Common use of GRANT OF SECURITY INTEREST TO LASALLE Clause in Contracts

GRANT OF SECURITY INTEREST TO LASALLE. As security for the payment of all Loans now or in the future made by LaSalle to Borrower hereunder and for the payment or other satisfaction of all other Liabilities, Borrower hereby assigns to LaSalle and grants to LaSalle a continuing security interest in the following property of Borrower, whether now or hereafter owned, existing, acquired or arising and wherever now or hereafter located: (a) all Accounts (whether or not Eligible Accounts) and all Goods whose sale, lease or other disposition by Borrower has given rise to Accounts and have been returned to or repossessed or stopped in transit by Borrower; (b) all Chattel Paper, Instruments, investment property, Documents and General Intangibles (including, without limitation, all patents, patent applications, trademarks, trademark applications, tradenames, trade secrets, goodwill, copyrights, registrations, licenses, franchises, customer lists, tax refund claims, claims against carriers and shippers, guarantee claims, contracts rights, security interests, security deposits and any rights to indemnification); (c) all Inventory; (d) all Goods (other than Inventory) including, without limitation, Equipment, vehicles and fixtures; (e) all deposits and cash and any other property of Borrower now or hereafter in the possession, custody or control of LaSalle or any agent or any parent, affiliate or subsidiary of LaSalle or any participant with LaSalle in the Loans for any purpose (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise); and (f) all additions and accessions to, substitutions for, and replacements, products and proceeds of the foregoing property, including, without limitation, proceeds of all insurance policies insuring the foregoing property, and all of Borrower's books and records relating to any of the foregoing and to Borrower's business.

GRANT OF SECURITY INTEREST TO LASALLE. As security for the payment of all Loans now or in the future made by LaSalle to Borrower hereunder and for the payment or other satisfaction of all other Liabilities, Borrower hereby assigns to LaSalle and grants to LaSalle a continuing first priority security interest in the following property of Borrower, whether now or hereafter owned, existing, acquired or arising and wherever now or hereafter located: (a) all Accounts (whether or not Eligible Accounts) and all Goods whose sale, lease or other disposition by Borrower has given rise to Accounts and have been returned to or repossessed or stopped in transit by Borrower; (b) all Chattel Paper, Instruments, investment propertyInvestment Property, Documents and General Intangibles (including, without limitation, all patents, patent applications, trademarks, trademark applications, tradenames, trade secrets, goodwill, copyrights, registrations, licenses, franchises, customer lists, tax refund claims, claims against carriers and shippers, guarantee claims, contracts rights, security interests, security deposits and any rights to indemnification); (c) all Inventory; (d) all Goods (other than Inventory) including, without limitation, Equipment, vehicles and fixtures; (e) all deposits and cash and any other property of Borrower now or hereafter in the possession, custody or control of LaSalle or any agent or any parent, affiliate or subsidiary of LaSalle or any participant with LaSalle in the Loans for any purpose (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise); and (f) all additions and accessions to, substitutions for, and replacements, products and proceeds of the foregoing property, including, without limitation, proceeds of all insurance policies insuring the foregoing property, and all of Borrower's books and records relating to any of the foregoing and to Borrower's business.

GRANT OF SECURITY INTEREST TO LASALLE. As security for the payment of all Loans now or in the future made by LaSalle to Borrower hereunder and for the payment or other satisfaction of all other Liabilitiesof the Obligations, Borrower Debtor hereby assigns to LaSalle and grants to LaSalle a continuing security interest in the following property of BorrowerDebtor, whether now or hereafter owned, existing, acquired or arising and wherever now or hereafter located: (ai) all Accounts (whether or not Eligible Accounts) and all Goods whose sale, lease or other disposition by Borrower Debtor has given rise to Accounts and have been returned to or repossessed or stopped in transit by BorrowerDebtor; (bii) all Chattel Paper, Instruments, investment property, Documents and General Intangibles (including, without limitation, all patents, patent applications, trademarks, trademark applications, tradenames, trade secrets, goodwill, copyrights, registrations, licenses, franchises, customer lists, tax refund claims, claims against carriers and shippers, guarantee claims, contracts rights, security interests, security deposits and any rights to indemnification); (ciii) all Inventory; (div) all Goods (other than Inventory) including, without limitation, Equipment, vehicles and fixtures; (ev) all deposits and cash and any other property of Borrower Debtor now or hereafter in the possession, custody or control of LaSalle or any agent or any parent, affiliate or subsidiary of LaSalle or any participant with LaSalle in the Loans Loan for any purpose (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise); (vi) all Investment Property; and (fvii) all additions and accessions to, substitutions for, and replacements, products and proceeds of the foregoing property, including, without limitation, proceeds of all insurance policies insuring the foregoing property, and all of BorrowerDebtor's books and records relating to any of the foregoing and to BorrowerDebtor's business. Notwithstanding the foregoing provisions of this paragraph 2, such grant of a security interest shall not extend to, and the term "Collateral" shall not include, any licenses which are now or hereafter held by the Debtor as licensee, to the extent that (i) such licenses are not assignable or capable of being encumbered as a matter of law or under the terms of the license applicable thereto (but solely to the extent that any such restriction shall be enforceable under applicable law), without the consent of the licensor thereof and (ii) such consent has not been obtained; provided, however, that the foregoing grant of security interest shall extend to, and the term Collateral shall include, (A) any and all proceeds of such licenses to the extent that the assignment or encumbering of such proceeds is not so restricted and (B) upon any such licensor's consent with respect to any such otherwise excluded license being obtained, thereafter such licenses as well as any and all proceeds thereof that might theretofore have been excluded from such grant of a security interest and the term Collateral. In addition, the Debtor agrees that until all obligations are paid in full, the Debtor will cause all of the obligations to be secured by a valid and enforceable lien and security interest in all assets of the Debtor (except the Debtor's stock in Antigua).

GRANT OF SECURITY INTEREST TO LASALLE. As security for the payment of all Loans now or in the future made by LaSalle to Borrower hereunder and for the payment or other satisfaction of all other Liabilities, Borrower hereby assigns to LaSalle and grants to LaSalle a continuing security interest in the following property of Borrower, whether now or hereafter owned, existing, acquired or arising and wherever now or hereafter located: (a) all Accounts (whether or not Eligible Accounts) and all Goods whose sale, lease or other disposition by Borrower has given rise to Accounts and have been returned to or repossessed or stopped in transit by Borrower; (b) all Chattel Paper, Instruments, investment property, Documents and General Intangibles (including, without limitation, all patents, patent applications, trademarks, trademark applications, tradenamestrade names, trade secrets, goodwill, copyrights, registrations, licenses, franchises, customer lists, tax refund claims, claims against carriers and shippers, guarantee claims, contracts rights, security interests, security deposits and any rights to indemnification); (c) all Inventory; (d) all Goods (other than Inventory) including, without limitation, Equipment, vehicles and fixtures; (e) all Deposit Accounts; (f) all Investment Property; (g) all deposits and cash and any other property of Borrower now or hereafter in the possession, custody or control of LaSalle or any agent or any parent, affiliate or subsidiary of LaSalle or any participant with LaSalle in the Loans for any purpose (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise); and (fh) all additions and accessions to, substitutions for, and replacements, products and proceeds of the foregoing property, including, without limitation, proceeds of all insurance policies insuring the foregoing property, and all of Borrower's books and records relating to any of the foregoing and to Borrower's business.

GRANT OF SECURITY INTEREST TO LASALLE. As security for the payment of all Loans now or in the future made by LaSalle to Borrower hereunder and for the payment or other satisfaction of all other Liabilities, Borrower hereby assigns to LaSalle and grants to LaSalle a continuing security interest in the following property of Borrower, whether now or hereafter owned, existing, acquired or arising and wherever now or hereafter located: (a) all Accounts (whether or not Eligible Accounts) and all Goods whose sale, lease or other disposition by Borrower has given rise to Accounts and have been returned to or repossessed or stopped in transit by Borrower; (b) all Chattel Paper, Instruments, investment property, Documents and General Intangibles (including, without limitation, all patents, patent applications, trademarks, trademark applications, tradenames, trade secrets, goodwill, copyrights, registrations, licenses, franchises, customer lists, tax refund claims, claims against carriers and shippers, guarantee claims, contracts contract rights, security interests, security deposits and any rights to indemnification); (c) all Inventory; (d) all Goods (other than Inventory) including, without limitation, Equipment, vehicles and fixtures; (e) all Deposit Accounts; (f) all Investment Property; (g) all deposits and cash and any other property of Borrower now or hereafter in the possession, custody or control of LaSalle or any agent or any parent, affiliate or subsidiary of LaSalle or any participant with LaSalle in the Loans for any purpose (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise); and (fh) all additions and accessions to, substitutions for, and replacements, products and proceeds of the foregoing property, including, without limitation, proceeds of all insurance policies insuring the foregoing property, and all of Borrower's books and records relating to any of the foregoing and to Borrower's business.

GRANT OF SECURITY INTEREST TO LASALLE. As security for the payment of all Loans now or in the future made by LaSalle to Borrower Borrowers hereunder and for the payment or other satisfaction of all other Liabilities, Borrower Borrowers, and each of them, hereby assigns to LaSalle and grants to LaSalle a continuing security interest in the following property of each Borrower, whether now or hereafter owned, existing, acquired or arising and wherever now or hereafter located: (a) all Accounts (whether or not Eligible Accounts) and all Goods whose sale, lease or other disposition by such Borrower has given rise to Accounts and have been returned to or repossessed or stopped in transit by such Borrower; (b) all Chattel Paper, Instruments, investment property, Documents and General Intangibles (including, without limitation, all patents, patent applications, trademarks, trademark applications, tradenamestrade names, trade secrets, goodwill, copyrights, registrations, licenses, franchises, customer lists, tax refund claims, claims against carriers and shippers, guarantee claims, contracts rights, security interests, security deposits and any rights to indemnification); (c) all Inventory; (d) all Goods (other than Inventory) including, without limitation, Equipment, vehicles and fixtures; (e) all Deposit Accounts; (f) all Investment Property; (g) all deposits and cash and any other property of the Borrower now or hereafter in the possession, custody or control of LaSalle or any agent or any parentParent, affiliate Affiliate or subsidiary Subsidiary of LaSalle or any participant with LaSalle in the Loans for any purpose (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise); and (fh) all additions and accessions to, substitutions for, and replacements, products and proceeds of the foregoing property, including, without limitation, proceeds of all insurance policies insuring the foregoing property, and all of Borrower's Borrowers' books and records relating to any of the foregoing and to Borrower's Borrowers' business.. In addition, Borrowers shall grant Mortgages to LaSalle with respect to Borrowers' real property and fixtures in Ennis, Texas, McHenry, Illinois, and Nevada City,

GRANT OF SECURITY INTEREST TO LASALLE. As security for the payment of all Loans now or in the future made by LaSalle to Borrower hereunder and for the payment or other satisfaction of all other Liabilities, Borrower hereby assigns to LaSalle and grants to LaSalle a continuing security interest in the following property of Borrower, whether now or hereafter owned, existing, acquired or arising and wherever now or hereafter located: (a) all Accounts (whether or not Eligible Accounts) and all Goods whose sale, lease or other disposition by Borrower has given rise to Accounts and have been returned to or repossessed or stopped in transit by Borrower; (b) all Chattel Paper, Instruments, investment propertyInvestment Property, Documents and General Intangibles (including, without limitation, all patents, patent applications, trademarks, trademark applications, tradenames, trade secrets, goodwill, copyrights, registrations, licenses, franchises, customer lists, tax refund claims, claims against carriers and shippers, guarantee claims, contracts rights, security interests, security deposits and any rights to indemnification); (c) all Inventory; (d) all Goods (other than Inventory) including, without limitation, Equipment, vehicles and fixtures; (e) all deposits and cash and any other property of Borrower now or hereafter in the possession, custody or control of LaSalle or any agent or any parent, affiliate or subsidiary of LaSalle or any participant with LaSalle in the Loans for any purpose (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise); and (f) all additions and accessions to, substitutions for, and replacements, products and proceeds of the foregoing property, including, without limitation, proceeds of all insurance policies insuring the foregoing property, and all of Borrower's books and records relating to any of the foregoing and to Borrower's business.

GRANT OF SECURITY INTEREST TO LASALLE. As security for the payment of all Loans the Loan now or in the future made by LaSalle to Borrower hereunder and for the payment or other satisfaction of all other LiabilitiesObligations, Borrower hereby assigns to LaSalle and grants to LaSalle a continuing security interest in the following property of Borrower, whether now or hereafter owned, existing, acquired or arising and wherever now or hereafter located: (ai) all Accounts (whether or not Eligible Accounts) and all Goods whose sale, lease or other disposition by Borrower has given rise to Accounts and have been returned to or repossessed or stopped in transit by Borrower; (bii) all Chattel Paper, Instruments, investment property, Documents and General Intangibles (including, without limitation, all patents, patent applications, trademarks, trademark applications, tradenames, trade secrets, goodwill, copyrights, registrations, licenses, franchises, customer lists, tax refund claims, claims against carriers and shippers, guarantee claims, contracts rights, security interests, security deposits and any rights to indemnification); (ciii) all Inventory; (div) all Goods (other than Inventory) including, without limitation, Equipment, vehicles and fixtures; (ev) all deposits and cash and any other property of Borrower now or hereafter in the possession, custody or control of LaSalle or any agent or any parent, affiliate or subsidiary of LaSalle or any participant with LaSalle in the Loans Loan for any purpose (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise); vi) all Investment Property; and (fvii) all additions and accessions to, substitutions for, and replacements, products and proceeds of the foregoing property, including, without limitation, proceeds of all insurance policies insuring the foregoing property, and all of Borrower's books and records relating to any of the foregoing and to Borrower's business. Notwithstanding the foregoing provisions of this paragraph 4, such grant of a security interest shall not extend to, and the term "Collateral" shall not include, any licenses which are now or hereafter held by the BORROWER as licensee, to the extent that (i) such licenses are not assignable or capable of being encumbered as a matter of law or under the terms of the license applicable thereto (but solely to the extent that any such restriction shall be enforceable under applicable law), without the consent of the licensor thereof and (ii) such consent has not been obtained; provided, however, that the 10 foregoing grant of security interest shall extend to, and the term Collateral shall include, (A) any and all proceeds of such licenses to the extent that the assignment or encumbering of such proceeds is not so restricted and (B) upon any such licensor's consent with respect to any such otherwise excluded license being obtained, thereafter such licenses as well as any and all proceeds thereof that might theretofore have been excluded from such grant of a security interest and the term Collateral. In addition, the Borrower agrees that so long as the Borrower has any obligations to LaSalle, the Borrower will cause all of the Borrower's obligations to LaSalle to be secured by a valid and enforceable lien and security interest in all assets of the Borrower.

GRANT OF SECURITY INTEREST TO LASALLE. As security for the payment of all Loans now or in the future made by LaSalle to Borrower hereunder and for the payment or other satisfaction of all other Liabilities, Borrower hereby assigns to LaSalle and grants to LaSalle a continuing security interest in the following property of Borrower, whether now or hereafter owned, existing, acquired or arising and wherever now or hereafter located: (ai) all Accounts (whether or not Eligible Accounts) and all Goods whose sale, lease or other disposition by Borrower has given rise to Accounts and have been returned to or repossessed or stopped in transit by Borrower; (bii) all Chattel Paper, Instruments, investment property, Documents and General Intangibles (including, without limitation, all patents, patent applications, trademarks, trademark applications, tradenames, trade secrets, goodwill, copyrights, registrations, licenses, franchises, customer lists, tax refund claims, claims against carriers and shippers, guarantee claims, contracts rights, security interests, security deposits and any rights to indemnification); (ciii) all Inventory; (div) all Goods (other than Inventory) including, without limitation, Equipment, vehicles and fixtures; (ev) all deposits and cash and any other property of Borrower now or hereafter in the possession, custody or control of LaSalle or any agent or any parent, affiliate or subsidiary of LaSalle or any participant with LaSalle in the Loans for any purpose (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise); (vi) all Investment Property; and (fvii) all additions and accessions to, substitutions for, and replacements, products and proceeds of the foregoing property, including, without limitation, proceeds of all insurance policies insuring the foregoing property, and all of Borrower's books and records relating to any of the foregoing and to Borrower's business. Notwithstanding the foregoing provisions of this paragraph 7, such grant of a security interest shall not extend to, and the term "Collateral" shall not include, any licenses which are now or hereafter held by the BORROWER as licensee, to the extent that (i) such licenses are not assignable or capable of being encumbered as a matter of law or under the terms of the license applicable thereto (but solely to the extent that any such restriction shall be enforceable under applicable law), without the consent of the licensor thereof and (ii) such consent has not been obtained; provided, however, that the foregoing grant of security interest shall extend to, and the term Collateral shall include, (A) any and all proceeds of such licenses to the extent that the assignment or encumbering of such proceeds is not so restricted and (B) upon any such licensor's consent with respect to any such otherwise excluded license being obtained, thereafter such licenses as well as any and all proceeds thereof that might theretofore have been excluded from such grant of a security interest and the term Collateral.

GRANT OF SECURITY INTEREST TO LASALLE. As security for the payment of all Loans now or in the future made by LaSalle to Borrower Agent or Lenders hereunder and for the payment or other satisfaction of all other Liabilities, each Borrower hereby assigns to LaSalle Agent, for the benefit of Agent and Lenders, and grants to LaSalle Agent, for the benefit of Agent and Lenders, a continuing security interest in the following property of such Borrower, whether now or hereafter owned, existing, acquired or arising and wherever now or hereafter located: (a) all Accounts (whether or not Eligible Accounts) and all Goods whose sale, lease or other disposition by such Borrower has given rise to Accounts and have been returned to or repossessed or stopped in transit by such Borrower; (b) all Chattel Paper, Instruments, investment property, Documents and General Intangibles (including, without limitation, all patents, patent applications, trademarks, trademark applications, tradenames, trade secrets, goodwill, copyrights, registrations, licenses, franchises, customer lists, tax refund claims, claims against carriers and shippers, guarantee claims, contracts rights, security interests, security deposits and any rights to indemnification); (c) all Inventory (whether or not Eligible Inventory); (d) all Goods (other than Inventory) ), including, without limitation, EquipmentEquipment (except for equipment designated on Schedule 4(d), attached hereto which is the subject of an equipment lease), vehicles and fixtures; (e) all deposits and cash and any other property of such Borrower now or hereafter in the possession, custody or control of LaSalle Agent or any Lender or any agent or any parent, affiliate or subsidiary of LaSalle Agent or any Lender or any participant with LaSalle any Lender in the Loans for any purpose (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise); and (f) all additions and accessions to, substitutions for, and replacements, products and proceeds of the foregoing property, including, without limitation, proceeds of all insurance policies insuring the foregoing property, and all of such Borrower's books and records relating to any of the foregoing and to such Borrower's business. All liens granted to Agent hereunder and under the Other Agreements and all Collateral delivered to Agent hereunder and under the Other Agreements shall be deemed to have been granted and delivered to Agent, for the benefit of Agent and Lenders, to secure the Liabilities.

GRANT OF SECURITY INTEREST TO LASALLE. As security for the payment of all Loans now or in the future made by LaSalle to Borrower hereunder and for the payment or other satisfaction of all other Liabilitiesof the Obligations, Borrower Debtor hereby assigns to LaSalle and grants to LaSalle a continuing security interest in the following property of BorrowerDebtor, whether now or hereafter owned, existing, acquired or arising and wherever now or hereafter located: (ai) all Accounts (whether or not Eligible Accounts) and all Goods whose sale, lease or other disposition by Borrower Debtor has given rise to Accounts and have been returned to or repossessed or stopped in transit by BorrowerDebtor; (bii) all Chattel Paper, Instruments, investment property, Documents and General Intangibles (including, without limitation, all patents, patent applications, trademarks, trademark applications, tradenames, trade secrets, goodwill, copyrights, registrations, licenses, franchises, customer lists, tax refund claims, claims against carriers and shippers, guarantee claims, contracts rights, security interests, security deposits and any rights to indemnification); (ciii) all Inventory; (div) all Goods (other than Inventory) including, without limitation, Equipment, vehicles and fixtures; (ev) all deposits and cash and any other property of Borrower Debtor now or hereafter in the possession, custody or control of LaSalle or any agent or any parent, affiliate or subsidiary of LaSalle or any participant with LaSalle in the Loans Loan for any purpose (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise); (vi) all Investment Property; and (fvii) all additions and accessions to, substitutions for, and replacements, products and proceeds of the foregoing property, including, without limitation, proceeds of all insurance policies insuring the foregoing property, and all of BorrowerDebtor's books and records relating to any of the foregoing and to BorrowerDebtor's business. Notwithstanding the foregoing provisions of this paragraph 2, such grant of a security interest shall not extend to, and the term "Collateral" shall not include, any licenses which are now or hereafter held by the Debtor as licensee, to the extent that (i) such licenses are not assignable or capable of being encumbered as a matter of law or under the terms of the license applicable thereto (but solely to the extent that any such restriction shall be enforceable under applicable law), without the consent of the licensor thereof and (ii) such consent has not been obtained; provided, however, that the foregoing grant of security interest shall extend to, and the term Collateral shall include, (A) any and all proceeds of such licenses to the extent that the assignment or encumbering of such proceeds is not so restricted and (B) upon any such licensor's consent with respect to any such otherwise excluded license being obtained, thereafter such licenses as well as any and all proceeds thereof that might theretofore have been excluded from such grant of a security interest and the term Collateral. In addition, the Debtor agrees that until all Obligations are paid in full, the Debtor will cause all of the Obligations to be secured by a valid and enforceable lien and security interest in all assets of the Debtor (except the Debtor's stock in Southhampton Enterprises, Inc.).

GRANT OF SECURITY INTEREST TO LASALLE. As security for the payment of all Loans now or in the future made by LaSalle to Borrower Borrowers hereunder and for the payment or other satisfaction of all other Liabilities, Borrower each of the Borrowers hereby assigns to LaSalle and grants to LaSalle a continuing security interest in the following property of BorrowerBorrowers, whether now or hereafter owned, existing, acquired or arising and wherever now or hereafter located: (a) all Accounts (whether or not Eligible Accounts) and all Goods whose sale, lease or other disposition by any Borrower has given rise to Accounts and have been returned to or repossessed or stopped in transit by any Borrower; (b) all Chattel Paper, Investment Property, Instruments, investment property, Documents and General Intangibles (including, without limitation, all patents, patent applications, trademarks, trademark applications, tradenames, trade secrets, goodwill, copyrights, registrations, licenses, franchises, customer lists, tax refund claims, claims against carriers and shippers, guarantee claims, contracts rights, security interests, security deposits and any rights to indemnification); (c) all Inventory; (d) all Goods (other than Inventory) including, without limitation, Equipment, vehicles and fixtures; (e) all deposits and cash and any other property of each Borrower now or hereafter in the possession, custody or control of LaSalle or any agent or any parent, affiliate or subsidiary of LaSalle or any participant with LaSalle in the Loans for any purpose (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise); and (f) all additions and accessions to, substitutions for, and replacements, products and proceeds of the foregoing property, including, without limitation, proceeds of all insurance policies insuring the foregoing property, and all of Borrower's Borrowers' books and records relating to any of the foregoing and to Borrower's Borrowers' business.