Security Interest in Contracts Sample Clauses

Security Interest in Contracts. This Agreement, together with possession of the Collateral by the Master Servicer pursuant to the Sale and Servicing Agreement and the filing referred to below, creates as security for the Company's obligations under this Agreement a security interest in favor of the Collateral Agent, as collateral agent for Financial Security, in each item of the Collateral, as constituted as of the Closing Date; such security interest has been perfected and is a valid, binding and enforceable first priority security interest, subject only, to the extent set forth in Section 5.01(d) hereof, to the interest of the Indenture Trustee with respect to the Indenture Property and the Securityholders; a financing statement with respect to the Contracts has been filed with the California Secretary of State pursuant to the California UCC, and the marking required by Section 3.01(b)(xvi) of the Sale and Servicing Agreement has been made on each Contract, except to the extent (if any) that Financial Security has waived in writing compliance with such requirement; no other filings in any jurisdiction or any other actions are necessary to perfect the security interest of the Collateral Agent, as collateral agent for Financial Security, in the Collateral, as constituted as of the Closing Date, as against any third parties.
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Security Interest in Contracts. This Agreement, together with possession of the Collateral by the Master Servicer
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Security Interest in Contracts. This Agreement, together with possession of the Collateral by the Master Servicer pursuant to the Sale and Servicing Agreement and the filing referred to below, creates as security for the Seller's obligations under this Agreement a security interest in favor of the Collateral Agent, as collateral agent for Financial Security, in each item of the Collateral, as
Sample 1Sample 2
Security Interest in Contracts. This Agreement, together with possession of the Collateral by the Master Servicer pursuant to the Sale and Servicing Agreement and the filing referred to below, creates as security for each Seller's obligations under this Agreement a security interest in favor of the Collateral Agent, as collateral agent for Financial Security, in each item of the Collateral, as constituted as of the Closing Date; such security interest has been perfected and is a valid, binding and enforceable first priority security interest, subject only, to the extent set forth in Section 5.01(d) hereof, to the interest of the Indenture Trustee with respect to the Indenture Property and the Securityholders; a financing statement with respect to the Contracts has been filed with the California Secretary of State pursuant to the California UCC and the Nevada Secretary of State pursuant to the Nevada UCC, as applicable, and the marking required by Section 3.01(b)(xvi) of the Sale and Servicing Agreement has been made on each Contract, except to the extent (if any) that Financial Security has waived in writing compliance with such requirement; no other filings in any jurisdiction or any other actions are necessary to perfect the security interest of the Collateral Agent, as collateral agent for Financial Security, in the Collateral, as constituted as of the Closing Date, as against any third parties.
Sample 1
Security Interest in Contracts. This Agreement, together with possession of the Collateral by the Master Servicer pursuant to the Sale and Servicing Agreement and the filing referred to below, creates as security for the Company's obligations under this Agreement a security interest in favor of the Collateral Agent, as collateral agent for Financial Security, in each item of the Collateral, as constituted as of the Closing Date; such security interest has been perfected and is a valid, binding and enforceable first priority security interest, subject only, to the extent set forth in Section 5.01(d) hereof, to the interest of the Indenture Trustee with respect to the Indenture Property and the Securityholders; a financing statement with respect to the Contracts has been filed with the California Secretary of State pursuant to the California UCC, and the marking required by Section 3.01(b)
Sample 1Sample 2

Related to Security Interest in Contracts

  • Security Interest in Collateral The provisions of this Agreement and the other Loan Documents create legal and valid Liens on all of the Collateral in favor of the Administrative Agent, for the benefit of the Secured Parties, and such Liens constitute perfected and continuing Liens on the Collateral, securing the Secured Obligations, enforceable against the applicable Loan Party and all third parties, and having priority over all other Liens on the Collateral except in the case of (a) Permitted Encumbrances, to the extent any such Permitted Encumbrances would have priority over the Liens in favor of the Administrative Agent pursuant to any applicable law or agreement and (b) Liens perfected only by possession (including possession of any certificate of title) to the extent the Administrative Agent has not obtained or does not maintain possession of such Collateral.

  • Security Interest in the Collateral To secure the prompt payment and performance to Agent and each Lender of the Obligations, each Borrower hereby assigns, pledges and grants to Agent for its benefit and for the ratable benefit of each Lender a continuing security interest in and to and Lien on all of its Collateral, whether now owned or existing or hereafter acquired or arising and wheresoever located. Each Borrower shall xxxx its books and records as may be necessary or appropriate to evidence, protect and perfect Agent’s security interest and shall cause its financial statements to reflect such security interest. Each Borrower shall promptly provide Agent with written notice of all commercial tort claims, such notice to contain the case title together with the applicable court and a brief description of the claim(s). Upon delivery of each such notice, such Borrower shall be deemed to hereby grant to Agent a security interest and lien in and to such commercial tort claims and all proceeds thereof.

  • Security Interest in Financed Equipment Immediately prior to the sale, assignment and transfer thereof, each Receivable shall be secured by a validly perfected first priority security interest in the Financed Equipment in favor of CNHICA as secured party or all necessary and appropriate actions have been commenced that would result in the valid perfection of a first priority security interest in the Financed Equipment in favor of CNHICA as secured party.

  • Security Interest in Financed Vehicles Immediately prior to the transfer of the Receivables by the Depositor to the Trust, each Receivable was secured by a valid, binding and enforceable first priority perfected security interest in favor of the Seller in the related Financed Vehicle, or all necessary and appropriate actions shall have been commenced that would result in the valid perfection of a first priority security interest in favor of the Seller in the Financed Vehicle, which security interest has been validly assigned by the Seller to the Depositor pursuant to the Receivables Purchase Agreement and by the Depositor to the Trust hereunder.

  • Security Interest in Financed Vehicle Immediately prior to the sale, transfer and assignment thereof pursuant hereto and the First Step Receivables Assignment, each Receivable was secured by a validly perfected first priority security interest in the Financed Vehicle in favor of the Seller as secured party or all necessary and appropriate action had been commenced that would result in the valid perfection of a first priority security interest in the Financed Vehicle in favor of the Seller as secured party.

  • Security Interest Matters This Agreement creates a valid and continuing “security interest” (as defined in the Relevant UCC) in the Receivables in favor of the Trust, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Depositor. The Receivables constitute “tangible chattel paper” or “electronic chattel paper” (each as defined in the Relevant UCC). The Depositor owns and has good and marketable title to the Receivables free and clear of any Lien, claim or encumbrance of any Person. The Depositor has caused or will cause prior to the Closing Date the filing of all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law necessary to perfect the security interest in the Receivables granted to the Trust under this Agreement. Other than the security interest granted to the Trust under this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral covering the Receivables other than any financing statement relating to the security interest granted to the Trust under this Agreement or that has been terminated. The Depositor is not aware of any material judgment or tax lien filings against the Depositor. The security interest of the Seller in each Financed Vehicle has been validly assigned by the Depositor to the Trust. Neither the Depositor nor a custodian or vaulting agent thereof has communicated, nor will they communicate, an “authoritative copy” (as defined in the Relevant UCC) of any Receivable to any Person other than the Servicer, the Trust or the Indenture Trustee.

  • 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.

  • Grant of Security Interest in Collateral As an inducement for the Secured Parties to extend the loans as evidenced by the Debentures and to secure the complete and timely payment, performance and discharge in full, as the case may be, of all of the Obligations, each Debtor hereby unconditionally and irrevocably pledges, grants and hypothecates to the Secured Parties a security interest in and to, a lien upon and a right of set-off against all of their respective right, title and interest of whatsoever kind and nature in and to, the Collateral (a “Security Interest” and, collectively, the “Security Interests”).

  • 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.

  • Security Interest/Priority This Security Agreement creates a valid security interest in favor of the Agent, for the benefit of the Lenders, in the Collateral of such Obligor and, when properly perfected by filing, shall constitute a valid perfected security interest in such Collateral, to the extent such security can be perfected by filing under the UCC, free and clear of all Liens except for Permitted Liens.

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