Liens; Setoff. The Borrower hereby grants to the Agent and to the Lenders a continuing Lien for all of the Obligations (including, without limitation, the Agent's Obligations) upon any and all monies, securities, and other cash deposits of the Borrower and the proceeds thereof, now or hereafter held or received by or in transit to, the Agent, any of the Lenders, and/or any Affiliate of the Agent and/or any of the Lenders, from or for the Borrower, and also upon any and all deposit accounts (general or special) and credits of the Borrower, if any, with the Agent, any of the Lenders or any Affiliate of the Agent or any of the Lenders, at any time existing, excluding any deposit accounts held by the Borrower in its capacity as trustee for Persons who are not Affiliates or Subsidiaries of the Borrower. Without implying any limitation on any other rights the Agent and/or the Lenders may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Agent is hereby authorized by the Borrower at any time and from time to time, without notice to the Borrower, to set off, appropriate and apply any or all items hereinabove referred to against all Obligations (including, without limitation, the Agent's Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Agent in its sole and absolute discretion.
Appears in 3 contracts
Sources: Financing and Security Agreement (BPC Holding Corp), Financing and Security Agreement (BPC Holding Corp), Financing and Security Agreement (BPC Holding Corp)
Liens; Setoff. The Borrower hereby grants to the Agent Lender as additional collateral and to the Lenders a continuing Lien security for all of the Obligations (includingObligations, without limitation, the Agent's Obligations) upon a continuing Lien on any and all monies, securitiesSecurities, and other cash deposits personal property of the Borrower and the any and all proceeds thereof, now or hereafter held or received by by, or in transit to, the Agent, any of the Lenders, and/or Lender or any Affiliate of the Agent and/or any of the LendersLender from, from or for the account of, the Borrower, and also upon any and all deposit depository accounts (whether general or special) and credits of the Borrower, if any, with the Agent, any of the Lenders Lender or any Affiliate of the Agent or any of the LendersLender, at any time existing, excluding any deposit depository accounts held by the Borrower in its capacity as trustee for Persons who are not Affiliates or Subsidiaries of the Borrower. Without implying any limitation on any other rights the Agent and/or the Lenders Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Agent Lender is hereby authorized by the Borrower at any time and from time to timetime at the Lender's option, without notice to to, or consent of, the Borrower, to set off, appropriate appropriate, seize, freeze and apply any or all items hereinabove referred to against all Obligations (including, without limitation, the Agent's Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Agent Lender in its sole and absolute discretion.
Appears in 3 contracts
Sources: Financing and Security Agreement (Sensys Technologies Inc), Financing and Security Agreement (Weston Roy F Inc), Financing and Security Agreement (Halifax Corp)
Liens; Setoff. The Borrower hereby grants to the Agent Lender as collateral and to the Lenders a continuing Lien security for all of the Obligations (includingObligations, without limitation, the Agent's Obligations) upon a continuing Lien on any and all monies, securitiesSecurities, and other cash deposits like assets of the Borrower and the any and all proceeds thereof, now or hereafter held or received by by, or in transit to, the Agent, any of the Lenders, and/or Lender or any Affiliate of the Agent and/or any of the LendersLender from, from or for the account of, the Borrower, and also upon any and all deposit depository accounts (whether general or special) and credits of the Borrower, if any, with the Agent, any of the Lenders Lender or any Affiliate of the Agent or any of the LendersLender, at any time existing, excluding any deposit depository accounts held by the Borrower in its capacity as trustee for Persons who are not Affiliates or Subsidiaries of the Borrower. Without implying any limitation on any other rights the Agent and/or the Lenders Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Agent Lender is hereby authorized by the Borrower at any time and from time to timetime at the Lender's option, without notice to to, or consent of, the Borrower, to set off, appropriate appropriate, seize, freeze and apply any or all items hereinabove referred to against all Obligations (including, without limitation, the Agent's Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Agent Lender in its sole and absolute discretion.
Appears in 2 contracts
Sources: Financing Agreement (American Woodmark Corp), Financing Agreement (American Woodmark Corp)
Liens; Setoff. The Borrower hereby grants to the Agent and to the Lenders a continuing Lien for all of the Obligations (including, without limitation, the Agent's ’s Obligations) upon any and all monies, securitiesInvestment Property, and other cash deposits property of the Borrower and the proceeds thereof, now or hereafter held or received by or in transit to, the Agent, any of the Lenders, and/or any Affiliate of the Agent and/or any of the Lenders, from or for the account of Borrower, and also upon any and all deposit accounts (general or special) and credits of the Borrower, if any, with the Agent, any of the Lenders or any Affiliate of the Agent or any of the Lenders, at any time existing, excluding any deposit accounts held by the Borrower in its capacity as trustee for Persons who are not Affiliates or Subsidiaries of the Borrower. Without implying any limitation on any other rights the Agent and/or the Lenders may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, Agent and the Agent each of Lenders, respectively, is hereby authorized by the Borrower at any time and from time to time, without notice to the Borrower, to set off, appropriate and apply any or all items hereinabove referred to against all Obligations (including, without limitation, the Agent's ’s Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Agent in its sole and absolute discretion.
Appears in 1 contract
Sources: Loan and Security Agreement (Sunrise Senior Living Inc)
Liens; Setoff. The Borrower hereby grants to the Agent Lender as additional collateral and to the Lenders a continuing Lien security for all of the Obligations (includingObligations, without limitation, the Agent's Obligations) upon a continuing Lien on any and all monies, securitiesinvestment property, and other cash deposits personal property of the Borrower and the any and all proceeds thereof, now or hereafter held or received by by, or in transit to, the Agent, any of the Lenders, and/or Lender or any Affiliate of the Agent and/or any of the LendersLender from, from or for the account of, the Borrower, and also upon any and all deposit accounts (whether general or special) and credits of the Borrower, if any, with the Agent, any of the Lenders Lender or any Affiliate of the Agent or any of the LendersLender, at any time existing, excluding any deposit accounts held by the Borrower in its capacity as trustee for Persons who are not Affiliates or Subsidiaries of the Borrower. Without implying any limitation on any other rights the Agent and/or the Lenders Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Agent Lender is hereby authorized by the Borrower at any time and from time to timetime at the Lender's option, without notice to to, or consent of, the Borrower, to set off, appropriate appropriate, seize, freeze and apply any or all items hereinabove referred to against all Obligations (including, without limitation, the Agent's Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Agent Lender in its sole and absolute discretion.
Appears in 1 contract
Liens; Setoff. The Borrower hereby grants to the Agent Lender as additional collateral and to the Lenders a continuing Lien security for all of the Obligations (includingObligations, without limitation, the Agent's Obligations) upon a continuing Lien on any and all monies, securitiesSecurities, and other cash deposits personal property of the Borrower and the any and all proceeds thereof, now or hereafter held or received by by, or in transit to, the Agent, any of the Lenders, and/or Lender or any Affiliate of the Agent and/or any of the LendersLender from, from or for the account of, the Borrower, and also upon any and all deposit depository accounts (whether general or special) and credits of the Borrower, if any, with the Agent, any of the Lenders Lender or any Affiliate of the Agent or any of the LendersLender, at any time existing, excluding any deposit depository accounts held by the Borrower in its capacity as trustee for Persons who are not Affiliates or Subsidiaries of the Borrower. Without implying any limitation on any other rights the Agent and/or the Lenders Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Agent Lender is hereby authorized by the Borrower at any time and from time to timetime at the Lender’s option, without notice to to, or consent of, the Borrower, to set off, appropriate appropriate, seize, freeze and apply any or all items hereinabove referred to against all Obligations (including, without limitation, the Agent's Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Agent Lender in its sole and absolute discretion. The Lender shall provide the Borrower written notice of any action taken pursuant to this paragraph as soon as reasonably practicable after the making of the advance.
Appears in 1 contract
Sources: Financing and Security Agreement (Pec Solutions Inc)
Liens; Setoff. The Each Borrower hereby grants to the Agent Lender as additional collateral and to the Lenders a continuing Lien security for all of the Obligations (includingObligations, without limitation, the Agent's Obligations) upon a continuing Lien on any and all monies, securitiesInvestment Property, and other cash deposits property of Borrower, in each case excluding the Borrower Excluded Assets, and the any and all proceeds thereof, now or hereafter held or received by or in transit to, the Agent, any of the LendersLender, and/or any Affiliate of the Agent and/or any of the LendersLender, from or for the account of, Borrower, and also upon any and all deposit accounts (general or special) and credits of the Borrower, if any, with the Agent, any of the Lenders Lender or any Affiliate of the Agent or any of the LendersLender, at any time existing, excluding any deposit accounts held by the Borrower in its capacity as trustee for Persons who are not Affiliates or Subsidiaries of the Borrower. Without implying any limitation on any other rights the Agent and/or the Lenders Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Agent Lender is hereby authorized by the each Borrower at any time and from time to time, without notice to the to, or consent of, Borrower, to set off, appropriate appropriate, seize, freeze and apply any or all items hereinabove referred to against all Obligations (including, without limitation, the Agent's Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Agent Lender in its sole and absolute discretion.
Appears in 1 contract
Sources: Financing and Security Agreement (Gp Strategies Corp)
Liens; Setoff. The In addition to the Liens set forth in ARTICLE 3, the Borrower hereby grants to the Agent and to each of the Lenders a continuing Lien as security for all of the Obligations (including, without limitation, the Agent's Obligations) upon any and all monies, securities, and other cash deposits property of the Borrower and the proceeds thereof, now or hereafter held or received by or in transit to, the Agent, any of the Lenders, and/or any Affiliate of the Agent and/or any of the Lenders, from or for the Borrower, and also upon any and all deposit accounts (general or special) and credits of the Borrower, if any, with the Agent, any of the Lenders or any Affiliate of the Agent or any of the Lenders, at any time existing, excluding any deposit accounts held by the Borrower in its capacity as trustee for Persons who are not Affiliates or Subsidiaries of the Borrowertrustee. Without implying any limitation on any other rights the Agent and/or any of the Lenders may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Agent is hereby authorized by the Borrower at any time and from time to time, without notice to the Borrower, to set off, appropriate and apply any or all items hereinabove referred to against all Obligations (including, including without limitation, limitation the Agent's Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Agent in its sole and absolute discretion.
Appears in 1 contract
Sources: Financing and Security Agreement (Reunion Industries Inc)
Liens; Setoff. The Borrower hereby grants to the Agent Lender as additional collateral and to the Lenders a continuing Lien security for all of the Obligations (includingObligations, without limitation, the Agent's Obligations) upon a continuing Lien on any and all monies, securitiesSecurities, and other cash deposits personal property of the Borrower and the any and all proceeds thereof, now or hereafter held or received by by, or in transit to, the Agent, any of the Lenders, and/or Lender or any Affiliate of the Agent and/or any of the LendersLender from, from or for the account of, the Borrower, and also upon any and all deposit depository accounts (whether general or special) and credits of the Borrower, if any, with the Agent, any of the Lenders Lender or any Affiliate of the Agent or any of the LendersLender, at any time existing, excluding any deposit depository accounts held by the Borrower in its capacity as trustee for Persons who are not Affiliates or Subsidiaries of the Borrower. Without implying any limitation on any other rights the Agent and/or the Lenders Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Agent Lender is hereby authorized by the Borrower at any time and from time to timetime at the Lender's option, without notice to to, or consent of, the Borrower, to set off, appropriate appropriate, seize, freeze and apply any or all items hereinabove referred to against all Obligations (including, without limitation, the Agent's Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Agent Lender in its sole and absolute discretion. The Lender shall provide the Borrower written notice of any action taken pursuant to this paragraph as soon as reasonably practicable after the making of the advance.
Appears in 1 contract
Sources: Financing and Security Agreement (Pec Solutions Inc)
Liens; Setoff. The Each Borrower hereby grants to the Agent Lender as additional collateral and to the Lenders a continuing Lien security for all of the Obligations (includingObligations, without limitation, the Agent's Obligations) upon a continuing Lien on any and all monies, securitiesSecurities, and other cash deposits personal property of the such Borrower and the any and all proceeds thereof, now or hereafter held or received by by, or in transit to, the Agent, any of the Lenders, and/or Lender or any Affiliate of the Agent and/or any of the LendersLender from, from or for the account of, any Borrower, and also upon any and all deposit depository accounts (whether general or special) and credits of the each Borrower, if any, with the Agent, any of the Lenders Lender or any Affiliate of the Agent or any of the LendersLender, at any time existing, excluding any deposit depository accounts held by the any Borrower in its capacity as trustee for Persons who are not Affiliates or Subsidiaries of the a Borrower. Without implying any limitation on any other rights the Agent and/or the Lenders Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Agent Lender is hereby authorized by the each Borrower at any time and from time to timetime at the Lender's option, without notice to the to, or consent of, any Borrower, to set off, appropriate appropriate, seize, freeze and apply any or all items hereinabove referred to against all Obligations (including, without limitation, the Agent's Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Agent Lender in its sole and absolute discretion.
Appears in 1 contract
Liens; Setoff. The Subject to Section 2.6.8(f), each Borrower hereby grants to the Agent Lender as additional collateral and to the Lenders security for all of its Obligations, a continuing Lien for all of the Obligations (including, without limitation, the Agent's Obligations) upon on any and all monies, securitiesInvestment Property, and other cash deposits property of such Borrower, in each case excluding the Borrower Excluded Assets, and the any and all proceeds thereof, now or hereafter held or received by or in transit to, the Agent, any of the LendersLender, and/or any Affiliate of the Agent and/or any of the LendersLender, from or for the account of, such Borrower, and also upon any and all deposit accounts (general or special) and credits of the such Borrower, if any, with the Agent, any of the Lenders Lender or any Affiliate of the Agent or any of the LendersLender, at any time existing, excluding any deposit accounts held by the such Borrower in its capacity as trustee for Persons who are not Affiliates or Subsidiaries of the such Borrower. Without implying any limitation on any other rights the Agent and/or the Lenders Lender may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Agent Lender is hereby authorized by the each Borrower at any time and from time to time, without notice to the to, or consent of, any Borrower, to set off, appropriate appropriate, seize, freeze and apply any or all items hereinabove referred to against all Obligations (including, without limitation, the Agent's Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Agent Lender in its sole and absolute discretion.
Appears in 1 contract
Sources: Financing and Security Agreement (Gp Strategies Corp)