Grant of First Priority Security Interest. As collateral security for the prompt payment in full when due (whether at stated maturity, by acceleration or otherwise) and performance of the Secured Obligations and obligations of every kind and nature of the Obligor now or hereafter incurred, existing or created, to any of the Purchasers (including, without limitation, under the Note Purchase Agreement), the Obligor hereby pledges and grants to the Collateral Agent, for the ratable benefit of the Holders, a first priority security interest in all of the Obligor's right, title and interest in and to the following property, whether now owned or hereafter acquired by the Obligor and whether now existing or hereafter coming into existence including, without limitation, all real and personal property and interests in real and personal property (collectively, the "First Priority Collateral"):
(a) (i) all of the shares of capital stock of the Issuers now owned or hereafter acquired by the Obligor together with in each case the certificates representing the same; provided that the Obligor shall not be required to pledge hereunder, and nothing herein shall be deemed to constitute a pledge hereunder, of more than 65% of the total combined voting power of all classes of stock of any Foreign corporation (collectively, the "Pledged Stock"); (ii) all shares, securities, moneys or property representing a dividend on, or a distribution or return of capital in respect of, any of the Pledged Stock, resulting from a split-up, revision, reclassification or other like change of any of the Pledged Stock or otherwise received in exchange for any of the Pledged Stock and all Equity Rights issued to the holders of, or otherwise in respect of, any of the Pledged Stock; and (iii) without affecting the obligations of the Obligor under any provision prohibiting such action under any Loan Document, in the event of any consolidation or merger in which any Issuer is not the surviving corporation, all shares of each class of the capital stock of the successor corporation (unless such successor corporation is the Obligor itself) formed by or resulting from such consolidation or merger (collectively, and together with the property described in clauses (i) and (ii) above, the "Stock Collateral"); (iv) the Indebtedness described in Annex I and issued by the obligors named therein (the "Pledged Debt"); (v) all additional Indebtedness for money borrowed or for the deferred purchase price of property from time to time owed to the Obligor by...
Grant of First Priority Security Interest. As security for the prompt and complete payment when due (whether at stated maturity, by acceleration or otherwise) of any and all of the Obligations and the due performance and compliance by the Borrower with all of the terms, conditions, and agreements to be performed and complied with by it under and pursuant to the terms of the Credit Agreement and the other Financing Documents, the Borrower hereby acknowledges and confirms the pledge, collateral assignment, hypothecation, and granting of a first-priority security interest to the Lender (including as agent for the Secured Swap Providers), pursuant to the Security Agreement, in all of its right, title and interest in and to the following, in each case, as to each type of property described below, whether now owned or hereafter acquired by the Borrower, wherever located, and whether now or hereafter existing or arising (collectively, the “Account Collateral”):
(a) each of the Project Accounts, including all funds, Cash Equivalents, securities, financial assets or other property held in, required to be held in or credited to any of the Project Accounts or otherwise in possession or control of the Accounts Bank pursuant to this Agreement, and all interest, dividends and other income derived therefrom;
(b) all statements, certificates, instruments and investment property representing or evidencing any property described in clause (a) above held in, required to be held in or credited to any of the Project Accounts or otherwise in possession or control of the Accounts Bank pursuant to this Agreement; and
(c) to the extent not included in the foregoing, all proceeds, products and accessions of and to any and all of the foregoing, including whatever is received upon any collection, exchange, sale or other disposition of any of the foregoing and any property into which any of the foregoing is converted, whether cash or non-cash proceeds, and any and all other amounts paid or payable under or in connection with any of the foregoing and all security entitlements of the Borrower in any and all of the foregoing.
Grant of First Priority Security Interest. Debtor, for consideration and to secure the Secured Obligations, hereby grants a first priority security interest to Secured Party to be shared pari passu with the Construction Agent and the Term Agent pursuant to the terms and provisions of the Intercreditor Agreement in all assets and properties of Debtor other than the First Priority Collateral and the Second Priority Collateral, tangible and intangible, wherever located and whether now owned or hereafter acquired, together with all additions, substitutions, products thereof and proceeds therefrom or arising out of the rights reflected therein, and all renewals, amendments, substitutions, and replacements of all or any part thereof, including without limitation the following property to the extent that it is not included in the First Priority Collateral or the Second Priority Collateral (collectively, the "Shared Collateral"): all fixtures; furniture; furnishings, accounts; inventory (including without limitation, returned or repossessed goods); chattel paper; instruments, drafts; letters of credit; money; utility and other deposits, documents; equipment; tools; machinery; goods; motor vehicles; investment property; general intangibles (including without limitation, litigation rights and resulting judgments, goodwill, patents, tradenames, trade secrets, trademarks and other intellectual property, tax refunds, miscellaneous rights to payment, entitlements, uncertificated securities, margin accounts, computer programs, invoices, books, records and other information relating to or arising out of Debtor's business).
Grant of First Priority Security Interest. As an inducement for the Secured Parties to provide the loans as evidenced by the Debentures and to secure the complete and timely payment, performance and discharge in full, as the case may be, of all of the Obligations, each Debtor hereby unconditionally and irrevocably pledges, grants and hypothecates to the Collateral Agent, for the benefit of each Secured Party pari passu with each of the other Secured Parties, a continuing security interest in and to, a lien upon and a right of set-off against all of their respective right, title and interest of whatsoever kind and nature in and to, the Collateral (the “Security Interest”). The Security Interest granted hereunder is a first priority lien and security interest except with respect to Collateral encumbered by Permitted Liens. Each Holder agrees, at the Debtors’ sole cost and expense, (i) to execute and deliver to the Debtors such instruments and documents reasonably requested by the Debtors and in a form and substance reasonably satisfactory to such Holder, and (ii) to take such further action as may be reasonably requested by the Debtors; in each case, as reasonably necessary to subordinate its Security Interest in the accounts receivable of the Company and Outerlink Corporation to a first priority lien on such accounts receivable securing the Bank Facility.
Grant of First Priority Security Interest under the laws of the jurisdiction in which the Borrower is located (within the meaning of Section 9-307 of the UCC);
Grant of First Priority Security Interest. As an inducement for the Secured Parties to extend the loans as evidenced by the Debentures and to secure the complete and timely payment, performance and discharge in full, as the case may be, of all of the Obligations, the Debtor hereby unconditionally and irrevocably pledges, grants and hypothecates to the Secured Parties a continuing and perfected first priority security interest in and to, a lien upon and a right of set-off against all of their respective right, title and interest of whatsoever kind and nature in and to, the Collateral (the "Security Interest").
Grant of First Priority Security Interest. As security for Debtor's due and punctual performance of the Obligations (as hereinafter defined), Debtor hereby pledges with Secured Party the Collateral (as hereinafter defined), and grants, assigns, transfers and conveys to Secured Party a continuing first priority security interest in any and all of Debtor's right, title and interest in and to the Collateral; provided that if the security interest granted hereunder is not at any time held by Secured Party the security interest shall be pari passu with the security interests granted in favor of Devonshire Management Corp., Alliance Financial Network Inc. and Xxxx Xxxxxxx.
Grant of First Priority Security Interest. Debtor hereby --------- ----------------------------------------- assigns, pledges and transfers to Secured Party a continuing first priority security interest in all of the property described in this Section 1, subject only to a prior security interest granted to Secured Party pursuant to an Asset Based Loan and Security Agreement, dated April 14, 1995 and amended on July 31, 1997, April 29, 1998, September 8, 1998, June 30, 1999 and February 9, 2000 ("Lytton Loan Agreement"). All of the property described in Section 1 is hereafter called "Collateral".
Grant of First Priority Security Interest. Debtor hereby --------- ----------------------------------------- assigns, pledges and transfers to Secured Party a continuing first priority security interest in all of the property described in this Section 1, subject only to a prior security interest granted to Secured Party pursuant to the Techdyne Agreement, dated of even date herewith. All of the property described in Section 1 is hereafter called "Collateral".
Grant of First Priority Security Interest. As collateral security for the prompt and complete payment and performance when due (whether at stated maturity, acceleration or otherwise) of the Obligations, each Grantor hereby grants, assigns and transfers to the Administrative Agent for the benefit of the Agents and the Lenders, a first priority security interest in all of its Collateral (except for Liens which by their terms do not permit other Liens to attach to the subject collateral), subject to Liens permitted by Section 7.3 of the Credit Agreement.
