Common use of Grant of Security Interest; Control of Collateral Account Clause in Contracts

Grant of Security Interest; Control of Collateral Account. (a) As security for the payment or performance, as applicable, in full of the Obligations, each Grantor hereby bargains, sells, conveys, assigns, sets over, mortgages, pledges, hypothecates and transfers to the Collateral Agent (and its successors and assigns), for the benefit of the Collateral Agent and the Secured Parties, and hereby grants to the Collateral Agent (and its successors and assigns), for the benefit of the Collateral Agent and the Secured Parties, a security interest in all of the right, title and interest of such Grantor in and to the following, whether presently existing or hereafter arising or acquired (the "Collateral Agreement Collateral"): (i) the Collateral Account; (ii) all cash deposited therein; (iii) all certificates and instruments, if any, from time to time representing the Collateral Account; (iv) all investments from time to time made pursuant to Section 5.4; (v) all notes, certificates of deposit and other instruments from time to time hereafter delivered to or otherwise possessed by the Collateral Agent in substitution for, or in addition to, any or all of the then existing Collateral Agreement Collateral; (vi) all interest, dividends, cash, instruments, and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Collateral Agreement Collateral; and (vii) to the extent not otherwise included in clauses (i) through (vi) of this Section 5.3(a), all Proceeds of any and all collections, earnings and accruals with respect to any or all of the foregoing (whether the same are acquired before or after the commencement of a case under the Bankruptcy Code by or against such Grantor as a debtor). (b) All right, title and interest in and to the Collateral Account shall vest in the Collateral Agent, and funds on deposit in the Collateral Account and other Collateral Agreement Collateral shall constitute part of the Secured Debt Collateral. The Collateral Account shall be subject to the exclusive dominion and control of the Collateral Agent.

Appears in 4 contracts

Samples: Indenture (Arch Wireless Inc), Indenture (Arch Wireless Inc), Indenture (Arch Wireless Inc)

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Grant of Security Interest; Control of Collateral Account. (a) As security for To secure the payment or performanceprompt and complete payment, as applicablewhen due, in full of all amounts owing to the ObligationsSecured Parties and the Collateral Trustee hereunder and under the Collateral Documents and the Secured Debt, and the performance by each Grantor of its covenants and obligations to be performed by it pursuant to the Secured Debt Instruments and the Collateral Documents, each Grantor hereby bargains, sells, conveys, assigns, sets over, mortgages, pledges, hypothecates assigns and transfers pledges to the Collateral Agent (Trustee for itself hereunder and its successors and assigns), for the benefit of the Collateral Agent and the Secured Parties, and hereby grants to the Collateral Agent (Trustee for itself hereunder and its successors and assigns), for the benefit of the Collateral Agent and the Secured Parties, a security interest in all of the right, title and interest of such Grantor in and to the following, whether presently existing or hereafter arising or acquired (the "Collateral Trust Agreement Collateral"): ): (i) the Collateral Account; (ii) , all cash deposited therein; (iii) , all certificates and instruments, if any, from time to time representing the Collateral Account; , (ivii) all investments from time to time made pursuant to Section 5.4; 4.4, (viii) all notes, certificates of deposit and other instruments from time to time hereafter delivered to or otherwise possessed by the Collateral Agent Trustee in substitution for, or in addition to, any or all of the then existing Collateral Trust Agreement Collateral; , (viiv) all interest, dividends, cash, instruments, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Trust Agreement Collateral Agreement Collateral; and (viiv) to the extent not otherwise included in clauses (i) through (vi) of this Section 5.3(a)covered above, all Proceeds of any and all collections, earnings and accruals with respect to any or all of the foregoing (whether the same are acquired before or after the commencement of a case under the Bankruptcy Code by or against such Grantor Grantor, as a debtor). (b) All right, title and interest in and to the Collateral Account shall vest in the Collateral AgentTrustee, and funds on deposit in the Collateral Account and other Collateral Trust Agreement Collateral shall constitute part of the Secured Debt CollateralTrust Estate. The Collateral Account shall be subject to the exclusive dominion and control of the Collateral AgentTrustee.

Appears in 2 contracts

Samples: Indenture (Finova Group Inc), Collateral Trust Agreement (Finova Group Inc)

Grant of Security Interest; Control of Collateral Account. (a) As security for To secure the payment or performanceprompt and complete payment, as applicablewhen due, in full of all amounts owing to the ObligationsSecured Parties and the Trustee hereunder and under the Collateral Documents and the Secured Debt, and the performance by each Grantor of its covenants and obligations to be performed by it pursuant to the Debt Instruments and the Collateral Documents, each Grantor hereby bargains, sells, conveys, assigns, sets over, mortgages, pledges, hypothecates assigns and transfers pledges to the Collateral Agent (Trustee for itself hereunder and its successors and assigns), for the ratable benefit of the Collateral Agent and the Secured Parties, and hereby grants to the Collateral Agent (Trustee for itself hereunder and its successors and assigns), for the ratable benefit of the Collateral Agent and the Secured Parties, a security interest in all of the right, title and interest of such Grantor in and to the following, whether presently existing or hereafter arising or acquired (the "Collateral Trust Agreement Collateral"): ; provided, however, that to the extent any of the following property relates to Collateral which is not Stexxxx Xxdenture Collateral, the security interest therein granted to the Trustee in this Section 7.2(a) shall be held by the Trustee only for the benefit of the Trustee and the Bank Secured Parties: (i) the Collateral Account; (ii) , all cash deposited therein; (iii) , all certificates and instruments, if any, from time to time representing the Collateral Account; , (ivii) all investments from time to time made pursuant to Section 5.4; 7.3, (viii) all notes, certificates of deposit and other instruments from time to time hereafter delivered to or otherwise possessed by the Collateral Agent Trustee in substitution for, or in addition to, any or all of the then existing Collateral Trust Agreement Collateral; , (viiv) all interest, dividends, cash, instruments, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Trust Agreement Collateral Agreement Collateral; and and, (viiv) to the extent not otherwise included in clauses (i) through (vi) of this Section 5.3(a)covered above, all Proceeds of any and all collections, earnings and accruals with respect to any or all of the foregoing (whether the same are acquired before or after the commencement of a case under the Bankruptcy Code by or against such Grantor Grantor, as a debtor). (b) All right, title and interest in and to the Collateral Account shall vest in the Collateral AgentTrustee, and funds on deposit in the Collateral Account and other Collateral Trust Agreement Collateral shall constitute part of the Secured Debt CollateralTrust Estate. The Collateral Account shall be subject to the exclusive dominion and control of the Collateral AgentTrustee.

Appears in 1 contract

Samples: Collateral Trust Agreement (Westpoint Stevens Inc)

Grant of Security Interest; Control of Collateral Account. (a) As security for To secure the payment or performanceprompt and complete payment, as applicablewhen due, in full of the all Obligations, each Grantor the Grantors hereby bargains, sells, conveys, assigns, sets over, mortgages, pledges, hypothecates assign and transfers pledge to the Collateral Agent (and its successors and assigns), for the benefit of the Collateral Agent Secured Parties and the Secured Parties, and hereby grants grant to the Collateral Agent (and its successors and assigns), for the benefit of the Collateral Agent and the Secured Parties, Parties a security interest in all of the right, title and interest of such Grantor the Grantors, or either of them, in and to the following, whether presently existing or hereafter arising or acquired (the "Collateral Agreement Liquid ------ Collateral"): (i) the Collateral Account; (ii) , all cash deposited therein; (iii) , all ---------- certificates and instruments, if any, from time to time representing the Collateral Account; (iv) all investments from time to time made pursuant to Section 5.4------- 4.3 hereof; (v) all notes, certificates of deposit and other instruments from time --- to time hereafter delivered to or otherwise possessed by the Collateral Agent in substitution for, or in addition to, any or all of the then existing Collateral Agreement Liquid Collateral; (vi) all interest, dividends, cash, instruments, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Collateral Agreement Liquid Collateral; and (vii) to the extent not otherwise included in clauses (i) through (vi) of this Section 5.3(a)covered above, all Proceeds of any and all collections, earnings and accruals with respect to any or all of the foregoing (whether the same are acquired before or after the commencement of a case under the Bankruptcy Code by or against such Grantor any of the Grantors as a debtor). (b) All right, title and interest in and to the Collateral Account shall vest in the Collateral Agent, for the benefit of the Secured Parties, and funds on deposit in the Collateral Account and other Collateral Agreement Liquid Collateral shall constitute part of the Secured Debt Collateral. The Collateral Account shall be subject to the exclusive dominion and control of the Collateral Agent, for the benefit of the Secured Parties.

Appears in 1 contract

Samples: Secured Credit Agreement (System Software Associates Inc)

Grant of Security Interest; Control of Collateral Account. (a) As security for To secure the payment or performanceprompt and complete payment, as applicablewhen due, in full of all amounts owing to the ObligationsSecured Parties and the Administrative Agent hereunder and under the Collateral Documents and the Secured Debt, and the performance by each Grantor of its covenants and obligations to be performed by it pursuant to the Debt Instruments and the Collateral Documents, each Grantor hereby bargains, sells, conveys, assigns, sets over, mortgages, pledges, hypothecates assigns and transfers pledges to the Collateral Administrative Agent (for itself hereunder and its successors and assigns), for the ratable benefit of the Collateral Agent and the Secured Parties, and hereby grants to the Collateral Administrative Agent (for itself hereunder and its successors and assigns), for the ratable benefit of the Collateral Agent and the Secured Parties, a security interest in all of the right, title and interest of such Grantor in and to the following, whether presently existing or hereafter arising or acquired (the "Collateral Agreement Account Collateral"): ); (i) the Collateral Account; (ii) , all cash deposited therein; (iii) , all certificates and instruments, if any, from time to time representing the Collateral Account; , (ivii) all investments from time to time made pursuant to Section 5.4; 7.3, (viii) all notes, certificates of deposit and other instruments from time to time hereafter delivered to or otherwise possessed by the Collateral Administrative Agent in substitution for, or in addition to, any or all of the then existing Collateral Agreement Collateral; , (viiv) all interest, dividends, cash, instruments, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Collateral Agreement Collateral; and and, (viiv) to the extent not otherwise included in clauses (i) through (vi) of this Section 5.3(a)covered above, all Proceeds of any and all collections, earnings and accruals with respect to any or all of the foregoing (whether the same are acquired before or after the commencement of a case under the Bankruptcy Code by or against such Grantor Grantor, as a debtor). (b) All right, title and interest in and to the Collateral Account shall vest in the Collateral Administrative Agent, and funds on deposit in the Collateral Account and other Collateral Agreement Collateral shall constitute part of the Secured Debt Collateral. The Collateral Account shall be subject to the exclusive dominion and control of the Collateral Administrative Agent.

Appears in 1 contract

Samples: Collateral Security Agreement (Westpoint Stevens Inc)

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Grant of Security Interest; Control of Collateral Account. (a) As security for To secure the payment or performanceprompt and complete payment, as applicablewhen due, in full and the observance and performance of the Obligationsall Secured Debt, each Grantor hereby bargains, sells, conveys, assigns, sets over, mortgages, pledges, hypothecates assigns and transfers pledges to the Collateral Agent (and its successors and assigns), for the benefit of the Collateral Agent and the Secured Parties, and hereby grants to the Collateral Agent (and its successors and assigns), for the benefit of the Collateral Agent and the Secured Parties, a security interest in all of the right, title and interest of such Grantor in and to the following, whether presently existing or hereafter arising or acquired (the "Collateral Agreement CollateralCOLLATERAL AGREEMENT COLLATERAL"): (i) the Collateral Account; (ii) , all cash deposited therein; (iii) , all certificates and instruments, if any, from time to time representing the Collateral Account; (iv) all investments from time to time made pursuant to Section 5.4; (v) 4.3, all notes, certificates of deposit and other instruments from time to time hereafter delivered to or otherwise possessed by the Collateral Agent in substitution for, or in addition to, any or all of the then existing Collateral Agreement Collateral; (vi) all interest, dividends, cash, instruments, and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Collateral Agreement Collateral; and (vii) to the extent not otherwise included in clauses (i) through (vi) of this Section 5.3(a)covered above, all Proceeds of and any and all collections, earnings and accruals with respect to any or all of the foregoing (whether the same are acquired before or after the commencement of a case under the Bankruptcy Code by or against such Grantor as a debtor). (b) All right, title and interest in and to the Collateral Account shall vest in the Collateral Agent, and funds on deposit in the Collateral Account and other Collateral Agreement Collateral shall constitute part of the Secured Debt Collateral. The Collateral Account shall be subject to the exclusive dominion and control of the Collateral Agent.the

Appears in 1 contract

Samples: Collateral Agent Agreement (BMCA Quakertown Inc.)

Grant of Security Interest; Control of Collateral Account. (a) As security for To secure the payment or performanceprompt and complete payment, as applicablewhen due, in full and the observance and performance of all Secured Debt, the Obligations, each Grantor Debtor hereby bargains, sells, conveys, assigns, sets over, mortgages, pledges, hypothecates assigns and transfers pledges to the Collateral Agent (Trustee and its successors and assigns), for the benefit of the Collateral Agent and the Secured Parties, and hereby grants to the Collateral Agent (and its successors and assigns), for the benefit of the Collateral Agent and the Secured Parties, Trustee a security interest in all of the right, title and interest of such Grantor the Debtor in and to the following, whether presently existing or hereafter arising or acquired (the "Collateral Trust Agreement Collateral"): (i) the -------------------------- Collateral Account; (ii) , all cash deposited therein; (iii) , all certificates and instruments, if any, from time to time representing the Collateral Account; (iv) all investments from time to time made pursuant to Section 5.4; (v) 4.3 hereof, all notes, ----------- certificates of deposit and other instruments from time to time hereafter delivered to or otherwise possessed by the Collateral Agent Trustee in substitution for, or in addition to, any or all of the then existing Collateral Trust Agreement Collateral; (vi) all interest, dividends, cash, instruments, and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Collateral Trust Agreement Collateral; and (vii) to the extent not otherwise included in clauses (i) through (vi) of this Section 5.3(a)covered above, all Proceeds of and any and all collections, earnings and accruals with respect to any or all of the foregoing (whether the same are acquired before or after the commencement of a case under the Bankruptcy Code by or against such Grantor the Debtor as a debtor). (b) All right, title and interest in and to the Collateral Account shall vest in the Collateral AgentTrustee, and funds on deposit in the Collateral Account and other Collateral Trust Agreement Collateral shall constitute part of the Secured Debt CollateralTrust Estate. The Collateral Account shall be subject to the exclusive dominion and control of the Collateral AgentTrustee.

Appears in 1 contract

Samples: Collateral Trust Agreement (Ace Cash Express Inc/Tx)

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