The Chargor Sample Clauses

The Chargor. No Chargor shall be entitled to transfer or assign all or any of its rights or obligations in respect of this Debenture without the prior written consent of the Security Trustee.

The Chargor. The Chargor may not assign or transfer any of his rights or obligations under this Deed, except with the prior written consent of the Chargee.

The Chargor. This Deed shall be binding on the successors and permitted assigns of the Chargor.

The Chargor. The Chargor shall not assign any of its rights hereunder.

The Chargor with full title guarantee and as a continuing security for the payment or discharge of all monies obligations and liabilities covenanted to be paid or discharged by the Chargor under this Debenture together with all reasonable costs and expenses incurred by the Bank in relation to this Debenture or the monies obligations and liabilities hereby secured, hereby charges: 3.1.1. by way of first fixed charge: 3.1.1.1. all freehold leasehold and other immovable property now or in the future belonging or charged to the Chargor together with all buildings, trade and other fixtures, fixed plant and machinery of the Chargor from time to time thereon and the proceeds of sale thereof; 3.1.1.2. all equipment plant machinery vehicles tools furniture fittings computers and other tangible moveable property now or in the future belonging to the Chargor (or rights to use any of the same) and the full benefit of any warranties or maintenance contracts for any of the same; 3.1.1.3. all present and future book debts and other debts and other monies due owing payable or incurred to the Chargor now or in the future (“the Debts”) and the benefit of any guarantees, indemnities or other assurances in respect of the Debts and the proceeds of payment or realisation of each of the Debts until the payment of such proceeds into the separate bank account mentioned in clause 5.2.5 below; 3.1.1.4. all funds standing to the credit of the Chargor from time to time on any account with the Bank or any other bank or financial institution and all rights deriving therefrom (including the right to interest); 3.1.1.5. all stocks shares and other securities now or in the future belonging to the Chargor together with all dividends and other rights deriving therefrom; 3.1.1.6. all bills of exchange promissory notes and negotiable instruments of any description now or in the future beneficially owned by the Chargor; 3.1.1.7. all the goodwill of the Chargor and its uncalled capital for the time being; 3.1.1.8. all rights and interests in and claims under all policies of insurance and assurance held or to be held by or inuring to the benefit of the Chargor and the benefit of all rights and claims to which the Chargor is now or may be entitled under any contracts; 3.1.1.9. the benefit of all licences, consents and authorisations held or utilised by the Chargor now or in the future in connection with its business or the use of any of its assets; and 3.1.1.10. the benefit of all patents patent applications ...

The Chargor with full title guarantee, hereby charges to the Agent (as agent and trustee for the Secured Parties) as continuing security for the payment of the Secured Obligations by way of first fixed charge, the Shares.

The Chargor. The Common Seal of )

The Chargor. The Chargor may not assign or transfer any of its rights or obligations under this Share Charge without the prior consent of the European Agent.

The Chargor. SIGNED AND DELIVERED as ) a deed by ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ) duly authorised for and on behalf of ) /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ NMT NEUROSCIENCES ) (INTERNATIONAL), INC ) THE AGENT SIGNED by ) duly authorised for and on behalf of ) ▇. ▇. ▇▇▇▇▇▇▇ & CO., INC ) EXECUTION: THE CHARGOR SIGNED AND DELIVERED as ) a deed by ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ) duly authorised for and on behalf of ) NMT NEUROSCIENCES ) (INTERNATIONAL), INC ) THE AGENT SIGNED by ) duly authorised for and on behalf of ) /s/ ▇▇▇▇▇▇ ▇. ▇'▇▇▇▇▇ ▇. ▇. ▇▇▇▇▇▇▇ & CO., INC ) EXHIBIT G --------- NITINOL MEDICAL TECHNOLOGIES, INC. COMPLIANCE CERTIFICATE DATE: ____________, 19__ This certificate is given by Nitinol Medical Technologies, Inc., a Delaware corporation (the "Company"), pursuant to Section 8. 1 (c) of that certain Subordinated Note and Common Stock Purchase Agreement dated as of July 8, 1998 by and among the Company, Whitney Subordinated Debt Fund, L.P. and, for certain purposes, ▇.▇. ▇▇▇▇▇▇▇ & Co., as such agreement may have been amended, restated, supplemented or otherwise modified from time to time (the "Agreement"). Capitalized terms used herein without definition shall have the meanings set forth in the Agreement. The officer executing this certificate is the Chief Financial Officer of the Company and as such is duly authorized to execute and deliver this certificate on behalf of the Company. By executing this certificate such officer hereby certifies that: