Security for Obligations. As security for the payment and performance of the Obligations, Grantor does hereby pledge, assign, transfer, deliver and grant to Secured Party a continuing and unconditional first priority security interest in and to any and all property of Grantor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”): (a) all property of, or for the account of, Grantor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and (b) the additional property of Grantor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows: (i) All Accounts and all goods whose sale, lease or other disposition by Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by an Account Grantor; (ii) All Inventory, including raw materials, work-in-process and finished goods; (iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures; (iv) All Software and computer programs; (v) All Securities, Investment Property, Financial Assets and Deposit Accounts; (vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles; (vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and (viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 8 contracts
Samples: Security Agreement (Medytox Solutions, Inc.), Security Agreement (Medytox Solutions, Inc.), Security Agreement (Medytox Solutions, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 4 contracts
Samples: Loan Agreement (Cti Industries Corp), Loan and Security Agreement (US BioEnergy CORP), Loan and Security Agreement (US BioEnergy CORP)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor does hereby pledge, assign, transfer, deliver and grant to Secured Party a continuing and unconditional first priority security interest in and to any and all property of Grantor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by an Account Grantor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 4 contracts
Samples: Security Agreement (Pharmagen, Inc.), Security Agreement (Redfin Network, Inc.), Security Agreement (Sunpeaks Ventures, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, transfer and deliver to the Bank and does hereby grant to Secured Party the Bank a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including including, but not limited to, the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, and the additional collateral referred to in Section 6.2 below, are individually and collectively referred to as the “"Collateral”"):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate or subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutionssubstitutions for, betterments and replacements thereforreplacements, products and Proceeds proceeds therefrom, and all of Grantorthe Borrower's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantorthe Borrower's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including including, without limitation, raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Health care insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to insuring the foregoing propertyproperty or any part thereof, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 3 contracts
Samples: Loan and Security Agreement (Arlington Hospitality Inc), Loan and Security Agreement (Arlington Hospitality Inc), Loan and Security Agreement (Arlington Hospitality Inc)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of GrantorDebtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account Grantora Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, specifically including the Lock Box Account, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any Payment Processing Companies;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 3 contracts
Samples: Security Agreement (Tarsier Ltd.), Security Agreement (Tarsier Ltd.), Security Agreement (Grow Solutions Holdings, Inc.)
Security for Obligations. As security for the payment and performance of the ObligationsObligations now existing or in the future, Grantor does hereby pledge, assign, transfer, deliver and grant to Secured Party a continuing and unconditional first priority security interest in and to any and all property of Grantor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by an Account Grantor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 3 contracts
Samples: Security Agreement (Pharmagen, Inc.), Security Agreement (Pharmagen, Inc.), Security Agreement (Pharmagen, Inc.)
Security for Obligations. As security for the payment and performance of the ObligationsObligations now existing or in the future, Grantor does hereby pledge, assign, transfer, deliver and grant to Secured Party a continuing and unconditional first priority security interest in and to any and all property of Grantor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by any person who is or who may become obligated under, with respect to, or on an Account (“Account Grantor”);
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 3 contracts
Samples: Security Agreement (Cd International Enterprises, Inc.), Security Agreement (Hypertension Diagnostics Inc /Mn), Security Agreement (Hypertension Diagnostics Inc /Mn)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtors does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantoreach Debtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantoreach Debtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor each Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantoreach Debtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's such Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's such Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor each Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantoreach Debtor, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims set forth on Schedule 1 hereto and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 2 contracts
Samples: Security Agreement (National Automation Services Inc), Security Agreement (National Automation Services Inc)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of GrantorDebtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, specifically including the Lock Box Account, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any Payment Processing Companies;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 2 contracts
Samples: Security Agreement (Pulse Network, Inc.), Credit Agreement (THEDIRECTORY.COM, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor does hereby pledge, assign, transfer, deliver pledge and grant to Secured Party a continuing and unconditional first priority security interest in and to any and all property of Grantor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by an Account Grantor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. providedNotwithstanding anything contained herein to the contrary, however, Collateral the definition of “Collateral” shall not include any Excluded Collateralassets owned by the Grantor with respect to XXX-PRO, LLC and/or Nutra SA, LLC.
Appears in 2 contracts
Samples: Security Agreement (RiceBran Technologies), Security Agreement (RiceBran Technologies)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters Letters of creditCredit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 2 contracts
Samples: Loan and Security Agreement (Argyle Security, Inc.), Loan and Security Agreement (Argyle Security, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor each Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantoreach such Debtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantoreach Debtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor each Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantoreach Debtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's each Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's each Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor each Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantoreach Debtor, or rejected or refused by an Account Grantorany Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, specifically including the Lock Box Account, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any Payment Processing Companies;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor each Debtor and the interest of Grantor each Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 2 contracts
Samples: Security Agreement (Sack Lunch Productions Inc.), Senior Secured Credit Facility Agreement (Drone USA Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of GrantorDebtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, specifically including the Lock Box Account, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any Payment Processing Companies;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(vii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 2 contracts
Samples: Security Agreement (Social Reality), Security Agreement (Jammin Java Corp.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party the Lender, for its own benefit and as agent for its affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(ai) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Lender or any agent or bailee for Secured Party the Lender or any parent, affiliate or subsidiary of Secured Party the Lender or any participant with Secured Party the Lender in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(bii) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) 1. All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) 2. All Inventory, including raw materials, work-in-process and finished goods;
(iii) 3. All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) 4. All Software and computer programs;
(v) 5. All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) 6. All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) 7. All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 2 contracts
Samples: Loan and Security Agreement (ARC Group, Inc.), Loan and Security Agreement (ARC Group, Inc.)
Security for Obligations. As Subject to that certain Intercreditor Agreement, dated as of the date hereof, among the Secured Party and bocm3-DSTLD-Senior Debt, LLC, as security for the payment and performance of the ObligationsObligations of the Debtor, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of GrantorDebtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account Grantora Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, and all funds at any time deposited therewith;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. providedNotwithstanding the foregoing, however, the Collateral shall not include any Excluded Collateralthose assets pledged to Hilldun Corporation, pursuant to the terms of that certain Discount Factoring Agreement, dated as of May 20, 2021 (the “Hilldun Agreement”), among the Debtor and Hilldun Corporation, so long as the Hilldun Agreement has not been terminated by its terms.
Appears in 2 contracts
Samples: Security Agreement (Digital Brands Group, Inc.), Security Agreement (Digital Brands Group, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, EquipmentEquipment (excluding any Equipment subject to a Permitted Lien), vehicles, furniture and Fixturesfurniture;
(iv) Cash;
(v) All Software and computer programs;
(vvi) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vivii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(viiviii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; andHedging Obligations;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. ; and provided, however, that notwithstanding any of the other provisions set forth in this Section 6, this Agreement shall not constitute a grant of a security interest in any property to the extent that such grant of a security interest is prohibited by an requirements of any law, rule or regulation of a governmental authority; provided, further, that in no event shall the Collateral include equity securities in excess of shares or membership interest representing One Hundred Percent (100%) of the nonvoting stock or membership interests and Sixty-Five Percent (65%) of the total combined voting power of all classes of stock or membership interests entitled to vote of any foreign Subsidiary (excluding ARB ARENDAL), if such action would result in adverse, incremental tax liabilities under Section 956 of the Internal Revenue Code; provided, further, that the Collateral shall not include (i) any Excluded Collateralrights or interest in any contract, lease, permit, license, charter or license agreement entered into by Borrower prior to the date of this Agreement and covering personal property of the Borrower if under the terms of such contract, lease, permit, license, charter or license agreement, or applicable law with respect thereto, the valid grant of a security interest or lien therein to the Bank is prohibited as a matter of law or under the terms of such contract, lease, permit, license, charter or license agreement and such prohibition has not been or is not waived or the consent of the other party to such contract, lease, permit, license, charter or license agreement has not been or is not otherwise obtained, or (ii) any intent-to-use trademark or service xxxx application contained in General Intangibles if granting a security interest would result in an assignment of such applications to the Bank upon an Event of Default that would be deemed to invalidate, void, cancel or abandon such applications, provided that, the foregoing exclusion shall in no way be construed (a) to apply if any described prohibition is unenforceable under Section 9-406, 9-407 or 9-408 of the UCC or other applicable law, or (b) so as to limit, impair or otherwise affect the Bank’s continuing security interests in and liens upon any rights or interests of Borrower in or to monies due or to become due under any described contract, lease, permit, license, charter or license agreement (including any Accounts), or (c) to limit, impair or otherwise affect the Bank’s continuing security interests in and liens upon any rights or interest of the Borrower in and to any proceeds from the sale, license, lease or other dispositions of any such contract, lease, permit, license, charter or license agreement, or stock, or (d) to include any intent-to-use trademark or service xxxx applications at such time as the same include an amendment or allege use or statement of use.
(c) Sixty-Five Percent (65%) of the Borrower’s interest in its foreign Subsidiaries (excluding ARB ARENDAL) and up to Sixty-Five Percent (65%) of its interest, at the Bank’s discretion, in each foreign Subsidiary which Borrower acquires after the date of this Agreement.
Appears in 2 contracts
Samples: Loan and Security Agreement (Primoris Services CORP), Loan and Security Agreement (Rhapsody Acquisition Corp.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, hypothecate, deliver and grant to Secured Party Bank, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorof Debtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party Bank or any agent or bailee for Secured Party Bank or any parent, affiliate or subsidiary of Secured Party Bank or any participant with Secured Party Bank in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an any Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include subject to the rights of any Excluded Collateraltenant under its lease.
Appears in 2 contracts
Samples: Security Agreement (Inland Residential Properties Trust, Inc.), Security Agreement (Inland Residential Properties Trust, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor does hereby pledge, assign, transfer, deliver and grant to Secured Party a continuing and unconditional first priority security interest in and to any and all property of Grantor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantor, whether now existing or hereafter arising hereafterarising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by an Account Grantor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 2 contracts
Samples: Security Agreement (ePunk, Inc.), Security Agreement (ePunk, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account Grantora Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, specifically including the Lock Box Account, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any Payment Processing Companies;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 2 contracts
Samples: Security Agreement (Sack Lunch Productions Inc.), Senior Secured Credit Facility Agreement (Drone USA Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Borrower does hereby pledge, assign, transfer, transfer and deliver to the Bank and does hereby grant to Secured Party the Bank a continuing and unconditional first priority security interest in and to any and all property of GrantorBorrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including including, but not limited to, the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “"Collateral”"):
(a) all property of, or for the account of, Grantor Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate or subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loan (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorBorrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutionssubstitutions for, betterments and replacements thereforreplacements, products and Proceeds proceeds therefrom, and all of GrantorBorrower's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of GrantorBorrower's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorBorrower, or rejected or refused by an Account Grantoraccount debtor;
(ii) All General Intangibles; I\15453359.12
(iii) All Inventory, including including, without limitation, raw materials, work-in-process and finished goods;
(iiiiv) All goods Goods (other than Inventory), including including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets Security Certificates and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivableshealth care insurance receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment IntangiblesIntangibles and contract rights;
(vii) All real estate property owned by Grantor and Proceeds from the interest of Grantor in fixtures related to such real propertyforegoing; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to insuring the foregoing propertyproperty or any part thereof, including unearned premiums.
(c) Notwithstanding the foregoing grant or anything to the contrary in this Agreement, and of eminent domain or condemnation awards. provided, however, Collateral this Agreement shall not include constitute a grant of a security interest in any Excluded CollateralAssets.
Appears in 1 contract
Samples: Loan and Security Agreement (AquaBounty Technologies, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor each Borrower does hereby pledge, assign, transfer, transfer and deliver to the Bank and does hereby grant to Secured Party the Bank a continuing and unconditional first priority security interest in and to any and all property of Grantorsuch Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including including, but not limited to, the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, . transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutionssubstitutions for, betterments and replacements thereforreplacements, products and Proceeds proceeds therefrom, and all of Grantor's the Borrower*s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software (to the extent the Borrower’s right, title and interest in such software is, by its terms, so assignable) required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts (whether or not Eligible Accounts) and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All InventoryInventory including, including without limitation, raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivableshealth care insurance receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to insuring the foregoing propertyproperty or any part thereof, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Loan and Security Agreement (Huron Consulting Group Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account Grantoraccount debtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs, trademarks, patents, licensing agreements and other General Intangibles;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Loan and Security Agreement (Parlux Fragrances Inc)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor does Hill International hereby pledgereaffirms its prior grant of a security interest and lien to Lender in all of Hill International’s assets, assignas set forth in the Prior Loan Agreement, transferand the each Borrower hereby pledges, deliver assigns, transfers, delivers and grant grants to Secured Party Lender, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorsuch Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor such Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party Lender or any agent or bailee for Secured Party Lender or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party Lender or any participant with Secured Party Lender in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorsuch Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's such Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's such Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor has such Borrower have given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorsuch Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including including, without limitation, raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including including, without limitation, all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Loan and Security Agreement (Hill International, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of GrantorDebtor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of GrantorDebtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account Grantorany Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, specifically including the Lock Box Account, and all funds at any time deposited therewith;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(vii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Security Agreement (Wowio, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, a continuing and unconditional first priority (subject to Permitted Liens described in clauses (b), (c), (f) and (g) of the definition of Permitted Liens) security interest and Lien in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever wherever located and whether now existing or hereafter arising or acquired, including including, but not limited to, the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, other than the Excluded Property, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, identified and set forth as follows:
(i) All Accounts and all of Grantor's Goods whose sale, lease or other disposition by the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, the Borrower, or rejected or refused by an Account Debtor;
(ii) All Inventory, including, without limitation, raw materials, work-in-process and finished goods;
(iii) All Goods (other than Inventory), including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:,
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by an Account Grantor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(vvi) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vivii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate Intangibles and intellectual property owned by Grantor rights, including patents, trademarks and copyrights, and all applications therefor, all contract rights, including all of the interest of Grantor in fixtures related to such real propertyBorrower’s rights and remedies; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including including, without limitation, all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, transfer and deliver to the Bank and does hereby grant to Secured Party the Bank a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including including, but not limited to, the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “"Collateral”"):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate or subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutionssubstitutions for, betterments and replacements thereforreplacements, products and Proceeds proceeds therefrom, and all of Grantorthe Borrower's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantorthe Borrower's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including including, without limitation, raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Health care insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to insuring the foregoing propertyproperty or any part thereof, including unearned premiums, and of eminent domain or condemnation awards. premiums provided, howeverhowever until an Event of Default has occurred, Borrower may settle all claims and receive all such proceeds so long as the value of the Collateral shall is not include any Excluded Collateral.impaired..
Appears in 1 contract
Samples: Loan and Security Agreement (Fortune Industries, Inc.)
Security for Obligations. As security for the payment and performance of the ObligationsObligations now existing or in the future, Grantor does hereby pledge, assign, transfer, deliver and grant to Secured Party a continuing and unconditional first priority security interest in and to any and all property of Grantor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantor, along with the products and proceeds therefrom, are individually and collectively referred to as the “"Collateral”"):
(a) all property of, or for the account of, Grantor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by any person who is or who may become obligated under, with respect to, or on an Account ("Account Grantor");
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “"Collateral”"):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of GrantorDebtor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of GrantorDebtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) : All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance CareInsurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(vii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account Grantora Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, and all funds at any time deposited therewith;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorby Debtor, or rejected or refused by an Account Grantorany Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any Payment Processing Companies;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Security Agreement (SRAX, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, transfer and deliver to the Agent and the Lenders and does hereby grant to Secured Party the Agent and the Lenders a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including including, but not limited to, the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “"Collateral”"):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Lenders or any agent or bailee for Secured Party the Agent, any Lenders or any parent, affiliate or subsidiary of Secured Party the Agent or any participant with Secured Party in the Obligations Lender (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutionssubstitutions for, betterments and replacements thereforreplacements, products and Proceeds proceeds therefrom, and all of Grantorthe Borrower's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantorthe Borrower's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Real Property;
(iii) All Inventory, including including, without limitation, raw materials, work-in-process and finished goods;
(iiiiv) All goods Goods (other than Inventory), including including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;:
(ivv) All Software and computer programsprograms and Intellectual Property;
(vvi) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vivii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance health care insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to insuring the foregoing propertyproperty or any part thereof, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorany Debtor, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs, trademarks, patents, licensing agreements and other General Intangibles;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. providedNotwithstanding the foregoing, however, the Collateral shall not include any Excluded Collateralthe Equipment described on Exhibit A attached hereto.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor each of the Borrowers does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all the property of Grantorany of the Borrowers, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following and described as follows (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor any of the Borrowers now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrowers, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Borrowers’ books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrowers’ right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Inventory or other assets whose sale, lease or other disposition by Grantor any of the Borrowers has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorany of the Borrowers, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process Software and finished goodscomputer programs relating to subsection 6.1(b)(i);
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims Documents and General Intangibles, including Payment Intangibles;
(vii, relating to subsection 6.1(b)(i) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real propertyabove; and
(viiiiv) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Loan and Security Agreement (Smithway Motor Xpress Corp)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, transfer and deliver to the Lender and does hereby grant to Secured Party the Lender a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquiredacquired including, including but not limited to, the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Lender or any agent or bailee for Secured Party the Lender or any parent, affiliate or subsidiary of Secured Party the Lender or any participant with Secured Party the Lender in the Obligations Revolving Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutionssubstitutions for, betterments and replacements thereforreplacements, products and Proceeds proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including including, without limitation, raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Healthcare Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, property including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Loan and Security Agreement (Flux Power Holdings, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor does hereby pledge, assign, transfer, deliver and grant to Secured Party a continuing and unconditional first priority security interest in and to any and all property of Grantor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by an Account Grantor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Security Agreement (Pharmagen, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party Lender, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party Lender or any agent or bailee for Secured Party Lender or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party Lender or any participant with Secured Party Lender in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including including, without limitation, raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including including, without limitation, all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Loan and Security Agreement (Hill International, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, transfer and deliver to Lender and does hereby grant to Secured Party Lender a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including including, but not limited to, the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party Lender or any agent or bailee for Secured Party or Lender, any parent, affiliate or subsidiary Affiliate of Secured Party Lender or any participant with Secured Party Lender in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All all Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All all Inventory, including including, without limitation, raw materials, work-in-in- process and finished goods;
(iii) All goods all Goods (other than Inventory), including including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All all Farm Products;
(v) all Software and computer programs;
(vvi) All all Securities, Investment Property, Financial Assets and Deposit Accounts;
(vivii) All all Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter letter of Credit Rightscredit rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles, and all Intellectual Property, except to the extent that the Borrower is prohibited from granting a security interest in any of the foregoing under the applicable license or agreement giving rise to the Borrower’s rights in the same;
(viiviii) All real estate property owned by Grantor all Warehouse Receipts, bills of lading and other documents of title evidencing or arising from any of the interest foregoing;
(ix) the Commodity Account and all of Grantor in fixtures related to such real propertyBorrower’s equity therein; and
(viiix) All all Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including including, without limitation, all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Loan and Security Agreement
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, for its own benefit, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Debtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate parent or subsidiary Affiliate of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Debtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantorthe Debtor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantorthe Debtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Debtor, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the ObligationsObligations now existing or in the future, Grantor does hereby pledge, assign, transfer, deliver and grant to Secured Party a continuing and unconditional first priority security interest in and to any and all property of Grantor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's ’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's ’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by any person who is or who may become obligated under, with respect to, or on an Account (“Account Grantor”);
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Security Agreement (Bitzio, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of GrantorDebtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account Grantora Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, specifically including the Lock Box Account, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any Payment Processing Companies;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property;
(ix) All leases for motor vehicles from Debtor, as lessor, whether now existing or hereafter arising (the “Motor Vehicle Leases”), together with all Motor Vehicle Leases at any time hereafter entered into or delivered to Secured Party in substitution or in addition to any Motor Vehicle Leases, together with all motor vehicles leased under any Motor Vehicle Leases, and any other motor vehicles owned by Debtor, whether now existing or hereafter acquired, together with all other property rights or interests relating to any of the foregoing, together with all additions, attachments, accessions, replacements, substitutions and improvements to any of the foregoing, together with all products and proceeds of any of the foregoing; and
(viiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor each Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorsuch Debtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorsuch Debtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor such Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorsuch Debtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's such Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantorsuch Debtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor such Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorsuch Debtor, or rejected or refused by an Account Grantorany Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, specifically including the Lock Box Account, and all funds at any time deposited therewith;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(vii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor each Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorsuch Debtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantoreach Debtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor such Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorsuch Debtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's such Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's such Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor such Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorsuch Debtor, or rejected or refused by an Account Grantorany Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, specifically including the Lock Box Account, and all funds at any time deposited therewith;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of (x) the Term Note Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to the Lender and (y) the Post-Closing Cash Obligations, the Borrower does hereby assign, transfer, deliver and grant to the Secured Party Parties, a continuing and unconditional first priority security interest in and to any and all personal property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever wherever located and whether now existing or hereafter arising arising, created or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, the Lender, a Secured Party or any agent or bailee for the Lender or a Secured Party or any parent, affiliate or subsidiary of the Lender or a Secured Party or any participant with the Lender or a Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantorthe Borrower's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantorthe Borrower's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts Accounts, including but not limited to billed and unbilled accounts receivable, and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account Grantoraccount borrower;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Propertyinvestment property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real propertyThe Pledged Membership Interests; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Loan, Security and Pledge Agreement (DJSP Enterprises, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Debtor does hereby collaterally pledge, assign, transfer, deliver and grant to the Secured Party Party, subject to the Permitted Liens, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Debtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor All Goods and Equipment now owned or hereafter coming into the possessionacquired, control or custody ofincluding, or in transit towithout limitation, Secured Party or any agent or bailee for Secured Party or any parentall machinery, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations fixtures, vehicles (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwiseincluding motor vehicles and trailers), including and any interest in any of the foregoing, and all cashattachments, earningsaccessories, dividendsaccessions, interestreplacements, or other rights in connection therewith substitutions, additions, and improvements to any of the products and proceeds therefromforegoing, including the proceeds of insurance thereon; andwherever located;
(b) the additional property of GrantorAll Inventory, whether now existing owned or hereafter arising or acquired, including, without limitation, all merchandise, raw materials, parts, supplies, packing and wherever now or hereafter locatedshipping materials, together with all additions work in process and accessions thereto, substitutions, betterments and replacements therefor, finished products and Proceeds therefrom, and all of Grantor's books and records and recorded data relating thereto (regardless including such inventory as is temporarily out of the medium of recording Debtor’s custody or storage), together with all of Grantor's right, title possession or in transit and interest in and to all computer software required to utilize, create, maintain and process including any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease returns upon any accounts or other proceeds, including insurance proceeds, resulting from the sale or disposition by Grantor has given rise to Accounts of any of the foregoing and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by an Account Grantorany documents of title representing any of the above;
(iic) All Inventorycontract rights and General Intangibles, including raw materialsPayment Intangibles, work-in-process now owned or hereafter acquired, including, without limitation, goodwill, trademarks, servicemarks, trade styles, trade names, domain names, patents, patent applications, leases, license agreements, franchise agreements, blueprints, drawings, purchase orders, customer lists, route lists, infringements, claims, Software, computer programs, computer discs, computer tapes, literature, reports, catalogs, design rights, income tax refunds, payments of insurance and finished goodsrights to payment of any kind;
(iiid) All goods (now existing and hereafter arising accounts, contract rights, royalties, license rights and all other than Inventory)forms of obligations owing to the Debtor arising out of the sale or lease of goods, including embedded softwarethe licensing of technology or the rendering of services by the Debtor, Equipmentwhether or not earned by performance, vehiclesand any and all credit insurance, furniture guaranties, and Fixturesother security therefor, as well as all merchandise returned to or reclaimed by the Debtor;
(ive) All Software and computer programs;
(v) All Securitiesdocuments, cash, Deposit Accounts, securities, Securities Entitlements, Securities Accounts, Financial Assets, Investment Property, Financial Assets letters of credit, certificates of deposit, Instruments now owned or hereafter acquired and Deposit Accountsthe Debtor’s books relating to the foregoing;
(vif) All copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work thereof, whether published or unpublished, now owned or hereafter acquired; all trade secret rights, including all rights to unpatented inventions, know-how, operating manuals, license rights and agreements and confidential information, now owned or hereafter acquired; all claims for damages by way of any past, present and future infringement of any of the foregoing;
(g) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiih) All the Debtor’s books and records relating to the foregoing, and all Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Security Agreement (Lattice INC)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, specifically including the Lock Box Account, and all funds at any time deposited therewith;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(vii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the ObligationsObligations now existing or in the future, Grantor does hereby pledge, assign, transfer, deliver and grant to Secured Party a continuing and unconditional first priority security interest in and to any and all property of Grantor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by an Account Grantor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Security Agreement (Pharmagen, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “"Collateral”"):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon;
(b) All rights under all licenses, permits, leases, contracts, governmental approvals, franchises, including Management Agreements, Stock Pledge Agreements and buyout agreements, applications for any of the foregoing, renewals of any of the foregoing, and similar rights or privileges or immunities; and
(bc) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantorthe Borrower's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantorthe Borrower's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account Grantoraccount debtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipmentequipment, vehicles, furniture and Fixtures;
(iv) All Software software and computer programs;
(v) All Securitiessecurities, Investment Propertyinvestment property, Financial Assets financial assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter letter of Credit Rightscredit rights, all proceeds of letters of credit, Healthhealth-Carecare-Insurance Receivablesinsurance receivables, Supporting Obligationssupporting obligations, notes secured by real estate, Commercial Tort Claims estate and General Intangibles, including Payment Intangibles;payment intangibles, and the trademark for Perfect Teeth; and
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds cash proceeds or Non-cash Proceedsnoncash proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Loan Agreement (Birner Dental Management Services Inc)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, transfer and deliver to the Bank and does hereby grant to Secured Party the Bank a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including including, but not limited to, the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutionssubstitutions for, betterments and replacements thereforreplacements, products and Proceeds proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software (to the extent the Borrower’s right, title and interest in such software is, by its terms, so assignable) required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts (whether or not Eligible Accounts) and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All InventoryInventory including, including without limitation, raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivableshealth care insurance receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to insuring the foregoing propertyproperty or any part thereof, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Loan and Security Agreement (Huron Consulting Group Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party the Lender, for its own benefit and as agent for its affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(ai) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Lender or any agent or bailee for Secured Party the Lender or any parent, affiliate or subsidiary of Secured Party the Lender or any participant with Secured Party the Lender in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(bii) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) 1. All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) 2. All Inventory, including raw materials, work-in-process and finished goods;
(iii) 3. All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) 4. All Software and computer programs;
(v) 5. All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) 6. All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) 7. All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, howeverNotwithstanding anything to the contrary set forth herein, Collateral shall not include any Excluded CollateralProperty.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account Grantora Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any Payment Processing Companies;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Security Agreement (SRAX, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account Grantora Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any Payment Processing Companies;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Security Agreement (Growlife, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest, or to the extent a first priority security interest is unavailable as a result of the items listed in Schedule 9.2 then a security interest with the highest available priority, in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “"Collateral”"):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantorthe Borrower's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantorthe Borrower's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including including, without limitation, raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and Software, computer programs, and intellectual property;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including including, without limitation, all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. providedNotwithstanding the foregoing, however, the Collateral shall not include any Excluded Collateralthe intellectual property related solely to the DIALYSATE Iron product.
Appears in 1 contract
Samples: Loan and Security Agreement (Rockwell Medical Technologies Inc)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor does hereby pledge, assign, transfer, deliver and grant to Secured Party a continuing and unconditional first priority security interest in and to any and all property of Grantor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) ): all property of, or for the account of, Grantor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) and the additional property of Grantor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) : All Accounts and all goods whose sale, lease or other disposition by Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by an Account Grantor;
(ii) ; All Inventory, including raw materials, work-in-process and finished goods;
(iii) ; All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) ; All Software and computer programs;
(v) ; All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) ; All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) ; All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) and All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Senior Secured Revolving Credit Facility Agreement (Sunpeaks Ventures, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, EquipmentEquipment (excluding any Equipment subject to a Permitted Lien), vehicles, furniture and Fixturesfurniture;
(iv) Cash;
(v) All Software and computer programs;
(vvi) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vivii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(viiviii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; andHedging Obligations;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. ; and provided, however, that notwithstanding any of the other provisions set forth in this Section 6, this Agreement shall not constitute a grant of a security interest in any property to the extent that such grant of a security interest is prohibited by any requirements of any law, rule or regulation of a governmental authority; provided, further, that in no event shall the Collateral include equity securities in excess of shares or membership interest representing One Hundred Percent (100%) of the nonvoting stock or membership interests and Sixty-Five Percent (65%) of the total combined voting power of all classes of stock or membership interests entitled to vote of any foreign Subsidiary (excluding ARB ARENDAL), if such action would result in adverse, incremental tax liabilities under Section 956 of the Internal Revenue Code; provided, further, that the Collateral shall not include (i) any Excluded Collateralrights or interest in any contract, lease, permit, license, charter or license agreement entered into by Borrower prior to the date of this Agreement and covering personal property of the Borrower if under the terms of such contract, lease, permit, license, charter or license agreement, or applicable law with respect thereto, the valid grant of a security interest or lien therein to the Bank is prohibited as a matter of law or under the terms of such contract, lease, permit, license, charter or license agreement and such prohibition has not been or is not waived or the consent of the other party to such contract, lease, permit, license, charter or license agreement has not been or is not otherwise obtained, or (ii) any intent-to-use trademark or service xxxx application contained in General Intangibles if granting a security interest would result in an assignment of such applications to the Bank upon an Event of Default that would be deemed to invalidate, void, cancel or abandon such applications, provided that, the foregoing exclusion shall in no way be construed (a) to apply if any described prohibition is unenforceable under Section 9-406, 9-407 or 9-408 of the UCC or other applicable law, or (b) so as to limit, impair or otherwise affect the Bank’s continuing security interests in and liens upon any rights or interests of Borrower in or to monies due or to become due under any described contract, lease, permit, license, charter or license agreement (including any Accounts), or (c) to limit, impair or otherwise affect the Bank’s continuing security interests in and liens upon any rights or interest of the Borrower in and to any proceeds from the sale, license, lease or other dispositions of any such contract, lease, permit, license, charter or license agreement, or stock, or (d) to include any intent-to-use trademark or service xxxx applications at such time as the same include an amendment or allege use or statement of use.
Appears in 1 contract
Samples: Loan and Security Agreement (Primoris Services CORP)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Debtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate or subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Debtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantorthe Debtor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantorthe Debtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Debtor, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor each Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorsuch Debtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorsuch Debtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor such Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorsuch Debtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's such Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's such Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor such Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorsuch Debtor, or rejected or refused by an Account Grantorany Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, specifically including the Lock Box Account, and all funds at any time deposited therewith;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of GrantorDebtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account Grantora Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any Payment Processing Companies;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party Lender, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorBorrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party Lender or any agent or bailee for Secured Party Lender or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party Lender or any participant with Secured Party Lender in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorBorrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorBorrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Letter-of-Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims Claims, if any, hereinafter described, and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of GrantorDebtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account Grantora Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, specifically including the Lock Box Account, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any Payment Processing Companies;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Security Agreement (Integrated Energy Solutions, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor each Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party Lender, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorsuch Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor such Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party Lender or any agent or bailee for Secured Party Lender or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party Lender or any participant with Secured Party Lender in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorsuch Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's such Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's such Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor such Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorsuch Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Letter-of-Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims Claims, if any, hereinafter listed, and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor each Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorsuch Debtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorsuch Debtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor such Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorsuch Debtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's such Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's such Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor such Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorsuch Debtor, or rejected or refused by an Account Grantorany of its customers;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets financial assets and Deposit Accounts, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any of such Debtor’s payment processing service providers;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor such Debtor and the interest of Grantor such Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account Grantorany of its customers;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets financial assets and Deposit Accounts, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any of the Debtor’s payment processing service providers;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Debtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate or subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Debtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Debtor’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Debtor, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor each Co-Borrower does hereby pledge, assign, transfer, deliver deliver, and grant to Secured Party the Lender, for 70352.000002 EMF_US 26692578v13 its own benefit, a continuing and unconditional first first-priority security interest (subject to Permitted Liens) in and to any and all of its assets and property (including any and all assets or property of Grantorthe Acquired Business acquired or to be acquired as a result of the Acquisition, but not including any of its Excluded Property), of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “"Collateral”"):
(a) all property of, or for the account of, Grantor the Co-Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Lender or any agent or bailee for Secured Party the Lender or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party the Lender or any participant with Secured Party the Lender in the Obligations Term Loan (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Co-Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantorthe Co-Borrower's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantorthe Co-Borrower's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Co-Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Co-Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims (including all Commercial Tort Claims set forth on Schedule 6.1), and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor , Custodial Agreements and the interest of Grantor in fixtures related to such real propertySubaccounting Agreements; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, howeverFor avoidance of doubt, Collateral shall not include any Excluded Collateral.Custodial Assets, but shall include Custodial Rights. LOAN AND SECURITY AGREEMENT - Page 18 70352.000002 EMF_US 26692578v13
Appears in 1 contract
Samples: Loan and Security Agreement (United Western Bancorp Inc)
Security for Obligations. As Subject to that certain Intercreditor Agreement, dated as of the date hereof, among the Secured Party and bocm3-DSTLD-Senior Debt, LLC, as security for the payment and performance of the ObligationsObligations of the Debtor, Grantor Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit, a continuing and unconditional first priority security interest in and to any and all property of GrantorDebtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for GrantorDebtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):):
(a) all property of, or for the account of, Grantor Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; andand
(b) the additional property of GrantorDebtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of GrantorDebtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorDebtor, or rejected or refused by an Account Grantor;a Customer;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;;
(iv) All Software and computer programs;;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, and all funds at any time deposited therewith;
(vi) All As-Extracted Collateral, Commodity Accounts, Commodity Contracts, and Farm Products;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(viiviii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided Notwithstanding the foregoing, however, the Collateral shall not include any Excluded Collateral.those assets pledged to Hilldun Corporation, pursuant to the terms of that certain Discount Factoring Agreement, dated as of May 20, 2021 (the “Hilldun Agreement”), among the Debtor and Hilldun Corporation, so long as the Hilldun Agreement has not been terminated by its terms.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party the Administrative Agent, for its own benefit and as agent for the Lenders, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Debtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “"Collateral”"):
(a) all property of, or for the account of, Grantor the Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Administrative Agent or any agent or bailee for Secured Party the Administrative Agent or any parent, affiliate or subsidiary of Secured Party the Administrative Agent or any participant with Secured Party the Administrative Agent in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Debtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantorthe Debtor's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantorthe Debtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Debtor, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viiivii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. providedWithout limiting the generality of the foregoing, howeverthe following are expressly excluded from the Collateral:
(A) the certain parcel of real estate owned in fee simple by Meadowbrook Insurance Group, Collateral shall Inc., and located in the City of Southfield, Oakland County, Michigan, and commonly known as 00000 Xxxxxxxx Xxxxx, Xxxxxxxxxx, Xxxxxxxx 00000;
(B) any property held by Meadowbrook, Inc., Crest Financial Corporation or any of their respective subsidiaries on behalf of or for the benefit of any third parties, including, but not include limited to, insurance premiums, claims payments, cash, letters of credit and/or securities;
(C) the stock of Liberty Premium Finance, a California corporation, held and owned by Crest Financial Corporation; and
(D) the stock owned by Meadowbrook, Inc. in any Excluded Collateralinsurance companies.
Appears in 1 contract
Samples: Security Agreement (Meadowbrook Insurance Group Inc)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, transfer and deliver to the Lenders and does hereby grant to Secured Party the Lenders, a continuing and unconditional first priority security interest in and to any and all assets and property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including including, but not limited to, the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Lenders or any agent or bailee for Secured Party the Lenders or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party the Lenders or any participant with Secured Party the Lenders in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, distributions, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantor, or rejected or refused by an Account GrantorDebt Instruments;
(ii) All Inventory, including raw materials, work-in-process and finished goodsAccounts;
(iii) All goods Rights to Payment including, without limitation, in connection with Borrower’s direct or indirect ownership interest in all Pledged Collateral;
(other than Inventory)iv) All Goods, including including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;
(ivv) All Software and computer programs;
(vvi) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vivii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims Claims, and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including including, without limitation, all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided.
(c) Notwithstanding the foregoing, howeversolely to the extent that (i) an agreement, document or instrument that Guarantor, Borrower or any of its Subsidiaries becomes a party or any of their respective properties becomes bound, and that governs the rights regarding any Lien (an “Existing Restrictive Agreement”) restricts the asset subject to such Lien to be pledged as Collateral hereunder (such asset, an “Existing Lien Restricted Asset”), or (ii) the terms of a Permitted Lien governing Acquisition Debt (a “Permitted Restrictive Agreement”) would restrict the asset subject to such Permitted Lien from being pledged as Collateral hereunder (such asset, together with any Existing Lien Restricted Asset, a “Restricted Asset”), then the Liens granted hereunder with respect to such Restricted Asset shall not include any Excluded Collateralbe limited to such security interests, if any, as may be granted to Lender in accordance with such Existing Restrictive Agreement or such Permitted Restrictive Agreement, as applicable.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor each Debtor does hereby pledge, assign, transfer, deliver and grant to Secured Party Party, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorsuch Debtor, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorsuch Debtor, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor such Debtor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorsuch Debtor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's such Debtor’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantorsuch Debtor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods whose sale, lease or other disposition by Grantor such Debtor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorsuch Debtor, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts, specifically including the Lock Box Account and Borrower Payment Accounts, and all funds at any time deposited therewith, and all funds and amounts reserved or held back by any Payment Processing Companies;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;; and
(vii) All real estate property owned by Grantor Debtor and the interest of Grantor Debtor in fixtures related to such real property; and;
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to Secured Party the Bank, for its own benefit and as agent for its Affiliates, a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, EquipmentEquipment (excluding any Equipment subject to a Permitted Lien), vehicles, furniture and Fixturesfurniture;
(iv) Cash;
(v) All Software and computer programs;
(vvi) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vivii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(viiviii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; andHedging Obligations;
(viiiix) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. ; and provided, however, that notwithstanding any of the other provisions set forth in this Section 6 , this Agreement shall not constitute a grant of a security interest in any property to the extent that such grant of a security interest is prohibited by any requirements of any law, rule or regulation of a governmental authority; provided, further, that in no event shall the Collateral include equity securities in excess of shares or membership interest representing One Hundred Percent (100%) of the nonvoting stock or membership interests and Sixty-Five Percent (65%) of the total combined voting power of all classes of stock or membership interests entitled to vote of any foreign Subsidiary (excluding ARB ARENDAL), if such action would result in adverse, incremental tax liabilities under Section 956 of the Internal Revenue Code; provided, further, that the Collateral shall not include (i) any Excluded Collateralrights or interest in any contract, lease, permit, license, charter or license agreement entered into by Borrower prior to the date of this Agreement and covering personal property of the Borrower if under the terms of such contract, lease, permit, license, charter or license agreement, or applicable law with respect thereto, the valid grant of a security interest or lien therein to the Bank is prohibited as a matter of law or under the terms of such contract, lease, permit, license, charter or license agreement and such prohibition has not been or is not waived or the consent of the other party to such contract, lease, permit, license, charter or license agreement has not been or is not otherwise obtained, or (ii) any intent-to-use trademark or service xxxx application contained in General Intangibles if granting a security interest would result in an assignment of such applications to the Bank upon an Event of Default that would be deemed to invalidate, void, cancel or abandon such applications, provided that, the foregoing exclusion shall in no way be construed (a) to apply if any described prohibition is unenforceable under Section 9-406, 9-407 or 9-408 of the UCC or other applicable law, or (b) so as to limit, impair or otherwise affect the Bank’s continuing security interests in and liens upon any rights or interests of Borrower in or to monies due or to become due under any described contract, lease, permit, license, charter or license agreement (including any Accounts), or (c) to limit, impair or otherwise affect the Bank’s continuing security interests in and liens upon any rights or interest of the Borrower in and to any proceeds from the sale, license, lease or other dispositions of any such contract, lease, permit, license, charter or license agreement, or stock, or (d) to include any intent-to-use trademark or service xxxx applications at such time as the same include an amendment or allege use or statement of use.
Appears in 1 contract
Samples: Loan and Security Agreement (Primoris Services CORP)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, transfer and deliver to the Bank and does hereby grant to Secured Party the Bank a continuing and unconditional first priority security interest in and to any and all property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including including, but not limited to, the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “"Collateral”"):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate or subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans, (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutionssubstitutions for, betterments and replacements thereforreplacements, products and Proceeds proceeds therefrom, and all of Grantorthe Borrower's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic mediathereto, identified and set forth as follows:
(i) All Accounts (whether or not Eligible Accounts) and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory (whether or not Eligible Inventory, including raw materials, work-in-process and finished goods);
(iii) All goods Goods (other than Inventory), including embedded softwareincluding, without limitation, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programsInvestment Property;
(v) All SecuritiesChattel Paper, Investment PropertyInstruments, Financial Assets Documents and Deposit Accounts;General Intangibles; and
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to insuring the foregoing propertyproperty or any part thereof, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Loan and Security Agreement (First Horizon Pharmaceutical Corp)
Security for Obligations. As security for forTo secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Obligations, Grantor each All-Assets Grantor, for itself, does hereby pledge, assign, transfer, deliver and grant to Secured Party the Lender, for its own benefit and as agent for its affiliates,Grantor hereby grants to each of the Lenders a continuing and unconditional first priority security interest in and to any and all property of such All-Assets Grantor, of any kind or description, tangible or intangible, wheresoever located andany and all right, title and interest of such Grantor in and to all of the following, whether now owned or existing or hereafter arising or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and owned, acquired or arising hereafter (collectively referred to as as, the “All-Assets Collateral”):
(ai) all Accounts;
(i) all property of, or for the account of, Grantor now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party or any agent or bailee for Secured Party or any parent, affiliate or subsidiary of Secured Party or any participant with Secured Party in the Obligations (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of such All-Assets Grantor, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of such All-Assets Grantor's ’s books and records and recorded data date relating thereto (regardless of the medium of recording or storage), together with all of such All-Assets Grantor's ’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i1) All Accounts and all goods Goods whose sale, lease or other disposition by such All-Assets Grantor has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, such All-Assets Grantor, or rejected or refused by an Account GrantorDebtor;
(ii2) All Inventory, including raw materials, work-in-process and finished goods;
(iii3) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv4) All Software and computer programs;
(vii) All Securities, Investment Property, Financial Assets and Deposit Accountsall Chattel Paper;
(viiii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment IntangiblesClaims;
(viiiv) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; andall Copyrights;
(viiiv) All Proceeds (whether Cash Proceeds or Non-cash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.Copyright Licenses;
Appears in 1 contract
Samples: Loan Amendment and Consent Agreement (Venus Concept Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor the Borrower does hereby pledge, assign, transfer, deliver and grant to each Lender and to the Secured Party Representative on behalf of the Lenders a continuing and unconditional first priority security interest in and to any and all personal property of Grantorthe Borrower, of any kind or description, tangible or intangible, wheresoever wherever located and whether now existing or hereafter arising arising, created or acquired, including the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “Collateral”):
(a) all property of, or for the account of, Grantor the Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party any Lender or any agent or bailee for Secured Party any Lender or any parent, affiliate or subsidiary of Secured Party any Lender or any participant with Secured Party in the Obligations any Lender (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of Grantorthe Borrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of Grantor's the Borrower’s books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of Grantor's the Borrower’s right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts Accounts, including but not limited to billed and unbilled accounts receivable, and all goods Goods whose sale, lease or other disposition by Grantor the Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, Grantorthe Borrower, or rejected or refused by an Account Grantoraccount borrower;
(ii) All Inventory, including raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Propertyinvestment property, Financial Assets and Deposit Accounts;
(vi) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real propertyThe Pledged Membership Interests; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
Samples: Senior Loan, Security and Pledge Agreement (DJSP Enterprises, Inc.)
Security for Obligations. As security for the payment and performance of the Obligations, Grantor Borrower does hereby pledge, assign, transfer, transfer and deliver to the Bank and does hereby grant to Secured Party the Bank a continuing and unconditional first priority security interest in and to any and all property of GrantorBorrower, of any kind or description, tangible or intangible, wheresoever located and whether now existing or hereafter arising or acquired, including including, but not limited to, the following (all of which property for Grantorproperty, along with the products and proceeds therefrom, are individually and collectively referred to as the “"Collateral”"):
(a) all property of, or for the account of, Grantor Borrower now or hereafter coming into the possession, control or custody of, or in transit to, Secured Party the Bank or any agent or bailee for Secured Party the Bank or any parent, affiliate Affiliate or subsidiary Subsidiary of Secured Party the Bank or any participant with Secured Party the Bank in the Obligations Loans (whether for safekeeping, deposit, collection, custody, pledge, transmission or otherwise), including all cash, earnings, dividends, interest, or other rights in connection therewith and the products and proceeds therefrom, including the proceeds of insurance thereon; and
(b) the additional property of GrantorBorrower, whether now existing or hereafter arising or acquired, and wherever now or hereafter located, together with all additions and accessions thereto, substitutions, betterments and replacements therefor, products and Proceeds therefrom, and all of GrantorBorrower's books and records and recorded data relating thereto (regardless of the medium of recording or storage), together with all of GrantorBorrower's right, title and interest in and to all computer software required to utilize, create, maintain and process any such records or data on electronic media, identified and set forth as follows:
(i) All Accounts and all goods Goods whose sale, lease or other disposition by Grantor Borrower has given rise to Accounts and have been returned to, or repossessed or stopped in transit by, GrantorBorrower, or rejected or refused by an Account GrantorDebtor;
(ii) All Inventory, including including, without limitation, raw materials, work-in-process and finished goods;
(iii) All goods Goods (other than Inventory), including including, without limitation, embedded software, Equipment, vehicles, furniture and Fixtures;
(iv) All Software and computer programs;
(v) All Securities, Investment Property, Financial Assets and Deposit Accounts;
(vi) 65% of the issued and outstanding stock of each of Sarepta and Integrity Music Europe, Ltd.;
(vii) All Chattel Paper, Electronic Chattel Paper, Instruments, Documents, Letter of Credit Rights, all proceeds of letters of credit, Health-Care-Insurance Receivables, Supporting Obligations, notes secured by real estate, Commercial Tort Claims identified on Schedule 6.1 b(vii) attached hereto and General Intangibles, including Payment Intangibles;
(vii) All real estate property owned by Grantor and the interest of Grantor in fixtures related to such real property; and
(viii) All Proceeds (whether Cash Proceeds or Non-cash Noncash Proceeds) of the foregoing property, including including, without limitation, all insurance policies and proceeds of insurance payable by reason of loss or damage to the foregoing property, including unearned premiums, and of eminent domain or condemnation awards. provided, however, Collateral shall not include any Excluded Collateral.
Appears in 1 contract
