Security Grant. To secure the prompt payment and performance in full of all Obligations, on the Borrowing Date of the First Loan the Borrower hereby grants to the Lender, and pledges to the Lender, a valid, binding, enforceable, continuing, first priority lien on and security interest in all existing and after acquired tangible and intangible real and personal property and other assets of the Borrower, whether now owned by or owing to, or hereafter acquired by or arising in favor of the Borrower, regardless of where located (collectively, the “Collateral”), including, without limitation, all of the following: (a) all Accounts, (b) all Equipment, Goods, Inventory and Fixtures, (c) all Documents, Instruments (including all Promissory Notes) and Chattel Paper, (d) all Contracts, together with all Contract Rights (including all insurance claims) arising therefrom, (e) all Letters of Credit and Letter-of-Credit Rights, (f) all Investment Property, (g) all Intellectual Property, (h) all Commercial Tort Claims, (i) all General Intangibles, (j) all Money and all Deposit Accounts, (k) all Supporting Obligations, (1) all books and records, customer lists, credit files, computer files, programs, printouts and other computer materials and records relating to the Collateral and any General Intangibles at any time evidencing or relating to any of the foregoing, and (m) to the extent not covered above, all other assets, whether tangible or intangible, all Proceeds and products of each of the foregoing and all accessions to, substitutions and replacements for, and rents, profits and products of, each of the foregoing, and any and all Proceeds of any insurance, indemnity, warranty or guaranty in respect of the any of the foregoing. Capitalized terms used in this Section but not otherwise defined in this Secured Note have the meaning given to such terms in the Uniform Commercial Code as in effect from time to time in the State of Delaware.
Appears in 3 contracts
Samples: Secured Convertible Promissory Note (Momentus Inc.), Secured Convertible Promissory Note (Momentus Inc.), Secured Convertible Promissory Note (Momentus Inc.)
Security Grant. To secure As security for the prompt and complete payment and performance in full when due (whether at Stated Maturity, upon redemption or required repurchase, by acceleration or otherwise) of all the Obligations, on Grantor hereby grants, pledges, assigns and transfers to Trustee, for its individual benefit and the Borrowing Date ratable benefit of the First Loan the Borrower hereby grants to the Lender, and pledges to the LenderHolders, a valid, binding, enforceable, continuing, first priority lien on and continuing security interest in and continuing lien on all existing and after acquired tangible and intangible real and personal property and other assets of the Borrowerright, title and interest of Grantor in, to and under the following property, in each case, whether now owned by or owing to, existing or hereafter acquired by or arising in favor of the Borrowerarising, regardless of where and wherever located (collectively, the “Collateral”), including, without limitation, all of which being hereinafter collectively called the following: "Collateral"):
(a) all Accounts, Chattel Paper;
(b) the Note Collateral Account and all EquipmentTrust Moneys, Goodsother moneys, Inventory securities, certificates, items and Fixtures, other property on deposit therein;
(c) all Documents, Instruments (including all Promissory Notes) and Chattel Paper, Contracts;
(d) all Contracts, together with all Contract Rights (including all insurance claims) arising therefrom, Intellectual Property;
(e) all Letters of Credit and Letter-of-Credit Rights, Documents;
(f) all Investment Property, Equipment;
(g) all Intellectual Property, Fixtures;
(h) all Commercial Tort Claims, General Intangibles;
(i) all General Intangibles, Instruments;
(j) all Money Insurance;
(i) all other rights to the payment of money, including rents and other sums payable to Grantor under leases, rental agreements and other Chattel Paper and insurance proceeds; (ii) all Deposit Accounts, Collateral Records; (kiii) all Collateral Support; (iv) all Supporting Obligations, ; and (1v) all books Accessions and recordsadditions to, customer listsparts and appurtenances of, credit filessubstitutions for and replacements of any of the foregoing (provided, computer fileshowever, programsthat for the avoidance of doubt, printouts the foregoing clauses (a) through (k) shall not include (A) any property or assets described in (and other computer materials and records relating not excluded from) clauses (i) through (vi) of the definition of "Revolver Collateral" or (B) any Excluded Collateral); and
(l) to the extent not otherwise included in the foregoing, all products, offspring, rents, issues, profits, returns, income and Proceeds of and from any and all of the foregoing Collateral (including Proceeds which constitute property of the type described in (and not excluded from) clauses (a) through (k) above and all collateral security and guarantees given by any General Intangibles at any time evidencing or relating Person with respect to any of the foregoing, and (m) to the extent not covered abovein any event, all other assetsincluding, whether tangible or intangiblewithout limitation, all Proceeds and products of each of the foregoing and all accessions to, substitutions and replacements for, and rents, profits and products of, each of the foregoing, and any and all Proceeds (i) proceeds of any insuranceinsurance (including, without limitation, all Net Proceeds), indemnity, warranty or guaranty in guarantee payable to Trustee or to Grantor from time to time with respect of the to any of the foregoing. Capitalized terms used foregoing Collateral, (ii) payments (in this Section but not otherwise defined in this Secured Note have the meaning given any form whatsoever and including, without limitation, all Net Awards) made or due and payable to such terms in the Uniform Commercial Code as in effect Grantor from time to time in connection with any requisition, confiscation, condemnation, seizure or forfeiture of all or any part of the State foregoing Collateral by any Governmental Authority (or any Person acting under color of Delawarea Governmental Authority), (iii) products of the foregoing Collateral, and (iv) other amounts from time to time paid or payable under or in connection with any of the foregoing Collateral.
Appears in 3 contracts
Samples: Security Agreement (New Cf&i Inc), Security Agreement (New Cf&i Inc), Security Agreement (New Cf&i Inc)