Liens; Setoff. The Borrowers hereby grant to the Administrative Agent and to the Lenders a continuing Lien for all of the Obligations and 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 Administrative Agent, any of the Lenders, and/or any Affiliate of the Administrative 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 Administrative Agent, any of the Lenders or any Affiliate of the Administrative 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. Without implying any limitation on any other rights the Administrative Agent and/or the Lenders may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the 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 against all Obligations and the Agents' Obligations then outstanding (whether or not then due), all in such order and manner as shall be determined by the Administrative Agent in its sole and absolute discretion.
Appears in 1 contract
Liens; Setoff. The Borrowers hereby grant to the Administrative Agent and to the Lenders a continuing Lien for all of the Obligations and (including, without limitation, the Agents' Obligations Agent's Obligations) upon any and all monies, securitiesInvestment Property, and other property of the Borrowers and the proceeds Proceeds thereof, now or hereafter held or received by or in transit to, the Administrative Agent, any of the Lenders, and/or any Affiliate of the Administrative 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 Administrative Agent, any of the Lenders or any Affiliate of the Administrative 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. Without implying any limitation on any other rights the Administrative Agent and/or the Lenders may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Administrative Agent is and the each of the Lenders, respectively, are 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 and (including, without limitation, the Agents' Obligations Agent's Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Administrative Agent in its sole and absolute discretion.
Appears in 1 contract
Liens; Setoff. The Borrowers hereby grant to the Administrative Agent and to the Lenders a continuing Lien for all of the Obligations and (including, without limitation, the Agents' Obligations 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 Administrative Agent, any of the Lenders, and/or any Affiliate of the Administrative 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 Administrative Agent, any of the Lenders or any Affiliate of the Administrative 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. Without implying any limitation on any other rights the Administrative Agent and/or the Lenders may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the 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 against all Obligations and (including, without limitation, the Agents' Obligations Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Administrative Agent in its sole and absolute discretion.
Appears in 1 contract
Liens; Setoff. The Borrowers hereby grant to the Administrative Agent and to the Lenders a continuing Lien for all of the Obligations and (including, without limitation, the Agents' Obligations 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 Administrative Agent, any of the Lenders, and/or any Affiliate of the Administrative 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 Administrative Agent, any of the Lenders or any Affiliate of the Administrative 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. Without implying any limitation on any other rights the Administrative Agent and/or the Lenders may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the 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 against all Obligations and (including, without limitation, the Agents' Obligations Obligations) then outstanding (whether or -58- 66 not then due), all in such order and manner as shall be determined by the Administrative Agent in its sole and absolute discretion.
Appears in 1 contract
Liens; Setoff. (a) The Borrowers hereby grant to the Administrative Agent and to the Lenders a continuing Lien for all of the Obligations and (including, without limitation, the Agents' Obligations Agent's Obligations) upon any and all monies, securities, and other property of each of the Borrowers and the proceeds thereof, now or hereafter on deposit with, held or received by by, or in transit to, the Administrative Agent, any of the Lenders, and/or any Affiliate of the Administrative 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 any of the Borrowers, if any, with the Administrative Agent, any of the Lenders or any Affiliate of the Administrative Agent or any of the Lenders, at any time existing, excluding any deposit accounts held by any of the Borrowers in their capacity as trustee for Persons who are not Borrowers or Affiliates of any of the Borrowers. Without implying any limitation on any other rights the Administrative Agent and/or the Lenders may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Administrative Agent is hereby authorized by the Borrowers at any time and from time to time, without prior notice to the Borrowers, to set off, appropriate and apply any or all items hereinabove referred to against any or all of the Obligations (including, without limitation, the Agent's Obligations) then outstanding, first to payment of the Agent's Obligations and then to the Agents' remaining Obligations then outstanding (whether or not then due), all in such order and manner as shall be determined by the Administrative Agent in its sole and absolute discretion., subject to the provisions of Section
Appears in 1 contract
Liens; Setoff. The Borrowers hereby grant to the Administrative Agent and to the Lenders a continuing Lien for all of the Obligations and (including, without limitation, the Agents' Obligations Agent’s Obligations) upon any and all monies, securitiesInvestment Property, and other property of the Borrowers and the proceeds Proceeds thereof, now or hereafter held or received by or in transit to, the Administrative Agent, any of the Lenders, and/or any Affiliate of the Administrative 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 Administrative Agent, any of the Lenders or any Affiliate of the Administrative 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. Without implying any limitation on any other rights the Administrative Agent and/or the Lenders may have under the Financing Documents or applicable Laws, during the continuance of an Event of Default, the Administrative Agent is and the each of the Lenders, respectively, are 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 and (including, without limitation, the Agents' Obligations Agent’s Obligations) then outstanding (whether or not then due), all in such order and manner as shall be determined by the Administrative Agent in its sole and absolute discretion.
Appears in 1 contract