Common use of Proceeds, Etc Clause in Contracts

Proceeds, Etc. Any and all Proceeds of the foregoing, whether cash or non-cash proceeds, and all increases, substitutions, replacements and/or additions to any or all of the foregoing. It is expressly understood and agreed that the foregoing grant and conveyance of a security interest in the Collateral is in confirmation of (and not replacement of) the grant and conveyance of a security interest in the Collateral which was previously made pursuant to or in accordance with the Existing Loan Agreement and the other Loan Documents; that the liens created by such prior grant and conveyance of a security interest in the Collateral remain in full force and effect; and that the grant of and conveyance of a security interest in the Collateral pursuant hereto shall be supplemental to such prior grant and conveyance. Notwithstanding the foregoing, the above described conveyance shall not be deemed to include the conveyance of (A) any Government Contract, Government Subcontract or Commercial Contract, which by its terms or applicable law may not be conveyed; it being understood, however, that in any such situation(s), the Agent’s security interest shall include (i) the entirety of each Borrower’s right, title and interest in and to all Receivables and all other Proceeds directly or indirectly arising from such Government Contract, Government Subcontract or Commercial Contract, and (ii) all other rights and interests which any Borrower may lawfully convey to the Agent with respect to such Government Contract, Government Subcontract or Commercial Contract; (B) any stock or other ownership interests of a Foreign Borrower in excess of sixty-five percent (65%) of all of the issued and outstanding stock or other ownership interests of such Foreign Borrower; (C) motor vehicles titled in the name of any Borrower; and (D) except as otherwise set forth in Section 3.1 of this Agreement with respect to leases, interests in real property owned by any Borrower.

Proceeds, Etc. Any and all Proceeds of the foregoing, whether cash or non-cash proceeds, and all increases, substitutions, replacements and/or additions to any or all of the foregoing. It is expressly understood and agreed that the foregoing grant and conveyance of a security interest in the Collateral is in confirmation of (and not replacement of) the grant and conveyance of a security interest in the Collateral which was previously made pursuant to or in accordance with the Existing Loan Agreement and the other Loan Documents; that the liens created by such prior grant and conveyance of a security interest in the Collateral remain in full force and effect; , and that the grant of and conveyance of a security interest in the Collateral pursuant hereto shall be supplemental to such prior grant and conveyance. Notwithstanding the foregoing, the above described grant and conveyance shall not be deemed to include the grant and conveyance of (Aa) any Government Contract, Government Subcontract or Commercial Contract, which by its terms or applicable law may not be conveyed; it being understood, however, that in any such situation(s), the Administrative Agent’s 's security interest shall include (i) the entirety of each such Borrower’s 's right, title and interest in and to all Receivables and all other Proceeds directly or indirectly arising from such Government Contract, Government Subcontract or Commercial Contract, and (ii) all other rights and interests which any such Borrower may lawfully convey to the Administrative Agent with respect to such Government Contract, Government Subcontract or Commercial ContractContract (including, without limitation, a conveyance of the applicable Commercial Contract if such prohibition on conveyance is negated by Applicable Law); (Bb) any stock Equity Interests in or assets of an ICF Entity that is a Foreign Subsidiary (other ownership interests than Material Foreign Subsidiaries and/or, at Administrative Agent’s discretion, the parent company of a Material Foreign Borrower Subsidiary); (c) any Equity Interests in a Material Foreign Subsidiary in excess of sixty-five percent (65%) of all of the issued and outstanding stock or other ownership interests Equity Interests of such Material Foreign BorrowerSubsidiary; (Cd) motor vehicles titled in the name of any BorrowerICF Entity; and (De) except as otherwise set forth in Section 3.1 of this Agreement with respect to leases, interests in real property owned by any BorrowerICF Entity.

Proceeds, Etc. Any and all Proceeds of the foregoing, whether cash or non-cash proceeds, foregoing and all increases, substitutions, replacements and/or or additions to any or all of the foregoing. It is expressly understood and agreed that the The foregoing grant and conveyance of a security interest in the Collateral is in confirmation of (and not replacement of) the grant and conveyance of a security interest in the Collateral which that was previously made pursuant to or in accordance with the Existing Loan Agreement and the other Loan Documents; that the liens created by such prior grant and conveyance of a security interest in the Collateral remain in full force and effect; and that the grant of and conveyance of a security interest in the Collateral pursuant hereto shall be supplemental to such prior grant and conveyance. Notwithstanding the foregoing, but subject to applicable provisions of Article 9 of the UCC, the above described grant and conveyance shall not be deemed to include the grant and conveyance of (Aa) any Government Contract, Government Subcontract or Commercial Contract, which by its terms or applicable law Applicable Laws may not be conveyed; it being understood, however, that in any such situation(s), the Administrative Agent’s security interest shall include (i) the entirety of each Borrower’s right, title and interest in and to all Receivables and all other Proceeds directly or indirectly arising from such Government Contract, Government Subcontract or Commercial Contract, and (ii) all other rights and interests which any Borrower may lawfully convey to the Administrative Agent with respect to such Government Contract, Government Subcontract or Commercial ContractContract (including a conveyance of the applicable Commercial Contract if such prohibition on conveyance is negated by Applicable Laws); (Bb) any stock or other ownership interests of a Foreign Borrower Subsidiary in excess of sixty-five percent (65%) of all of the issued and outstanding stock or other ownership interests of such Foreign BorrowerSubsidiary; (Cc) motor vehicles titled in the name of any Borrower; Borrower and (Dd) except as otherwise set forth assets in Section 3.1 circumstances where the Administrative Agent and the Primary Operating Company agree the cost, burden or consequences of this Agreement with respect obtaining or perfecting a security interest in such assets is excessive in relation to leases, interests in real property owned by any Borrowerthe practical benefit afforded thereby.

Proceeds, Etc. Any and all Proceeds of the foregoing, whether cash or non-cash proceeds, and all increases, substitutions, replacements and/or additions to any or all of the foregoing. It is expressly understood and agreed that the foregoing grant and conveyance of a security interest in the Collateral is in confirmation of (and not replacement of) the grant and conveyance of a security interest in the Collateral which was previously made pursuant to or in accordance with the Existing Loan Agreement and the other Loan Documents; that the liens created by such prior grant and conveyance of a security interest in the Collateral remain in full force and effect; and that the grant of and conveyance of a security interest in the Collateral pursuant hereto shall be supplemental to such prior grant and conveyance. Notwithstanding the foregoing, the above described grant and conveyance shall not be deemed to include the grant and conveyance of (Aa) any Government Contract, Government Subcontract or Commercial Contract, which by its terms or applicable law may not be conveyed; it being understood, however, that in any such situation(s), the Administrative Agent’s 's security interest shall include (i) the entirety of each such Borrower’s 's right, title and interest in and to all Receivables and all other Proceeds directly or indirectly arising from such Government Contract, Government Subcontract or Commercial Contract, and (ii) all other rights and interests which any such Borrower may lawfully convey to the Administrative Agent with respect to such Government Contract, Government Subcontract or Commercial ContractContract (including, without limitation, a conveyance of the applicable Commercial Contract if such prohibition on conveyance is negated by Applicable Law); (Bb) any stock Equity Interests in or other ownership interests assets of an Excluded Non-Borrower Affiliate; (c) any Equity Interests in a Foreign Non-Borrower Affiliate in excess of sixty-five percent (65%) of all of the issued and outstanding stock or other ownership interests Equity Interests of such Foreign BorrowerNon-Borrower Affiliate; (Cd) motor vehicles titled in the name of any BorrowerICF Entity; and (De) except as otherwise set forth in Section 3.1 of this Agreement with respect to leases, interests in real property owned by any BorrowerICF Entity.

Proceeds, Etc. Any and all Proceeds of the foregoing, whether cash or non-cash proceeds, and all increases, substitutions, replacements and/or additions to any or all of the foregoing. It is expressly understood and agreed that the foregoing grant and conveyance of a security interest in the Collateral is in confirmation of (and not replacement of) the grant and conveyance of a security interest in the Collateral which was previously made pursuant to or in accordance with the Existing Loan Agreement and the other Loan Documents; that the liens created by such prior grant and conveyance of a security interest in the Collateral remain in full force and effect; and that the grant of and conveyance of a security interest in the Collateral pursuant hereto shall be supplemental to such prior grant and conveyance. Notwithstanding the foregoing, the above described grant and conveyance shall not be deemed to include the grant and conveyance of (Aa) any Government Contract, Government Subcontract or Commercial Contract, which by its terms or applicable law may not be conveyed; it being understood, however, that in any such situation(s), the Administrative Agent’s security interest shall include (i) the entirety of each such Borrower’s right, title and interest in and to all Receivables and all other Proceeds directly or indirectly arising from such Government Contract, Government Subcontract or Commercial Contract, and (ii) all other rights and interests which any such Borrower may lawfully convey to the Administrative Agent with respect to such Government Contract, Government Subcontract or Commercial ContractContract (including, without limitation, a conveyance of the applicable Commercial Contract if such prohibition on conveyance is negated by Applicable Law); (Bb) any asset of any Controlled Foreign Corporation; (c) any stock or other ownership interests of a Controlled Foreign Borrower Corporation in excess of sixty-five percent (65%) of all of the issued and outstanding stock or other ownership interests of such Controlled Foreign BorrowerCorporation; (Cd) motor vehicles titled in the name of any Borrower; and (De) except as otherwise set forth in Section 3.1 of this Agreement with respect to leases, interests in real property owned by any Borrower.

Proceeds, Etc. Any and all Proceeds of the foregoing, whether cash or non-cash proceeds, foregoing and all increases, substitutions, replacements and/or or additions to any or all of the foregoing. It is expressly understood and agreed that the The foregoing grant and conveyance of a security interest in the Collateral is in confirmation of (and not replacement of) the grant and conveyance of a security interest in the Collateral which that was previously made pursuant to or in accordance with the Existing Loan Agreement and the other Loan Documents; that the liens created by such prior grant and conveyance of a security interest in the Collateral remain in full force and effect; and that the grant of and conveyance of a security interest in the Collateral pursuant hereto shall be supplemental to such prior grant and conveyance. Notwithstanding the foregoing, but subject to applicable provisions of Article 9 of the UCC, the above described grant and conveyance shall not be deemed to include the grant and conveyance of (Aa) any Government Contract, Government Subcontract or Commercial Contract, which by its terms or applicable law Applicable Laws may not be conveyed; it being understood, however, that in any such situation(s), the Administrative Agent’s security interest shall include (i) the entirety of each Borrower’s right, title and interest in and to all Receivables and all other Proceeds directly or indirectly arising from such Government Contract, Government Subcontract or Commercial Contract, and (ii) all other rights and interests which any Borrower may lawfully convey to the Administrative Agent with respect to such Government Contract, Government Subcontract or Commercial ContractContract (including a conveyance of the applicable Commercial Contract if such prohibition on conveyance is negated by Applicable Laws); (Bb) any stock or other ownership interests of a Foreign Borrower in excess of sixty-five percent (65%) of all of the issued and outstanding stock or other ownership interests of such Foreign Borrower; (Cc) motor vehicles titled in the name of any Borrower; and (Dd) except as otherwise set forth in this Section 3.1 of this Agreement with respect to leasesleases and elsewhere in this Agreement, interests in real property owned by any Borrower.