Common use of GRANT OF LIEN Clause in Contracts

GRANT OF LIEN. (a) To secure the prompt and complete payment, performance and observance of all of the Note Obligations, each Grantor hereby grants, assigns, conveys, mortgages, pledges, hypothecates and transfers to the Agent, for the benefit of the Secured Parties and their respective successors, endorsees, transferees and assigns, a Lien upon all of its right, title and interest in, to and under all personal property and other assets, whether now owned by or owing to, or hereafter acquired by or arising in favor of such Grantor (including under any trade names, styles or derivations thereof), and whether owned or consigned by or to, or leased from or to, such Grantor, and regardless of where located (all of which being hereinafter collectively referred to as the “Collateral”), including: (i) all Accounts; (ii) all Chattel Paper; (iii) all Documents; (iv) all General Intangibles (including Payment Intangibles and Software); (v) all Goods (including Inventory, Equipment and Fixtures); (vi) all Instruments; (vii) all Investment Property; (viii) all Deposit Accounts; (ix) all money, cash or Cash Equivalents of such Grantor; (x) all Supporting Obligations and Letter-of-Credit Rights of such Grantor; (xi) the Commercial Tort Claims described on Schedule V and on any supplement thereto received by the Agent pursuant to Section 5(a)(ix); and (xii) to the extent not otherwise included, all Proceeds, tort claims, insurance claims and other rights to payment not otherwise included in the foregoing and products of the foregoing and all accessions to, substitutions and replacements for, and rents and profits of, each of the foregoing;

Appears in 3 contracts

Samples: Security Agreement (Neff Rental LLC), Security Agreement (Neff Finance Corp.), Security Agreement (Neff Corp)

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GRANT OF LIEN. (a) To secure the prompt and complete payment, performance and observance of all of the Note Obligations, each Grantor hereby grants, assigns, conveys, mortgages, pledges, hypothecates and transfers to the Agent, for itself and the benefit of the Secured Parties and their respective successors, endorsees, transferees and assignsParties, a Lien upon and a continuing security interest in all of its right, title and interest in, to and under all personal property and other assets, whether now owned by or owing to, or hereafter acquired by or arising in favor of such Grantor (including under any trade names, styles or derivations thereof), and whether owned or consigned by or to, or leased from or to, such Grantor, and regardless of where located (all of which being hereinafter collectively referred to as the “Collateral”), as collateral security for the prompt and complete payment and performance when due (whether at the stated maturity by acceleration or otherwise) of the Obligations, including: (i) all Accounts; (ii) all Chattel Paper; (iii) all Documents; (iv) all General Intangibles (including Payment Intangibles and Software); (v) all Goods (including Inventory, Equipment and Fixtures); (vi) all Instruments; (vii) all Investment Property; (viii) all Deposit Accounts; (ix) all money, cash or Cash Equivalents of such Grantor; (x) all Supporting Obligations and Letter-of-Credit Rights of such Grantor; (xi) the Commercial Tort Claims described on Schedule V III and on any supplement thereto received by the Agent pursuant to Section 5(a)(ix5(a)(vii); and (xii) to the extent not otherwise included, all Proceeds, tort claims, insurance claims and other rights to payment not otherwise included in the foregoing and products of the foregoing and all accessions to, substitutions and replacements for, and rents and profits of, each of the foregoing;

Appears in 2 contracts

Samples: Second Lien Security Agreement (Neff Rental Inc), First Lien Security Agreement (Neff Rental Inc)

GRANT OF LIEN. (a) To secure the prompt and complete payment, performance and observance of all of the Note Secured Obligations, each Grantor hereby grants, assigns, conveys, mortgages, pledges, hypothecates and transfers to the Agent, for the benefit of the Secured Parties and their respective successors, endorsees, transferees and assignsLender, a first priority security interest in, and Lien upon all of its right, title and interest in, to and under all personal property and other assets, assets whether now owned by or owing to, or hereafter acquired by or arising in favor of such Grantor (including under any trade names, styles or derivations thereof), and whether owned or consigned by or to, or leased from or to, such Grantor, and regardless of where located (all of which being hereinafter collectively referred to as the "Collateral"), including: (i) all Accounts; (ii) all Chattel Paper; (iii) all DocumentsContracts; (iv) all Documents; (v) all General Intangibles (including Payment Intangibles payment intangibles and Software); (vvi) all Goods (including Inventory, Equipment and Fixtures); (vivii) all Instruments; (viiviii) all Investment Property; (viiiix) all Deposit Accounts, of any Grantor, inclusive all deposit and other bank accounts and all deposits therein; (ixx) all money, cash or Cash Equivalents cash equivalents of such Grantor; (x) all Supporting Obligations and Letter-of-Credit Rights of such any Grantor; (xi) the Commercial Tort Claims described on Schedule V and on any supplement thereto received by the Agent pursuant to Section 5(a)(ix); andall Inventory; (xii) all Global Subsidiaries Stock; (xiii) all Supporting Obligations and Letter of Credit Rights of any Grantor; (xiv) to the extent not otherwise included, all Proceeds, tort claims, insurance claims and other rights to payment payments not otherwise included in the foregoing and products of the foregoing and all accessions to, substitutions and replacements for, and rents and profits of, each of the foregoing;.

Appears in 2 contracts

Samples: Security Agreement (Phone1globalwide Inc), Security Agreement (Phone1globalwide Inc)

GRANT OF LIEN. (a) To secure the prompt and complete payment, performance and observance of all of the Note Obligations, each Grantor hereby grants, assigns, conveys, mortgages, pledges, hypothecates and transfers to the AgentLender, for the benefit in accordance with Section 364(c) and (d) of the Secured Parties and their respective successors, endorsees, transferees and assignsBankruptcy Code, a Lien upon all of its right, title and interest in, to and under all personal property the following prepetition and other assetspostpetition assets of such Grantor and such Grantor's estate, whether now owned by or owing to, or hereafter acquired by or arising in favor of of, such Grantor (including under any trade names, styles or derivations thereofof such Grantor), and whether owned by or consigned by or to, or leased from or to, such Grantor, and regardless of where located (all of which being hereinafter collectively referred to as the "Collateral”), including:"): (i) all Accounts; (ii) all Chattel Paper; (iii) all DocumentsContracts; (iv) all General Intangibles (including Payment Intangibles and Software)Documents; (v) all Goods (including Inventory, Equipment and Fixtures)Equipment; (vi) all InstrumentsFixtures; (vii) all Forest Products; (viii) all General Intangibles; (ix) all Goods; (x) all Instruments and letters of credit; (xi) all Inventory; (xii) all Investment Property; (viiixiii) all Deposit Borrower Accounts, all Lock Boxes, all Concentration Accounts, all Disbursement Accounts, and all other deposit and other bank accounts and all deposits therein; (ixxiv) all money, cash or Cash Equivalents cash equivalents of such any Grantor; (x) all Supporting Obligations ; and Letter-of-Credit Rights of such Grantor; (xi) the Commercial Tort Claims described on Schedule V and on any supplement thereto received by the Agent pursuant to Section 5(a)(ix); and (xii) to the extent not otherwise included, all Proceeds, tort claims, insurance claims and other rights to payment not otherwise included in the foregoing Proceeds and products of the foregoing and all accessions to, substitutions and replacements for, and rents and profits of, each of the foregoing;.

Appears in 1 contract

Samples: Debtor in Possession Credit Agreement (WTD Industries Inc)

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GRANT OF LIEN. (a) To secure the prompt and complete payment, performance and observance of all of the Note ObligationsObligations and all renewals, extensions, restructurings and refinancings thereof, each Grantor hereby grants, assigns, conveys, mortgages, pledges, pledges and hypothecates and transfers to the Agent, for the benefit of the Secured Parties and their respective successors, endorsees, transferees and assignsLender Parties, a Lien upon all of its right, title and interest in, to and under all personal property and other assets, whether now owned by or owing to, or hereafter acquired by or arising in favor of such Grantor (including under any trade names, styles or derivations thereof), and whether owned or consigned by or to, or leased from or to, such Grantor, and regardless of where located (all of which being hereinafter collectively referred to as the “Collateral”), including: (i) all Accounts; (ii) all Chattel Paper; (iii) all Documents; (iv) all General Intangibles (including Payment Intangibles payment intangibles and Software); (v) all Goods (including Inventory, Equipment and Fixtures); (vi) all Instruments; (vii) all Investment Property; (viii) all Deposit Accounts, including Blocked Accounts (as defined in Section 6 below), Concentration Accounts (as defined in Section 6 below), Designated Deposit Accounts (as defined in Section 6 below) and all other bank accounts and all deposits therein (excluding any bona fide payroll accounts of any Grantor to the extent these accounts are used for these limited purposes); (ix) all money, cash or Cash Equivalents of such Grantorand cash equivalents; (x) all Supporting Obligations and Letter-of-of Credit Rights of such GrantorRights; (xi) the Commercial Tort Claims described on Schedule V and on any supplement thereto received by following commercial tort claims: [None as of the Agent pursuant to Section 5(a)(ix)date of this Security Agreement]; and (xii) to the extent not otherwise included, all Proceeds, tort claims, insurance claims and other rights to payment not otherwise included in the foregoing and products of the foregoing and all accessions to, substitutions and replacements for, and rents and profits of, each of the foregoing;. (b) In addition, to secure the prompt and complete payment, performance and observance of the Obligations and in order to induce Agent and Lenders as aforesaid, each Grantor hereby grants to Agent, for the benefit of Lender Parties, upon the occurrence and during the continuance of any Event of Default, a right of setoff against the property of such Grantor held by Agent or any Lender, consisting of property described above in Section 2(a) now or hereafter in the possession or custody of or in transit to Agent or any Lender, for any purpose, including safekeeping, collection or pledge, for the account of such Grantor, or as to which such Grantor may have any right or power. (c) Notwithstanding anything to the contrary set forth in this Section 2, the term “Collateral” shall not include: (i) securities representing at any time more than 65% of the aggregate voting power of the Capital Stock of a “controlled foreign corporation,” as defined in Section 957 of the Code, or (ii) any leased equipment, Intellectual Property or General Intangibles of any Grantor to the extent that (but only to the extent that) (A) they are not assignable or capable of being encumbered as a matter of law or under the terms of any license or other agreement applicable thereto or such assignment or encumbrance would invalidate the rights under terms of any license, lease or other agreements applicable thereto (but solely in each case to the extent that any such restriction would be enforceable under applicable law) without the consent of the licensor thereof or other applicable party thereto, and (B) such consent has not been obtained; provided, however, that the foregoing grant of a security interest shall extend to, and the term “Collateral” shall include, each of the following: (1) any leased equipment, Intellectual Property or General Intangible which is in the nature of an Account or a right to the payment of money or a proceed of, or otherwise relates to the enforcement or collection of, any Account or right to the payment of money, or goods which are the subject of any Account or right to the payment of money, (2) any and all proceeds of any leased equipment, Intellectual Property or General Intangibles that are otherwise excluded to the extent that the assignment, pledge or encumbrance of such proceeds is not so restricted and (3) upon obtaining the consent of any licensor or other applicable party any excluded leased equipment, Intellectual Property or General Intangible as well as any proceeds thereof that might have otherwise been excluded from such grant of a security interest and from the term “Collateral.”

Appears in 1 contract

Samples: Security Agreement (Evolving Systems Inc)

GRANT OF LIEN. (a) To secure the prompt and complete payment, performance and observance of all of the Note Guaranteed Obligations and all other Obligations other than Permitted Encumbrances and Litigation Obligations (hereinafter, "Obligations") of Grantor hereunder and under each of the Loan Documents to which it is a party, each Grantor hereby grants, assigns, conveys, mortgages, pledges, hypothecates and transfers to the Agent, for itself and the benefit of the Secured Parties and their respective successors, endorsees, transferees and assignsLenders, a Lien security interest in and lien upon all of its right, title and interest in, to and under all personal property and other assetsthe following property, whether now owned by or owing to, or hereafter acquired by or arising in favor of such Grantor (including under any trade names, styles or derivations thereof), and whether owned or consigned by or to, or leased from or to, such Grantor, and regardless of where located (all of which being hereinafter collectively referred to as the "Collateral”), including:"): (i) all Accounts; (ii) all Chattel Paper; (iii) all DocumentsContracts; (iv) all General Intangibles (including Payment Intangibles and Software)Documents; (v) all Goods (including Inventory, Equipment and Fixtures)Equipment; (vi) all Fixtures; (vii) all General Intangibles; (viii) all goods; (ix) all Instruments; (viix) all Inventory; (xi) all Investment Property; (viiixii) All Borrower Accounts, Concentration Accounts, Disbursement Accounts, and all Deposit Accountsother deposit and other bank accounts and all deposits therein; (ixxiii) all money, cash or Cash Equivalents cash equivalents of such Grantor; (x) all Supporting Obligations and Letter-of-Credit Rights of such Grantor; (xi) the Commercial Tort Claims described on Schedule V and on any supplement thereto received by the Agent pursuant to Section 5(a)(ix); and (xiixiv) to the extent not otherwise included, all Proceeds, tort claims, insurance claims and other rights to payment not otherwise included in the foregoing Proceeds and products of the foregoing and all accessions to, substitutions and replacements for, and rents and profits of, each of the foregoing;.

Appears in 1 contract

Samples: Security Agreement (Code Alarm Inc)

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