SECURITY INTEREST AND ASSIGNMENT Sample Clauses

SECURITY INTEREST AND ASSIGNMENT. You hereby assign to BANK your 2011 federal income tax refund, your Account, and all funds deposited therein, to the extent necessary to facilitate collection by BANK of any amounts authorized by this Agreement. You also grant BANK a security interest in the same. You agree that BANK may assign, sell or transfer its ownership of all or part of its rights arising under this Agreement to a third party or affiliate of BANK. You may not revoke this security interest or any assignment.
Sample 1
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SECURITY INTEREST AND ASSIGNMENT. Notwithstanding the prohibition against assignments or subleases without Lessor's prior written consent, Lessee hereby transfers, conveys, and assigns to Lessor and grants to Lessor a security interest in all of Lessee's right, title, and interest in, but none of its obligations under any sublease of the Vehicles, and all proceeds and income arising therefrom. Any sublease permitted under this Agreement shall be in form and contain terms and conditions acceptable to Lessor and assigned to Lessor by form approved by Lessor, all such approvals by Lessor to be granted or withheld in Lessor's sole and absolute discretion. 14. LESSEE'S INDEMNITIES: Lessee agrees that:
Sample 1
SECURITY INTEREST AND ASSIGNMENT. As security for the payment in full of the Credit Agreement Obligations (other than the Junior Obligations), (a) each Grantor hereby grants to the Collateral Agent, its successors and permitted assigns, for the ratable benefit of the Senior Secured Parties that hold such Credit Agreement Obligations, a first priority security interest in all of such Grantor's right, title and interest in, to and under the Collateral (other than the Second Priority Collateral to the extent subject to a first priority security interest securing the obligations under the Potash Facility), (b) the Second Priority Grantor hereby grants to the Collateral Agent, its successors and permitted assigns, for the ratable benefit of the Senior Secured Parties that hold such Credit Agreement Obligations, a second priority security interest (junior only to the security interest therein securing the Potash Facility) in all of such Grantor's right, title and interest in, to and under the Second Priority Collateral to the extent subject to a first priority security interest securing the obligations under the Potash Facility and (c) the Assigned Contract Parties hereby assign to the Collateral Agent, its successors and permitted assigns, for the ratable benefit of the Senior Secured Parties that hold such Credit Agreement Obligations, all the Assigned Contract Rights. In addition, as security for the payment in full of the Senior Obligations other than the Credit Agreement Obligations, (a) each Grantor hereby grants to the Collateral Agent, its successors and permitted assigns, for the benefit of the holders of the Senior Obligations other than the Credit Agreement Obligations, a first priority security interest in all of such Grantor's right, title and interest in, to and under the Collateral (other than the Second Priority Collateral to the extent subject to a first priority security interest securing the obligations under the Potash Facility), in each case only if and to the extent that Proceeds from such Collateral are required to be applied pursuant to the Collateral Sharing Agreement to pay such Senior Obligations, (b) the Second Priority Grantor hereby grants to the Collateral Agent, its successors and permitted assigns, for the benefit of the holders of the Senior Obligations other than the Credit Agreement Obligations, a second priority security interest (junior only to the security interest therein securing the Potash Facility) in all of such Grantor's right, title and interest in, ...
Sample 1
SECURITY INTEREST AND ASSIGNMENT. (a) Security Interest. For value received, Debtor hereby assigns over to and grants to Secured Party a security interest (the "Security Interest") in and to all of the Debtor's right, title and interest in and to the following properties, rights, interests and privileges, whether now owned or hereafter acquired, and in all products thereof and cash and non-cash proceeds of insurance policies from the loss thereof (all of which properties, rights, interests, privileges and proceeds are hereinafter called the "Collateral").
Sample 1
SECURITY INTEREST AND ASSIGNMENT. 1. Customer grants a security interest in the Equipment now owned or hereafter acquired by Customer, and the proceeds thereof, to secure the purchase money obligations of Customer to TPx under this Agreement, including the purchase price of the Equipment. Customer retains title and possession of its purchased Equipment. TPx herein memorializes its security interest in the Equipment. 2. TPx’s security interest in the Equipment shall extinguish upon Customer’s full payment for the Equipment. 3. TPx may assign its security interest in the Equipment to a third party. 4. TPx may exercise any remedies available to Customer under this Agreement or applicable law, including Article 9 of the Uniform Commercial Code.
Sample 1
SECURITY INTEREST AND ASSIGNMENT 
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Related to SECURITY INTEREST AND ASSIGNMENT

  • Enurement and Assignment This Agreement shall enure to the benefit of the parties hereto and their respective successors and permitted assigns and shall be binding upon the parties hereto and their respective successors. This Agreement may not be assigned by any party hereto without the prior written consent of each of the other parties hereto.

  • Amendment and Assignment This Agreement may be amended only in writing and signed by both parties. This Agreement may not be assigned to another party.

  • Security Interest and Collateral To secure the payment and performance of the Obligations, Borrower hereby grants Lender a security interest (herein called the "Security Interest") in the following Collateral, whether now owned or hereafter acquired by Borrower and wherever located, and all products and proceeds thereof: (a) Crops, whether annual or perennial, whether grown, growing or to be grown, and whether harvested or unharvested, the products and proceeds thereof and stored grain (including all of the foregoing designated as inventory) and any negotiable or nonnegotiable documents, scale tickets and the like resulting from the storage thereof; also seed, fertilizer, chemicals, and other supplies used or produced by Borrower in farming operations; also accounts, contract rights (including proceeds from insurance policies covering the other Collateral), instruments, documents and general intangibles, whether now owned or hereafter acquired and wherever located; hedging and commodity accounts or agreements, now or hereafter or in effect, together with all rights in and to such accounts or agreements and all payments due or to become due thereunder. (b) Livestock (including livestock in gestation) and their young, products and proceeds and progeny thereof and produce thereof, including all livestock designated as inventory; also feed, medicines and other supplies used or produced by Borrower in farming operations; also accounts, contract rights (including proceeds from insurance policies covering the other Collateral), instruments, documents and general intangibles, whether now owned or hereafter acquired and wherever located; hedging and commodity accounts or agreements, now or hereafter or in effect, together with all rights in and to such accounts or agreements and all payments due or to become due thereunder. (c) All of Borrower’s equipment and machinery, and all accessions and attachments thereto and replacements and substitutions therefore (the Equipment). Borrower shall not remove any of the Collateral from locations disclosed in this Agreement, nor sell, convey or encumber said Collateral, provided, however, that Borrower may sell said Collateral or any part thereof if, and only if: (i) the proceeds of such sale are made payable jointly to Lender and Borrower if requested by Xxxxxx, it being specifically understood and agreed that all Obligations secured by the Collateral to the extent of the sale price shall be due and payable at the time of such sale; and (ii) Borrower sells the Collateral only to buyers listed on the Credit Application if required pursuant to the terms of Subsection 2(c) below.

  • Security Interest and Guarantee The Holder has been granted a security interest (i) in certain assets of the Borrower and its Subsidiaries as more fully described in the Master Security Agreement dated as of the date hereof and (ii) pursuant to the Stock Pledge Agreement dated as of the date hereof. The obligations of the Borrower under this Note are guaranteed by certain Subsidiaries of the Borrower pursuant to the Subsidiary Guaranty dated as of the date hereof.

  • CESSION AND ASSIGNMENT The Service Provider shall not cede, assign, abandon or transfer any of its rights and/or obligations in terms of this Agreement (whether in part or in whole) or delegate any of its obligations in terms of this Agreement, without the prior written consent of the Fund.

  • Licenses and Assignments Except as otherwise permitted by the Secured Debt Agreements, each Assignor hereby agrees not to divest itself of any right under any Patent or Copyright absent prior written approval of the Collateral Agent.

  • Security Interest Absolute All rights of the Secured Party and all Obligations of the Company hereunder, shall be absolute and unconditional, irrespective of: (a) any lack of validity or enforceability of this Agreement, the Notes, the Warrants or any agreement entered into in connection with the foregoing, or any portion hereof or thereof; (b) any change in the time, manner or place of payment or performance of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Notes, the Warrants or any other agreement entered into in connection with the foregoing; (c) any exchange, release or nonperfection of any of the Intellectual Property, or any release or amendment or waiver of or consent to departure from any other Intellectual Property for, or any guaranty, or any other security, for all or any of the Obligations; (d) any action by the Secured Party to obtain, adjust, settle and cancel in its sole discretion any insurance claims or matters made or arising in connection with the Intellectual Property; or (e) any other circumstance which might otherwise constitute any legal or equitable defense available to the Company, or a discharge of all or any part of the Security Interest granted hereby. Until the Obligations shall have been paid and performed in full, the rights of the Secured Party shall continue even if the Obligations are barred for any reason, including, without limitation, the running of the statute of limitations or bankruptcy. The Company expressly waives presentment, protest, notice of protest, demand, notice of nonpayment and demand for performance. In the event that at any time any transfer of any Intellectual Property or any payment received by the Secured Party hereunder shall be deemed by final order of a court of competent jurisdiction to have been a voidable preference or fraudulent conveyance under the bankruptcy or insolvency laws of the United States, or shall be deemed to be otherwise due to any party other than the Secured Party, then, in any such event, the Company's obligations hereunder shall survive cancellation of this Agreement, and shall not be discharged or satisfied by any prior payment thereof and/or cancellation of this Agreement, but shall remain a valid and binding obligation enforceable in accordance with the terms and provisions hereof. The Company waives all right to require the Secured Party to proceed against any other person or to apply any Intellectual Property which the Secured Party may hold at any time, or to marshal assets, or to pursue any other remedy. The Company waives any defense arising by reason of the application of the statute of limitations to any obligation secured hereby.

  • Continuing Security Interest; Assignment This Agreement shall create a continuing security interest in the Pledged Collateral and shall (i) be binding upon the Pledgors, their respective successors and assigns and (ii) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and the other Secured Parties and each of their respective successors, transferees and assigns. No other Persons (including any other creditor of any Pledgor) shall have any interest herein or any right or benefit with respect hereto. Without limiting the generality of the foregoing clause (ii), any Secured Party may assign or otherwise transfer any indebtedness held by it secured by this Agreement to any other person, and such other person shall thereupon become vested with all the benefits in respect thereof granted to such Secured Party, herein or otherwise, subject however, to the provisions of the Credit Agreement. Each of the Pledgors agrees that its obligations hereunder and the security interest created hereunder shall continue to be effective or be reinstated, as applicable, if at any time payment, or any part thereof, of all or any part of the Obligations is rescinded or must otherwise be restored by the Secured Party upon the bankruptcy or reorganization of any Pledgor or otherwise.

  • SUBCONTRACT AND ASSIGNMENT This Agreement binds the heirs, successors, assigns and representatives of the Contractor. The Contractor shall not enter into subcontracts for any work contemplated under this Agreement and shall not assign this Agreement or monies due or to become due, without the prior written consent of the General Manager of the Agency or his designee, subject to any required state or federal approval. (Note: list any subcontractors here)

  • Benefit and Assignment This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. No party hereto may voluntarily or involuntarily assign such party's interest under this Agreement without the prior written consent of the other parties.

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