Security Assignment. The Buyers shall be entitled to assign their rights and obligations hereunder to Xxxxxxx Xxxxx Credit Partners, L.P. as part of their financing of the Down Payment-and the Sellers hereby confirm that they will acknowledge such assignment by signing and returning any Acknowledgement accompanied by a Notice of Assignment sent to them by the Buyers. The Shipbuilding Contract has been approved by the Buyers who in addition to their rights to the benefit of liquidated damages as described in Clause 25 above, shall retain all rights related to acceptance or rejection and cancellation and rescission therein such that the Sellers shall not exercise any right of rejection, cancellation or rescission under the Shipbuilding Contract without first obtaining the written consent of the Buyers. The Buyers shall thus have the right if they so elect to require Sellers to accept delivery of the vessel under the Shipbuilding Contract (and then give delivery to the Buyers thereunder) even if a right to reject, cancel or rescind has accrued under the Shipbuilding Contract. The Sellers The Buyers By: Xxxxxx Billung By: Xxxxx Xxxxxx Title: Attorney-in-Fact Title: Director
Security Assignment. (a) All the Collateral transferred in form of cash to the Business Account is assigned for collateral purpose by the Registered Participant to, and in favour of, the Allocation Platform as continuing security for the due and full payment and discharge of the Secured Liabilities. The Security Assignment constitutes an assignment for collateral purposes (transfert de propriété à titre de garantie), as provided for in Luxembourg law and/or the Collateral Law, over such Collateral.
(b) The Security Assignment shall take effect as between the Parties and as against third parties from the date of this Agreement pursuant to article 14 (2) of the Collateral Law.
(c) To the extent any future Collateral in form of cash arise and/or is credited to the Business Account, the transfer of ownership for the collateral purposes will also take effect between the Parties and as against third parties as of the date, on which such Collateral is credited to the Business Account, or to the extent legally possible, on the date of this Agreement.
(d) Upon the occurrence and during the continuance of an Event of Default, the Allocation Platform shall forthwith (and without any prior notice) be fully released from its obligation to re-assign to the Registered Participant the Collateral on the Business Account then outstanding and/or be entitled to exercise all rights in respect of the Collateral on the Business Account and in particular:
(i) execute and do all such acts, deeds and things as the Allocation Platform may consider reasonably necessary or proper for, or in relation to, any of the purposes set out above; or
(ii) generally, to enter into any transaction or arrangement of any kind and to do anything in relation to any Collateral on the Business Account which the Allocation Platform may consider appropriate; or
(iii) apply the sums of money received or recovered by the Allocation Platform in the exercise of its rights under this Agreement to the Secured Liabilities; or
(iv) apply the amounts received or recovered by the Allocation Platform in the exercise of its rights under this Agreement by way of set-off to the discharge of the Secured Liabilities.
(e) On the date on which the Allocation Platform is satisfied that the Secured Liabilities have been unconditionally and irrevocably paid and discharged in full and that there is no possibility for further Secured Liabilities, the Allocation Platform shall take any action which is necessary to assign the outstanding Collateral...
Security Assignment. As further continuing security for the payment of the Secured Obligations, the Chargor assigns absolutely with full title guarantee to the Security Agent all of its rights, title and interest, both present and future, from time to time in the Loan Agreements and Related Payments, subject in each case to reassignment by the Security Agent to the Chargor of all such rights, title and interest upon payment or discharge in full of the Secured Obligations.
Security Assignment. Subject to Clause 2.6 (Property restricting charging):
1. as further continuing security for the payment of the Secured Obligations, the New Chargor assigns by way of security absolutely with full title guarantee to the Security Agent all its rights, title and interest in the Assigned Agreements to which it is a party, subject in each case to reassignment by the Security Agent to the New Chargor of all such rights, title and interest on the Final Discharge Date; and
2. until an Acceleration Event has occurred which is continuing, but subject to Clause 7.3 (Assigned Agreements) of the Debenture and the Secured Debt Documents, the New Chargor may continue to deal with the counterparties to the relevant Assigned Agreements and, for the avoidance of doubt, shall be entitled to receive the proceeds of any claim under the Insurance Policies and the Assigned Agreements.
Security Assignment. In addition to the repayment of the entire loan amount, Obligor hereby grants to Obligee 175,000 shares of common stock in Winsonic Digital Media Group, Ltd. (“WDMG”). In the event of default by the Company, Xxxxxxx X. Xxxxxxx, personally guarantees principal loan amount, plus the 6% interest. Obligee acknowledges and accepts that said shares are restricted shares pursuant to Regulation 144 of the Securities Act of 1933, as amended.
Security Assignment. 3.2.1 As further continuing security for the payment of the Secured Obligations, the Chargor assigns absolutely with full title guarantee to the Security Agent all its rights, title and interest, both present and future, from time to time in:
(a) the Hedging Agreements; and
(b) the Intra-Group Loan Agreements, subject in each case to reassignment by the Security Agent to the Chargor of all such rights, title and interest upon payment or discharge in full of the Secured Obligations.
3.2.2 Notwithstanding anything to the contrary in this Debenture, the Security created under this Debenture over any Hedging Agreement shall be subject to and after applying the payment netting and close-out netting provisions in accordance with the terms of such Hedging Agreement.
Security Assignment. The said TENANT hereby pledges and assigns to the Xxxxxx all furniture, fixtures, goods and chattels of said TENANT, which shall or may be brought or put on said premises as security for the said lien may be enforced by distress foreclosure or otherwise at the election of the said LANDLORD.
Security Assignment. In addition to the repayment of the entire loan amount, Obligor hereby grants to Obligee ______________ shares of common stock in Winsonic Digital Media Group, Ltd. (“WDMG”). Obligee acknowledges and accepts that said shares are restricted shares pursuant to Regulation 144 of the Securities Act of 1933, as amended.
Security Assignment. (a) In respect of the Security Assignment:
(i) A copy of the Security Assignment;
(ii) A copy of the documents transferring the benefit of the intra-group receivables in relation to the Pledged Companies to Jersey Debtco;
(iii) A copy of the board resolutions of Jersey Debtco in relation to the Security Assignment and financial assistance; and
(iv) A copy of the shareholder resolutions of Jersey Debtco in relation to the Security Assignment and financial assistance (as referred to in the board resolutions of Jersey Debtco).
Security Assignment. Assignment of the Rights to be Assigned by the Assignor to the Assignee to secure the Secured Claim.
