Security Interest/Priority. This Agreement creates a valid security interest in favor of the Secured party in the Collateral of Debtor and, when properly perfected by filing shall constitute a valid and perfected first priority security interest in such Collateral (including all uncertificated Pledged Equity consisting of partnership or limited liability company interests that do not constitute securities), to the extent such security interest can be perfected by filing under the UCC, free and clear of all liens except for liens permitted by the Securities Purchase Agreement. The taking possession by the Secured Party of the certificated securities (if any) evidencing the Pledged Equity and all other Instruments constituting Collateral will perfect and establish the first priority of the Secured Party’s security interest in all the Pledged Equity evidenced by such certificated securities and such instruments. With respect to any Collateral consisting of a deposit account, investment property, securities entitlement or held in a securities account, upon execution and delivery by the Debtor, the applicable depository bank or securities intermediary and the Secured Party of an agreement granting control to the Secured Party over such Collateral, the Secured Party shall have a valid and perfected first priority security interest in such Collateral.
Appears in 7 contracts
Samples: Pledge and Security Agreement (Lucy Scientific Discovery, Inc.), Pledge and Security Agreement (Cardiff Lexington Corp), Securities Purchase Agreement
Security Interest/Priority. This Agreement creates a valid security interest in favor of the Secured party Party, in the Collateral of Debtor such Grantor and, when properly perfected by filing filing, shall constitute a valid and perfected perfected, first priority security interest in such Collateral (including all uncertificated Pledged Equity consisting of partnership or limited liability company interests that do not constitute securitiesSecurities), to the extent such security interest can be perfected by filing under the UCC, free and clear of all liens Liens except for liens permitted by the Securities Purchase AgreementPermitted Liens. No Grantor has authenticated any agreement authorizing any secured party thereunder to file a financing statement, except to perfect Permitted Liens. The taking possession by the Secured Party of the certificated securities (if any) evidencing the Pledged Equity and all other Instruments constituting Collateral will perfect and establish the first priority of the Secured Party’s security interest in all the Pledged Equity evidenced by such certificated securities and such instrumentsInstruments. With respect to any Collateral consisting of a deposit accountDeposit Account, investment property, securities entitlement Securities Intermediary or held in a securities accountSecurities Account, upon execution and delivery by the Debtorapplicable Grantor, the applicable depository bank or securities intermediary Securities Intermediary and the Secured Party of an agreement granting control to the Secured Party over such Collateral, the Secured Party shall have a valid and perfected perfected, first priority security interest in such Collateral.
Appears in 4 contracts
Samples: Amended and Restated Security Agreement (Air T Inc), Security Agreement, Amended and Restated Security Agreement (Air T Inc)
Security Interest/Priority. This Agreement creates a valid security interest in favor of the Collateral Agent, for the benefit of the Secured party Party, in the Collateral of Debtor and, when properly perfected by filing shall constitute a valid and perfected first priority security interest in such Collateral (including all uncertificated Pledged Equity consisting of partnership or limited liability company interests that do not constitute securities), to the extent such security interest can be perfected by filing under the UCC, free and clear of all liens except for liens permitted by the Securities Purchase Agreement. The taking possession by the Secured Party Collateral Agent of the certificated securities (if any) evidencing the Pledged Equity and all other Instruments constituting Collateral will perfect and establish the first priority of the Secured Party’s security interest in all the Pledged Equity evidenced by such certificated securities and such instruments. With respect to any Collateral consisting of a deposit account, investment property, securities entitlement or held in a securities account, upon execution and delivery by the Debtor, the applicable depository bank or securities intermediary and the Secured Party Collateral Agent of an agreement granting control to the Secured Party Collateral Agent over such Collateral, the Secured Party Collateral Agent shall have a valid and perfected first priority security interest in such Collateral.
Appears in 2 contracts
Samples: Pledge and Security Agreement (Neuraxis, INC), Pledge and Security Agreement (La Rosa Holdings Corp.)
Security Interest/Priority. This Agreement creates a valid security interest in favor of the Secured party in the Collateral of Debtor and, when properly perfected by filing shall constitute a valid and perfected first priority security interest in such Collateral (including all uncertificated Pledged Equity consisting of partnership or limited liability company interests that do not constitute securities), to the extent such security interest can be perfected by filing under the UCC, free and clear of all liens except for liens permitted by the Securities Purchase Agreement. The taking possession by the Secured Party of the certificated securities (if any) evidencing the Pledged Equity and all other Instruments constituting Collateral will perfect and establish the first priority of the Secured Party’s security interest in all the Pledged Equity evidenced by such certificated securities and such instruments. With respect to any Collateral consisting of a deposit account, investment property, securities entitlement or held in a securities account, upon execution and delivery by the Debtor, the applicable depository bank or securities intermediary and the Secured Party of an agreement granting control to the Secured Party over such Collateral, the Secured Party shall have a valid and perfected first priority security interest in such Collateral. Notwithstanding the foregoing, the security interest created under this Agreement in favor of the Secured Party in the Collateral of the Debtor, shall not constitute a first priority security interest with respect to the balance of any EIDL and PPP loans that are outstanding as of the Issue Date.
Appears in 2 contracts
Samples: Pledge and Security Agreement (Bloomios, Inc.), Pledge and Security Agreement (XLR Medical Corp.)
Security Interest/Priority. This Agreement creates a valid security interest in favor of the Secured party in the Collateral of Debtor such Obligor and, when properly perfected by filing filing, shall constitute a valid and perfected perfected, first priority security interest in such Collateral (including all uncertificated Pledged Equity consisting of partnership or limited liability company interests that do not constitute securities), to the extent such security interest can be perfected by filing under the UCC, free and clear of all liens except for liens permitted by the Securities Purchase Agreement. The taking possession by the Secured Party of the certificated securities (if any) evidencing the Pledged Equity and all other Instruments constituting Collateral will perfect and establish the first priority of the Secured Party’s security interest in all the Pledged Equity evidenced by such certificated securities and such instruments. With respect to any Collateral consisting of a deposit account, investment property, securities entitlement or held in a securities account, upon execution and delivery by the Debtorapplicable Obligor, the applicable depository bank or securities intermediary and the Secured Party of an agreement granting control to the Secured Party over such Collateral, the Secured Party shall have a valid and perfected perfected, first priority security interest in such Collateral.
Appears in 1 contract
Samples: Security and Pledge Agreement (Nexeon Medsystems Inc)
Security Interest/Priority. This Agreement creates a valid security interest in favor of the Secured party in the Collateral of Debtor and, when properly perfected by filing shall constitute a valid and perfected first priority security interest in such Collateral (including all uncertificated Pledged Equity consisting of partnership or limited liability company interests that do not constitute securities), to the extent such security interest can be perfected by filing under the UCC, free and clear of all liens except for liens permitted by the Securities Purchase Agreement. The taking possession by the Secured Party of the certificated securities (if any) evidencing the Pledged Equity and all other Instruments constituting Collateral will perfect and establish the first priority of the Secured Party’s security interest in all the Pledged Equity evidenced by such certificated securities and such instruments. With respect to any Collateral consisting of a deposit account, investment property, securities entitlement or held in a securities account, upon execution and delivery by the Debtor, the applicable depository bank or securities intermediary and the Secured Party of an agreement granting control to the Secured Party over such Collateral, the Secured Party shall have a valid and perfected first priority security interest in such Collateral.
Appears in 1 contract
Samples: Security and Pledge Agreement (Cardiff Lexington Corp)
Security Interest/Priority. This Agreement creates a valid security interest in favor of the Secured party Party in the Collateral of Debtor and the Pledged Equity and, when properly perfected by filing shall constitute a valid and perfected first priority security interest in such Collateral (including all uncertificated Pledged Equity consisting of partnership or limited liability company interests that do not constitute securities)and Collateral, to the extent such security interest can be perfected by filing under the UCC, free and clear of all liens except for liens permitted by the Securities Stock Purchase Agreement. The taking possession by the Secured Party of the certificated securities (if any) evidencing the Pledged Equity and all other Instruments constituting Collateral will perfect and establish the first priority of the Secured Party’s security interest in all the Pledged Equity evidenced by such certificated securities and such instruments. With respect to any Collateral consisting of a deposit account, investment property, securities entitlement or held in a securities account, upon execution and delivery by the DebtorCompany, the applicable depository bank or securities intermediary and the Secured Party of an agreement granting control to the Secured Party over such Collateral, the Secured Party shall have a valid and perfected first priority security interest in such Collateral.
Appears in 1 contract
Samples: Pledge and Security Agreement (Victory Oilfield Tech, Inc.)