Common use of Liens; Setoff Clause in Contracts

Liens; Setoff. The Borrowers hereby grant to the Lender a continuing Lien for all of the Obligations upon any and all monies, securities, 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 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, separate payroll, employee benefit plan deposit accounts, and escrow accounts, but only to the extent the same are clearly titled as such and cannot be subject to a Lien or levy of any Person. 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 (except excluded items) 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.

Liens; Setoff. The Each of the Borrowers hereby grant grants to the Lender a continuing Lien for all of the Obligations upon any and all monies, securities, and other property of the Borrowers Borrowers, or any of them, and the proceeds thereof, now or hereafter held or received by or in transit to, the Lender, and/or any Affiliate of the Lender, Lender from or for the Borrowers, or any of them, exclusive of any sums (including items awaiting collection) now or hereafter on deposit in the Restricted Accounts, and also upon any and all deposit accounts (general or special) and credits of the Borrowers, if anyor any of them, with the Lender or any Affiliate affiliate of the Lender, at any time existing, excluding the Restricted Accounts and any deposit accounts held by the Borrowers in their capacity as trustee for Persons who are not Borrowers Affiliates or Affiliates Subsidiaries of the Borrowers, separate payroll, employee benefit plan deposit accounts, and escrow accounts, but only to the extent the same are clearly titled as such and cannot be subject to a Lien or levy of any Person. 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 (except excluded items) against all Obligations then outstanding (whether or not then due)outstanding, all in such order and manner as shall be determined by the Lender in its sole and absolute discretion.

Liens; Setoff. The Borrowers hereby grant to the Lender a continuing Lien for all of the Obligations of the Borrowers upon any and all monies, securities, and other property of the Borrowers any 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, Lender from or for the Borrowersany Borrower, and also upon any and all deposit accounts (general or special) and credits of the Borrowersany Borrower, if any, with the Lender or any Affiliate affiliate of the Lender, at any time existing, excluding any deposit accounts held by the Borrowers any Borrower in their its capacity as trustee for Persons who are not Borrowers or Affiliates of the Borrowers, separate payroll, employee benefit plan deposit accounts, and escrow accounts, but only to the extent the same are clearly titled as such and cannot be subject to a Lien or levy of any PersonBorrower. 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 (except excluded items) against all Obligations then outstanding (whether or not then due)outstanding, all in such order and manner as shall be determined by the Lender in its sole and absolute discretion. The Lender agrees to notify the Borrowers of any such charge to any deposit account, provided, however, that the failure to provide any such notice shall not give rise to any liability on the part of the Lender.

Liens; Setoff. The Borrowers Borrower hereby grant grants to the Lender and First Union a continuing Lien for all of the Obligations of the Borrower upon any and all monies, securities, 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, Lender or First Union from or for the BorrowersBorrower, and also upon any and all deposit accounts (general or special) and credits of the BorrowersBorrower, if any, with the Lender, First Union or any affiliate of the Lender or any Affiliate of the LenderFirst Union, 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 Borrowers, separate payroll, employee benefit plan deposit accounts, and escrow accounts, but only to the extent the same are clearly titled as such and cannot be subject to a Lien or levy of any PersonBorrower. Without implying any limitation on any other rights the Lender or First Union may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Lender is and First Union are each hereby authorized by the Borrowers Borrower at any time and from time to time, without prior notice to the BorrowersBorrower, to set off, appropriate and apply any or all items hereinabove referred to (except excluded items) against all Obligations then outstanding (whether or not then due)outstanding, all in such order and manner as shall be determined by the Lender in its sole and absolute discretion. In the event the Lender exercises any right of set off, the Lender agrees to endeavor to promptly notify the Borrower of such set off, provided, however, that the Lender shall not be liable to the Borrower, or any Person, for any failure to provide any such notice.

Liens; Setoff. The Borrowers Each Borrower hereby grant grants to the Lender a continuing Lien for all of the Obligations of the Borrowers upon any and all monies, securities, 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, Lender from or for the Borrowers, 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 Borrowers, separate payroll, employee benefit plan deposit accounts, and escrow accounts, but only to the extent the same are clearly titled as such and cannot be subject to a Lien or levy of any PersonBorrower. 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 Borrowers, to set off, appropriate and apply any or all items hereinabove referred to (except excluded items) 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.

Liens; Setoff. The Borrowers hereby grant to the Lender a continuing Lien for all of the Obligations of the Borrowers upon any and all monies, securities, 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, Lender from or for 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 affiliate of the Lender, at any time existing, excluding any deposit accounts held by the Borrowers in their the capacity as trustee for Persons who are not Borrowers or Affiliates of the Borrowers, separate payroll, employee benefit plan deposit accounts, and escrow accounts, but only to the extent the same are clearly titled as such and cannot be subject to a Lien or levy of any Person. 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 (except excluded items) against all Obligations then outstanding (whether or not then due)outstanding, all in such order and manner as shall be determined by the Lender in its sole and absolute discretion.

Liens; Setoff. The Borrowers hereby grant to the Lender Administrative Agent and to the Lenders a continuing Lien for all of the Obligations (including, without limitation, the Agents' Obligations) upon any and all monies, securities, and other property of the Borrowers and the proceeds thereof, now or hereafter held or received by or in transit to, the LenderAdministrative Agent, any of the Lenders, and/or any Affiliate of the LenderAdministrative Agent and/or any of the Lenders, from or for the Borrowers, and also upon any and all deposit accounts (general or special) and credits of the Borrowers, if any, with the Lender Administrative Agent, any of the Lenders or any Affiliate of the LenderAdministrative Agent or any of the Lenders, 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, separate payroll, employee benefit plan deposit accounts, and escrow accounts, but only to the extent the same are clearly titled as such and cannot be subject to a Lien or levy of any Person. Without implying any limitation on any other rights the Lender Administrative Agent and/or the Lenders may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Lender Administrative Agent 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 (except excluded items) against all Obligations (including, without limitation, the Agents' Obligations) then outstanding (whether or -58- 66 not then due), all in such order and manner as shall be determined by the Lender Administrative Agent in its sole and absolute discretion.

Liens; Setoff. The Borrowers hereby grant to the Lender a continuing Lien as additional collateral and security for all of the Obligations upon a continuing Lien on any and all monies, securitiesInvestment 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 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, separate payroll, employee benefit plan deposit accounts, and escrow accounts, but only to the extent the same are clearly titled as such and cannot be subject to a Lien or levy of any Person. 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 (except excluded items) 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.