Collateral General Terms Clause Samples
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Collateral General Terms. 3.1 To secure the prompt payment to Bank of Borrower's Liabilities and the prompt, full and faithful performance by Borrower of all of the provisions to be kept, observed or performed by Borrower under this Agreement and/or the Other Agreements, Borrower grants to Bank a security interest in and to, and collaterally assigns to Bank, all of Borrower's property, wherever located, whether now or hereafter existing, owned, licensed, leased (to the extent of Borrower's leasehold interest therein), consigned (to the extent of Borrower's ownership therein), consigned (to the extent of Borrower's ownership therein), arising and/or acquired, including without limitation all of Borrower's:
(a) Accounts, chattel paper, tax refunds, contract rights, leases, leasehold interests, letters of credit, instruments, documents, documents of title, patents, copyrights, trademarks, tradenames, licenses, goodwill, beneficial interests and general intangibles; (b) all goods whose sale, lease or other disposition by Borrower have given rise to Accounts and have been returned to or repossessed or stopped in transit by Borrower; (c) certificated and uncertificated securities; (d) goods, including without limitation all its consumer goods, machinery, equipment, farm products, fixtures and inventory; (e) liens, guaranties and other rights and privileges pertaining to any of the Collateral; (f) monies, reserves, deposits, deposit accounts and interest or dividends thereon, cash or cash equivalents; (g) all property now or at any time or times hereafter in the possession or under the control of Bank or its bailee; (h) all accessions to the foregoing, all litigation proceeds pertaining to the foregoing and all substitutions, renewals, improvements and replacements of and additions to the foregoing; and (i) all books, records and computer records in any way relating to the Collateral herein described.
3.2 All of the aforesaid property and products and proceeds of the foregoing in Paragraph 3.1 above, including without limitation, proceeds of insurance policies insuring the foregoing are herein individually and collectively called the "Collateral", The terms used herein to identify the Collateral shall have the same meaning as are assigned to such terms as of the date hereof in the Illinois Uniform Commercial Code.
3.3 Borrower shall make appropriate entries upon its financial statements and its books and records disclosing Bank's security interest in the Collateral.
3.4 Borrower shall exe...
Collateral General Terms. 2.01 To secure the prompt, full and faithful performance to Secured Party of Borrower’s Obligations, Debtor grants to Secured Party a security interest in and to, and pledges and assigns to Secured Party, all of the following, now owned and hereafter acquired by Debtor and/or Debtor’s customers (referred to individually and/or collectively as the “Collateral”): all right, title, share and interest in, to and under (a) the securities account listed on Schedule I attached hereto and incorporated by reference (the “Collateral Account”); (b) those shares of stock, securities, security entitlements, and/or financial assets, together with any and all distributions, whether in cash or in kind, upon or in connection therewith, whether such distributions or payments are dividends, are in partial or complete liquidation, or are the result of reclassification, readjustment or other changes in the capital structure of the Person issuing the same, or otherwise, and any and all subscriptions, warrants, options and other rights issued upon and/or in connection therewith (collectively, the “Securities”), in each case, as deposited or held in or transferred or credited to or carried in the Collateral Account from time to time; (c) any and all monies, reserves, deposits, certificates of deposit and deposit accounts and interest or dividends, securities, investment property, cash, cash equivalents and other property now or at any time or times hereafter in the possession or under the control of Secured Party, its parent, Subsidiaries or Affiliates or its bailee; (c) any and all accessions to any of the Collateral and all substitutions, renewals, improvements and replacements of and additions thereto; and (d) all proceeds of the foregoing (whether in the form of cash, proceeds of insurance policies, instruments, documents, general intangibles, contract rights, accounts, chattel paper, or otherwise). Notwithstanding anything to the contrary, “Collateral” shall not include any (i) deposit accounts or securities accounts holding solely assets that have been segregated for the exclusive benefit of Debtor’s customers or such segregated assets, or (ii) trust or other fiduciary deposit accounts or securities accounts and the assets therein.
2.02 Debtor shall execute and/or deliver to Secured Party upon request, at any time and from time to time hereafter, all agreements, instruments, documents and other written matter (the “Supplemental Documentation”) that Secured Party reasonably ...
Collateral General Terms. 35 4.1 Security Interest in the Collateral...........................35 4.2 Perfection of Security Interest...............................35 4.3
Collateral General Terms. (a) Security Interest in the Collateral. To secure the prompt payment and performance to the Holder of the Obligations, the Company hereby assigns, pledges and grants to Holder for its benefit a continuing security interest in and to and Lien on all of the Collateral, whether now owned or existing or hereafter acquired or arising and wheresoever located. The Company shall mark its books and records as may be necessary or appropriate to evidence, protect and perfect the Holder’s security interest and shall cause its financial statements to reflect such security interest. The Company shall promptly provide the Holder 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, the Company shall be deemed to hereby grant to the Holder a security interest in and to and Lien on such commercial tort claims and all proceeds thereof.
Collateral General Terms. 34 4.1. Acknowledgement and Grant of Security Interests............35 4.2. Perfection of Security Interest............................35 4.3.
Collateral General Terms. 4.1 The Borrower (also referred to as "Debtor") warrants and represents the following with respect to the Collateral:
4.1.1 The Debtor is (or, in the case of after acquired property, will be) the sole owner of each item of Collateral and has good and marketable title thereto, free and clear of any and all interests, claims and Liens except for Permitted Liens.
4.1.2 Debtor shall maintain the Collateral in good condition and repair; make all necessary renewals, replacements, additions, betterments and improvements thereto; pay and discharge when due the cost of repairs and maintenance to the Collateral; pay all rentals and other payments when due for all real estate leased or owned by Debtor at which Collateral is located; and maintain a disaster recovery plan with off-site back-up of the books and records of Debtor. Debtor will safeguard and protect all Collateral for Bank's general account and make no disposition thereof without the prior consent of the Bank whether by sale, lease or otherwise except (i) the sale of Inventory in the ordinary course of business, and (ii) the sale or disposition of obsolete Equipment in the ordinary course of business; all provided that the proceeds of any such sale or disposition shall remain subject to Bank's security interest. The Collateral may be inspected by the Bank upon reasonable notice to the Debtor.
4.1.3 That portion of the Collateral consisting of Equipment or Inventory shall be stored solely at the Debtor's facilities, or such other facilities as shall be disclosed to the Bank in writing no later than 30 days prior to storage at such facilities, and Debtor shall secure landlord waivers with respect to all such facilities in such form as shall be satisfactory to the Bank.
4.1.4 With respect to that portion of the Collateral consisting of Inventory, the Debtor, in addition to the foregoing, further warrants and represents that it will not make any transfer of Inventory in partial or total satisfaction of a debt other than a debt to the Bank; that no Inventory will be stored with a bailee or on consignment without the prior written consent of the Bank; that no Inventory will be stored at any location not disclosed to the Bank in writing no later than 30 days prior to storage at such location and without the prior written consent of the Bank to such location; and that the Debtor shall provide such documents as the Bank may request in connection with the ownership, location, and condition of such Inventory. If any ...
Collateral General Terms. 2.1 To secure the prompt payment and performance of Borrower’s Obligations, Pledgor grants to Bank a security interest in and to, and pledges and assigns to Bank, all of Pledgor’s now owned and hereafter acquired right, title, share and interest in, to and under the Bond. All of the foregoing are referred to herein collectively as the “Collateral”.
2.2 Pledgor shall execute and deliver to Bank upon request, at any time and from time to time hereafter, all agreements, instruments, documents and other written matter (the “Supplemental Documentation”) that Bank may reasonably request, in form and substance acceptable to Bank, including, without limitation, delivering the original Bond to Bank, endorsed to Bank by means of the form of Assignment attached hereto, to perfect and maintain Bank’s security interest, lien and encumbrance in the Collateral and to consummate the transactions contemplated in or by this Agreement and the Loan Agreement.
2.3 Pledgor warrants and represents to and covenants with Bank as follows:
(a) Provided Bank takes such actions as are required under state law to perfect a security interest in the Collateral, Bank’s security interest in the Collateral is now and at all times hereafter shall be perfected and have a first priority, and the exercise by Bank of its rights hereunder, is not and shall not be a default under the Bond or result in any defense, set-off of counterclaims asserted by any Person under the Bond.
(b) Pledgor agrees to mail or deliver to Bank copies of any and all notices which Pledgor may from time to time give to or serve upon the City pursuant to the provisions of the Indenture, the Lease between the City as Issuer and Pledgor as Tenant dated as of the issue date of the Bond (the “Lease”), pursuant to which Pledgor agreed to pay rent in an amount sufficient to pay principal, interest and other payments on the Bond, and other documents executed by Pledgor in connection with the Bond, the Indenture or the Lease (collectively, the “Bond Documents”). Such copy shall be mailed or delivered to Bank simultaneously with the mailing or delivery to City.
(c) Pledgor will enforce the obligations of the City under the Bond Documents and will promptly notify Bank, in writing, of any material default under the Bond Documents. Pledgor will immediately deliver to Bank a copy of any notice given or received by Pledgor under or relating to any of the Bond Documents.
(d) If any action shall be commenced by Pledgor in respect of the B...
Collateral General Terms. For the purpose of this Article IV, references herein to the "
Collateral General Terms. THE PROVISIONS OF THIS ARTICLE IV CONTAIN THE GRANT OF POWERS OF ATTORNEY BY EACH BORROWER (AS A GRANTOR FOR SUCH PURPOSE) COUPLED WITH AN INTEREST FOR THE SOLE BENEFIT OF AGENT. THIS AGREEMENT, AND THE PROVISIONS OF ARTICLE IV HEREOF, IS BEING EXECUTED IN CONNECTION WITH A LOAN OR OTHER FINANCIAL TRANSACTION FOR BUSINESS PURPOSES AND NOT PRIMARILY FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES. THE AGENT, AS AGENT FOR THE GRANTOR UNDER THE POWERS OF ATTORNEY, IS NOT A FIDUCIARY FOR THE GRANTOR. THE AGENT, IN EXERCISING ANY OF ITS RIGHTS OR POWERS PURSUANT TO THE POWERS OF ATTORNEY, MAY DO SO FOR THE SOLE BENEFIT OF AGENT AND NOT FOR THE GRANTOR. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE PROVISIONS OF TITLE 20 PA.C.S. CHAPTER 56, AS AMENDED (SPECIFICALLY INCLUDING, ACT 39 OF 1994) SHALL NOT BE APPLICABLE TO THE POWERS OF ATTORNEY.
Collateral General Terms. 3 Section 2.01.