Common use of Liens; Setoff Clause in Contracts

Liens; Setoff. The Borrowers hereby grant to the Lender as additional collateral and security for all of the Obligations, a continuing Lien on any and all monies, Investment Property, and other property of the Borrowers and the proceeds thereof, now or hereafter held or received by or in transit to, the Lender, and/or any Affiliate of the Lender, from or for the account of, the Borrowers, and also upon any and all deposit accounts (general or special) and credits of the Borrowers, if any, with the Lender or any Affiliate of the Lender, at any time existing, excluding any deposit accounts held by the Borrowers in their capacity as trustee for Persons who are not Borrowers or Affiliates of the Borrowers. Without implying any limitation on any other rights the Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Lender is hereby authorized by the Borrowers at any time and from time to time, without notice to the Borrowers, to set off, appropriate and apply any or all items hereinabove referred to against all Obligations then outstanding (whether or not then due), all in such order and manner as shall be determined by the Lender in its sole and absolute discretion.

Appears in 4 contracts

Samples: Financing and Security Agreement (Argan Inc), Financing and Security Agreement (Argan Inc), Financing and Security Agreement (Versar Inc)

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Liens; Setoff. The Borrowers Each Borrower hereby grant grants to the Lender as additional collateral and security for all of the Obligations, a continuing Lien on any and all monies, Investment Property, and other property of the Borrowers Borrower and the any and all proceeds thereof, now or hereafter held or received by or in transit to, the Lender, and/or any Affiliate of the Lender, from or for the account of, the BorrowersBorrower, and also upon any and all deposit accounts (general or special) and credits of the BorrowersBorrower, if any, with the Lender or any Affiliate of the Lender, at any time existing, excluding any deposit accounts held by the Borrowers Borrower in their its capacity as trustee for Persons who are not Borrowers or Affiliates of the BorrowersBorrower. Without implying any limitation on any other rights the Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Lender is hereby authorized by the Borrowers each Borrower at any time and from time to time, without notice to the Borrowersto, or consent of, Borrower, to set off, appropriate appropriate, seize, freeze and apply any or all items hereinabove referred to against all Obligations then outstanding (whether or not then due), all in such order and manner as shall be determined by the Lender in its sole and absolute discretion.

Appears in 3 contracts

Samples: Financing and Security Agreement (Gp Strategies Corp), Financing and Security Agreement (Gp Strategies Corp), Financing and Security Agreement (Gp Strategies Corp)

Liens; Setoff. The Borrowers Borrower hereby grant grants to the Lender as additional collateral and security for all of the Obligations, a continuing Lien on any and all monies, Investment Property, and other property of the Borrowers Borrower and the proceeds thereof, now or hereafter held or received by or in transit to, the Lender, and/or any Affiliate of the Lender, from or for the account of, the BorrowersBorrower, and also upon any and all deposit accounts (general or special) and credits of the BorrowersBorrower, if any, with the Lender or any Affiliate of the Lender, at any time existing, excluding any deposit accounts held by the Borrowers Borrower in their its capacity as trustee for Persons who are not Borrowers or Affiliates of the BorrowersBorrower. Without implying any limitation on any other rights the Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Lender is hereby authorized by the Borrowers Borrower at any time and from time to time, without notice to the BorrowersBorrower, to set off, appropriate and apply any or all items hereinabove referred to against all Obligations then outstanding (whether or not then due), all in such order and manner as shall be determined by the Lender in its sole and absolute discretion.

Appears in 2 contracts

Samples: Financing and Security Agreement (ARGON ST, Inc.), Financing and Security Agreement (Sensytech Inc)

Liens; Setoff. The Borrowers Borrower hereby grant grants to the Lender as additional collateral and security for all of the Obligations, a continuing Lien on any and all monies, Investment Property, and other property of the Borrowers Borrower and the proceeds thereof, now or hereafter held or received by by, or in transit to, the Lender, and/or any Affiliate of the Lender, from or for the account of, the BorrowersBorrower, and also upon any and all deposit accounts (general or special) and credits of the BorrowersBorrower, if any, with the Lender or any Affiliate of the Lender, at any time existing, excluding any deposit accounts held by the Borrowers Borrower in their its capacity as trustee for Persons who are not Borrowers or Affiliates of the BorrowersBorrower. Without implying any limitation on any other rights the Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Lender is hereby authorized by the Borrowers Borrower at any time and from time to time, without notice to the BorrowersBorrower, to set off, appropriate and apply any or all items hereinabove referred to against all Obligations then outstanding (whether or not then due), all in such order and manner as shall be determined by the Lender in its sole and absolute discretion.

Appears in 2 contracts

Samples: Financing and Security Agreement (Healthextras Inc), Financing and Security Agreement (Healthextras Inc)

Liens; Setoff. The Borrowers Borrower hereby grant grants to the Lender as additional collateral and security for all of the Obligations, a continuing Lien on any and all monies, Investment Property, and other property of the Borrowers Borrower and the any and all proceeds thereof, now or hereafter held or received by or in transit to, the Lender, and/or any Affiliate of the Lender, from or for the account of, the BorrowersBorrower, and also upon any and all deposit accounts (general or special) and credits of the BorrowersBorrower, if any, with the Lender or any Affiliate of the Lender, at any time existing, excluding any deposit accounts held by the Borrowers Borrower in their its capacity as trustee for Persons who are not Borrowers or Affiliates of the BorrowersBorrower. Without implying any limitation on any other rights the Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Lender is hereby authorized by the Borrowers Borrower at any time and from time to time, without notice to the Borrowersto, or consent of, Borrower, to set off, appropriate appropriate, seize, freeze and apply any or all items hereinabove referred to against all Obligations then outstanding (whether or not then due), all in such order and manner as shall be determined by the Lender in its sole and absolute discretion.

Appears in 2 contracts

Samples: Financing and Security Agreement (Liquidity Services Inc), Financing and Security Agreement (Gp Strategies Corp)

Liens; Setoff. The Borrowers In addition to the Liens set forth in ARTICLE 3, the Borrower hereby grant grants to the Lender a continuing Lien as additional collateral and security for all of the Obligations, a continuing Lien on Obligations upon any and all monies, Investment Propertysecurities, and other property of the Borrowers Borrower and the proceeds thereof, now or hereafter held or received by or in transit to, the Lender, Lender and/or any Affiliate of the Lender, from or for the account of, the BorrowersBorrower, and also upon any and all deposit accounts (general or special) and credits of the BorrowersBorrower, if any, with the Lender or any Affiliate of the Lender, at any time existing, excluding any deposit accounts held by the Borrowers Borrower in their capacity as trustee for Persons who are not Borrowers or Affiliates of the Borrowerstrustee. Without implying any limitation on any other rights the Lender may have under the Financing Documents or applicable Laws, 74 during the continuance of an Event of Default, the Lender is hereby authorized by the Borrowers Borrower at any time and from time to time, ,without notice to the BorrowersBorrower, to set off, appropriate and apply any or all items hereinabove referred to against all Obligations then outstanding (whether or not then due), all in such order and manner as shall be determined by the Lender in its sole and absolute discretion.

Appears in 1 contract

Samples: Financing and Security Agreement (Chatwins Group Inc)

Liens; Setoff. The Borrowers Borrower hereby grant grants to the Lender as additional collateral and security for all of the Obligations, a continuing Lien on any and all monies, Investment Property, and other property of the Borrowers Borrower and the proceeds thereof, now or hereafter held or received by by, or in transit to, the Lender, and/or any Affiliate of the Lender, from or for the account of, the BorrowersBorrower, and also upon any and all deposit accounts (general or special) and credits of the BorrowersBorrower, if any, with the Lender or any Affiliate of the Lender, at any time existing, excluding any deposit accounts held by the Borrowers Borrower in their its capacity as trustee trustee, managing member, managing agent or other similar fiduciary capacity for Persons who are not Borrowers or Affiliates of the Borrowersother Persons. Without implying any limitation on any other rights the Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Lender is hereby authorized by the Borrowers Borrower at any time and from time to time, without notice to the BorrowersBorrower, to set off, appropriate and apply any or all items hereinabove referred to against all Obligations then outstanding (whether or not then due), all in such order and manner as shall be determined by the Lender in its sole and absolute discretion.

Appears in 1 contract

Samples: Financing Agreement (Sunrise Assisted Living Inc)

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Liens; Setoff. The Borrowers hereby grant to the Lender as additional collateral and security a continuing Lien for all of the Obligations, a continuing Lien on Obligations upon any and all monies, Investment Propertysecurities, and other property of the Borrowers and the proceeds thereof, now or hereafter held or received by or in transit to, the Lender, and/or any Affiliate of the Lender, from or for the account of, the Borrowers, and also upon any and all deposit accounts (general or special) and credits of the Borrowers, if any, with the Lender or any Affiliate of the Lender, at any time existing, excluding any deposit accounts held by the Borrowers in their capacity as trustee for Persons who are not Borrowers or Affiliates of the Borrowers. Without implying any limitation on any other rights the Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Lender is hereby authorized by the Borrowers at any time and from time to time, without notice to the Borrowers, to set off, appropriate and apply any or all items hereinabove referred to against all Obligations then outstanding (whether or not then due), all in such order and manner as shall be determined by the Lender in its sole and absolute discretion. The Lender shall have no obligation, however, to apply to the Obligations any proceeds from Receivables, any other Collateral, other obligation or property of any kind due from, owed by or belonging to, a Sanctioned Person.

Appears in 1 contract

Samples: Financing and Security Agreement (Rand Worldwide Inc)

Liens; Setoff. The Borrowers hereby grant to the Lender as additional collateral and security a continuing Lien for all of the Obligations, a continuing Lien on Obligations upon any and all monies, Investment Propertysecurities, and other property of the Borrowers and the proceeds thereof, now or hereafter held or received by or in transit to, the Lender, and/or any Affiliate of the Lender, from or for the account of, the Borrowers, and also upon any and all deposit accounts (general or special) and credits of the Borrowers, if any, with the Lender or any Affiliate of the Lender, at any time existing, excluding any deposit accounts held by the Borrowers in their capacity as trustee for Persons who are not Borrowers or Affiliates of the Borrowers. Without implying any limitation on any other rights the Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Lender is hereby authorized by the Borrowers at any time and from time to time, without notice to the Borrowers, to set off, appropriate and apply any or all items hereinabove referred to against all Obligations then outstanding (whether or not then due), all in such order and manner as shall be determined by the Lender in its sole and absolute discretion.

Appears in 1 contract

Samples: Financing and Security Agreement (Spacehab Inc \Wa\)

Liens; Setoff. The Borrowers hereby grant to the Lender as additional collateral and security a continuing Lien for all of the Obligations, a continuing Lien on Obligations upon any and all monies, Investment Property, and other property of the Borrowers and the proceeds Proceeds thereof, now or hereafter held or received by or in transit to, the Lender, and/or any Affiliate of the Lender, from or for the account of, the Borrowers, and also upon any and all deposit accounts (general or special) and credits of the Borrowers, if any, with the Lender or any Affiliate of the Lender, at any time existing, excluding any deposit accounts held by the Borrowers in their capacity as trustee for Persons who are not Borrowers or Affiliates of the Borrowers. Without implying any limitation on any other rights the Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Lender Lender, is hereby authorized by the Borrowers at any time and from time to time, without notice to the Borrowers, to set off, appropriate and apply any or all items hereinabove referred to against all Obligations (including, without limitation, the Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Lender in its sole and absolute discretion.

Appears in 1 contract

Samples: Business Loan and Security Agreement (Vse Corp)

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