Common use of GRANT OF LIEN Clause in Contracts

GRANT OF LIEN. To secure the full and timely payment and performance by Grantor to Agent and Lenders of the Obligations, Grantor hereby grants to Agent, for the benefit of itself and the Lenders, a security interest and lien in and right of setoff against all of Grantor’s assets, personal property, fixtures, rights and interests of Grantor (subject only to Permitted Encumbrances (as defined below)), whether now existing or owned and hereafter arising or acquired and wherever located, including, without limitation, all of Grantor’s: (A) Accounts; (B) Goods for sale, lease or other disposition by Grantor which have given rise to Accounts and have been returned to or repossessed or stopped in transit by Grantor; (C) contract rights and documents, instruments, contracts or other writings executed in connection therewith, including, but not limited to, all real and personal property lease rights; (D) Chattel Paper, Electronic Chattel Paper, Tangible Chattel Paper, Documents of Title, Instruments, Documents, General Intangibles, Payment Intangibles, Letter of Credit Rights, letters of credit and Supporting Obligations; (E) patents, trademarks, trade names, trademark registrations and copyrights, all applications therefor, service marks, trade secrets, goodwill, inventions, processes, designs, formulas, and other intellectual or proprietary rights or interests, of any kind, nature or description whatsoever, and all registrations, licenses, franchises, customer lists, tax refund claims, claims against carrier and shippers, insurance claims, guaranty claims, all other claims, proof of claims filed in any bankruptcy, insolvency or other proceeding, contract rights, choses in action, security interests, security deposits and rights to indemnification; (F) Goods, including, without limitation, Inventory, Equipment, Fixtures, trade fixtures and vehicles; (G) Investment Property; (H) deposits, cash and cash equivalents and any other property of Grantor now or hereafter in the possession, custody or control of Agent or any of the Lenders, whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise; (I) Commercial Tort Claims; (J) deposit accounts held with Agent or any other depository institution; (K) all other personal property of Grantor of any kind or nature; and (L) additions and accessions to, substitutions for and replacements, products and cash and non-cash Proceeds of all of the foregoing property, including, but not limited to, Proceeds of all insurance policies insuring the foregoing and all of Grantor’s books and records relating to any of the foregoing and to Grantor’s business (all of the foregoing property, together with all other real or personal property of any other Person now or hereafter pledged to Agent, for the benefit of itself and the Lenders, to secure, either directly or indirectly, repayment of any of the Obligations, is collectively referred to as the “Collateral”). Notwithstanding the foregoing, any voting stock in excess of 65% of the voting stock of any foreign subsidiary shall not be deemed to be Collateral and no security interest is granted hereby in such voting stock in excess of 65%. Grantor shall make appropriate entries upon its financial statements and books and records disclosing Agent’s first position priority security interest and lien in the Collateral (subject only to Permitted Encumbrances).