerva Surgical Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, herein. The Collateral may also be subject to Permitted Liens.” and inserting in lieu thereof the following:

Appears in 1 contract

Samples: Loan Modification Agreement (LTX-Credence Corp)

Encumbrance. Create, incurIncur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Divx Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted hereherein, subject to except in connection with Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Brilliant Earth Group, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted hereherein, subject to except in each case as is otherwise permitted in Section 7.1 hereof and the definition of “Permitted Liens” herein.

Appears in 1 contract

Samples: Loan and Security Agreement (U S Wireless Data Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its propertythe Collateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, Liens or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 1 contract

Samples: Loan and Security Agreement (Virage Logic Corp)

Encumbrance. Create, incur, or allow any Lien on any of its propertythe Collateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 1 contract

Samples: Loan and Security Agreement (Sonic Foundry Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted herein the Collateral to change, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Egain Communications Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, herein. The Collateral may also be subject to Permitted Liens.” and inserting in lieu thereof the following:

Appears in 1 contract

Samples: Loan Modification Agreement (American Science & Engineering Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority Lenders’ security interest granted herein the Collateral to change, subject to Permitted Liens.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Egain Communications Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first or second priority security interest granted here, as applicable and subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Winwin Gaming Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted hereherein, subject except in connection with Permitted Liens permitted to Permitted Lienshave priority over the Lien pursuant to the Loan Documents or deemed to have priority over the Lien pursuant to applicable law.

Appears in 1 contract

Samples: Loan and Guaranty Agreement (Tonix Pharmaceuticals Holding Corp.)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral of the Accounts or Inventory not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 1 contract

Samples: Loan and Security Agreement (Ocz Technology Group Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, ----------- or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted here, subject in the Collateral to Permitted Lienschange.

Appears in 1 contract

Samples: Loan and Security Agreement (Bio Imaging Technologies Inc)

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Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any of Collateral not to be that is subject to the Bank's first priority security interest granted herein the Collateral to change, subject only to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Jamdat Mobile Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for for-Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Egroups Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted hereherein, subject except in connection with Permitted Liens that are permitted to Permitted Liens.have priority over Collateral Trustee’s Lien, or enter into any agreement, document,

Appears in 1 contract

Samples: Loan and Security Agreement (Acumen Pharmaceuticals, Inc.)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, property or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 1 contract

Samples: Loan and Security Agreement (Falconstor Software Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herehereby, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (North American Scientific Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Equallogic Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, ----------- or assign or convey any right to receive incomeincome (except to the Bank), including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest in the Collateral granted hereherein, subject only to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (LTX Corp)

Encumbrance. Create, incur, or allow any Lien on any of its propertythe Collateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 1 contract

Samples: Loan and Security Agreement (Trustwave Holdings, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of the Collateral or its intellectual property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 1 contract

Samples: Loan and Security Agreement (Specialized Health Products International Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted hereherein, subject except in connection with Permitted Liens permitted to Permitted Lienshave priority over Collateral Trustee’s Lien.

Appears in 1 contract

Samples: Loan and Security Agreement (Evelo Biosciences, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted here, subject in the Collateral to Permitted Lienschange.

Appears in 1 contract

Samples: Loan and Security Agreement (Imagex Com Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted here, subject to Permitted Liensinterest.

Appears in 1 contract

Samples: Loan and Security Agreement (Visual Networks Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to change in the priority of Bank’s first priority security interest granted here, subject to Permitted Liensin the Collateral.

Appears in 1 contract

Samples: Loan and Security Agreement (Pharsight Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted LiensPermittedLiens, or permit any Collateral not to be subject to the first priority security interest granted here, herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (American Science & Engineering Inc)

Encumbrance. Create, incur, or allow any Lien on any of its propertythe Collateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted hereherein, subject to except as is otherwise permitted in Section 7.1 hereof and the definition of “Permitted LiensLien” herein.

Appears in 1 contract

Samples: Loan and Security Agreement (Senetek PLC /Eng/)

Encumbrance. Create, incur, or allow any Lien on any of its property, or ----------- assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted here, subject in the Collateral to Permitted Lienschange.

Appears in 1 contract

Samples: Loan Agreement (Aml Communications Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, ----------- or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Agent's first priority security interest in the Collateral granted hereherein, subject only to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Exodus Communications Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property (including its intellectual property), or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Drugstore Com Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Mitokor)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, Accounts or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 1 contract

Samples: Loan and Security Agreement (Sirtris Pharmaceuticals, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the of Bank's first priority security interest granted here, subject in the Collateral to Permitted Lienschange.

Appears in 1 contract

Samples: Loan and Security Agreement (Ecollege Com)

Encumbrance. Create, incur, or allow any Lien on any of its property, ----------- or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted here, in the Collateral subject only to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Phase2media Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted hereherein, subject to Permitted Liensexcept in accordance with the Intercreditor Agreement.

Appears in 1 contract

Samples: Loan and Security Agreement (Colonnade Acquisition Corp.)

Encumbrance. Create, incur, or allow any Lien on any of its property, ----------- or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Switchboard Inc)

Encumbrance. Create, incur, or allow any Lien on any of its propertythe Collateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for (a) Permitted Liens, or (b) Transfers of Accounts in the ordinary course of Borrower’s business in exchange for cash or other unencumbered Property to an entity or entities regularly engaged in the purchase of such Accounts, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Stratex Networks Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted hereherein, subject except in connection with Permitted Liens permitted to Permitted Liens.have priority over Collateral Trustee’s Lien. 205707600 v10

Appears in 1 contract

Samples: Loan and Security Agreement (Evelo Biosciences, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its ----------- property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted here, subject to Permitted Liensinterest.

Appears in 1 contract

Samples: Security Agreement (Switchboard Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, income or permit any of its Subsidiaries Guarantors to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Epresence Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on the Collateral or any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liensherein.

Appears in 1 contract

Samples: Loan and Security Agreement (LOCAL.COM)

Encumbrance. Create, incur, allow, or allow suffer to exist any Lien on any of its property, property or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Special Purpose Entity to do so or permit any Collateral not to be subject to the first priority security interest granted here, subject to herein except for Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement

Encumbrance. Create, incur, or allow any Lien on any of its property, including the intellectual property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to herein except for Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Cimetrix Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any of its Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted hereherein, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Ecollege Com)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any AccountsAccounts (other than pursuant to the Receivables Purchase Agreement), or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Deltagen Inc)

Encumbrance. (a) Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, ; or (b) permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted Liens.granted

Appears in 1 contract

Samples: Loan and Security Agreement (Pulmonx Corp)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted hereherein, subject to Permitted Liens.or enter into any agreement, document, instrument or other arrangement (except with or in favor of Bank) with any Person which directly or indirectly prohibits or has the effect of prohibiting Borrower or any Subsidiary from assigning, 13035731v.1

Appears in 1 contract

Samples: Loan and Security Agreement (Teladoc, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted here, subject to Permitted LiensLiens and the terms and conditions set forth in the Intercreditor Agreement.

Appears in 1 contract

Samples: Term Loan and Security Agreement (Allied Motion Technologies Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its propertyproperty (including any Intellectual Property), or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted hereherein, subject except in connection with Permitted Liens permitted to Permitted Lienshave priority over Collateral Trustee’s Lien, as applicable.

Appears in 1 contract

Samples: Loan and Security Agreement (Metacrine, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, or ----------- assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Lenders' first priority security interest granted here, subject in the Collateral to Permitted Lienschange.

Appears in 1 contract

Samples: Loan and Security Agreement (Clarus Corp)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of of, the Collateral and/or its propertyIntellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted hereby the Security Documents, subject to except as is otherwise permitted in Clause 9.1 (Dispositions) and the definition of “Permitted Liens.

Appears in 1 contract

Samples: Loan Agreement (Mereo Biopharma Group PLC)

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