Common use of Financing Statements Clause in Contracts

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 7 contracts

Sources: Loan and Security Agreement (Atlas Financial Holdings, Inc.), Loan Agreement (Atlas Financial Holdings, Inc.), Loan and Security Agreement (Primoris Services CORP)

Financing Statements. The Each Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Each Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the such Borrower that (a) indicate the Collateral (i) is comprised of all assets of the such Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the such Borrower is an organization, the type of organization and any Organizational Identification Number issued to the such Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Each Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the each Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Each Borrower agrees to furnish any such information to the Bank promptly upon request. The Each Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the each Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 3 contracts

Sources: Loan and Security Agreement (Intricon Corp), Loan and Security Agreement (Intricon Corp), Loan and Security Agreement (Intricon Corp)

Financing Statements. The Borrower shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Section 8 hereof). The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 3 contracts

Sources: Loan and Security Agreement (Arlington Hospitality Inc), Loan and Security Agreement (Arlington Hospitality Inc), Loan and Security Agreement (Arlington Hospitality Inc)

Financing Statements. The Borrower shallPursuant to any applicable law, at each Grantor authorizes the Bank’s request, Collateral Agent at any time and from time to time, execute and deliver time to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in file or record (but the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, Agent shall have no duty to file in any jurisdiction any initial or record) financing statements and amendments thereto other filing or recording documents or instruments with respect to the Collateral (including fixture filings, if any, and amendments) without the signature of the Borrower that (a) indicate such Grantor in such form and in such offices as the Collateral (i) is comprised of all assets of Agent reasonably determines appropriate to perfect the Borrower or words of similar effect, regardless of whether any particular asset comprising a part security interests of the Collateral falls within Agent under this Agreement. Each Grantor authorizes the scope Collateral Agent to use the collateral description “all personal property”, “all assets” or any similar phrase in any such financing statements. Each Grantor agrees to provide such information as the Collateral Agent may reasonably request necessary to enable the Collateral Agent to make any such filings promptly following any such request. The Collateral Agent is authorized to file (but the Collateral Agent shall have no duty to file) with the United States Patent and Trademark Office or the United States Copyright Office (or any successor office) such documents as may be necessary or advisable for the purpose of Article 9 perfecting, confirming, continuing, enforcing or protecting the security interest in each item of Intellectual Property of each Grantor included in the Collateral. Notwithstanding the foregoing authorizations, in no event shall the Collateral Agent be obligated to prepare or file any financing statements or intellectual property security agreement whatsoever, or to maintain the perfection of the Uniform Commercial Code security interest granted hereunder. Each Grantor agrees to prepare, record and file, at its own expense, financing statements (and continuation statements when applicable) and intellectual property security agreement (including any supplemental intellectual property security agreements or instruments covering After-Acquired Intellectual Property) with respect to the Collateral now existing or hereafter created meeting the requirements of applicable state or federal law in such manner and in such jurisdictions as are necessary to perfect and maintain perfected the jurisdiction wherein Collateral, and to deliver a file stamped copy of each such financing statement or amendment is filed, other evidence of filing to the Collateral Agent. Neither the Trustee nor the Collateral Agent shall be under any obligation whatsoever to file any such financing or (ii) as being of an equal continuation statements or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain to make any other information required by Section 5 of Article 9 of filing under the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) UCC in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of connection with this Agreement. In additionNotwithstanding anything herein or in any other Security Document to the contrary, the Borrower delivery of control agreements with respect to any Deposit Accounts, Securities Accounts and Commodities Accounts shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralnot be required.

Appears in 3 contracts

Sources: Collateral Agreement (Scientific Games Corp), Collateral Agreement (Scientific Games Corp), Collateral Agreement (Scientific Games Corp)

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction with such jurisdictions as Lender deems necessary any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant granting of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Appears in 3 contracts

Sources: Loan and Security Agreement (Flux Power Holdings, Inc.), Loan and Security Agreement (Polar Power, Inc.), Loan and Security Agreement (Chromcraft Revington Inc)

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 3 contracts

Sources: Loan and Security Agreement (CHS Inc), Loan and Security Agreement (US BioEnergy CORP), Loan and Security Agreement (US BioEnergy CORP)

Financing Statements. The Borrower shall, at hereby authorizes the Bank’s request, at filing of any time and from time to time, execute and deliver to the Bank such financing statements, continuation statements and amendments to financing statements in any jurisdiction and other documents and do such acts with any filing office, as the Bank deems Administrative Agent may reasonably determine are necessary or advisable to perfect (or maintain) the security interest granted to the Administrative Agent in order to establish and maintain valid, attached and perfected first priority security interests in connection herewith. Such financing statements may describe the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower same manner as described herein or words of similar effect, regardless of whether any particular asset comprising a part may contain an indication or description of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein that describes such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail property in any other manner as the grant Administrative Agent may determine is necessary, advisable or prudent to ensure the perfection of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of in the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued Collateral granted to the BorrowerAdministrative Agent in connection herewith, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower hereby authorizes the Bank filing of financing statements, continuation statements and amendments to file this Agreement financing statements describing the collateral covered thereby as a financing statement in any jurisdiction“all of debtor’s personal property and assets” or words to that effect. The For purposes of such filings, the Borrower agrees to furnish any such information reasonably available to it and reasonably requested by the Administrative Agent promptly upon request by the Administrative Agent. Notwithstanding anything herein to the Bank promptly upon request. The Borrower further ratifies contrary, the Administrative Agent shall be under no obligation to file and affirms its authorization for any prepare financing statements and/or amendments theretoor continuation statements or to take any action or to execute any further documents or instruments in order to create, executed preserve or perfect the security interests granted hereunder, such obligations being solely obligations of the Borrower and filed the Lux Manager. To the fullest extent permitted by the Bank in any jurisdiction prior to the date of this Agreement. In additionapplicable Law, the Borrower shall hereby authorizes and irrevocably grants to the Administrative Agent an irrevocable power of attorney, with full power of substitution, coupled with an interest, to execute, deliver and file in the name of the Borrower, or in its own name, such financing statements, continuation statements, amendments to financing statements, other instruments and documents for filing under the provisions of the UCC of any applicable jurisdiction and such notices of assignment and, upon the occurrence and during the continuance of a Termination Event, to execute, deliver and file in the name of the Borrower, or in its own name, such instruments of transfer and to make appropriate entries such notations on the Records as the Administrative Agent deems necessary to protect or perfect its books and records disclosing the Bank’s security interests interest in the Collateral.

Appears in 2 contracts

Sources: Receivables Loan and Security Agreement, Receivables Loan and Security Agreement (Reynolds Group Holdings LTD)

Financing Statements. The Borrower shallhereby authorizes Lender to file, at the Bankand upon Lender’s request, at shall deliver to Lender for filing, an initial financing statement or statements under the UCC with respect to any portion of the Collateral which is or may be subject to any security interest within the meaning of the UCC in the form required to properly perfect Lender’s security interest therein. At any time and from time to time, at the expense of Borrower, Borrower shall promptly execute and deliver to the Bank such all further instruments and documents, and take all further action that may be necessary or that Lender may reasonably request (including, without limitation, all initial financing statements, and any restatements, extensions, continuations, renewals or amendments and other documents and do such acts as the Bank deems necessary thereof), in order to establish perfect, or continue the perfection of, and maintain validto protect any security interest granted or purported to be granted hereby or by the other Loan Documents (including, attached without limitation, any security interest in and perfected first priority to any Permitted Investments), or to enable Lender, or any agent of Lender, to exercise and enforce its rights and remedies hereunder or under any of the other Loan Documents with respect to any portion of the Collateral which is or may be subject to any security interests interest within the meaning of the UCC, and if Borrower fails to promptly execute and deliver such further instruments and documents, Borrower hereby expressly authorizes and appoints Lender as its attorney-in-fact to execute such further instruments and documents in the name of and upon behalf of Borrower, which power of attorney shall be irrevocable and shall be deemed to be coupled with an interest. With respect to any of the Collateral in favor which a security interest is not perfected by the filing of the Banka financing statement, free Borrower consents and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any timeagrees to undertake, and from time to timecooperate fully with Lender, to file perfect the security interest granted to Lender in such Collateral. Without limiting the foregoing, if and to the extent any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within is held by a bailee for the scope benefit of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedBorrower, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereinBorrower shall promptly notify Lender thereof and, and (b) contain any other information if required by Section 5 Lender, promptly obtain an acknowledgment from such bailee that is reasonably satisfactory to Lender and confirms that such bailee holds such Collateral for the benefit of Article 9 of the Uniform Commercial Code of the jurisdiction wherein Lender as secured party and shall only act upon instructions from Lender with respect to such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 2 contracts

Sources: Loan Agreement (Cole Real Estate Income Strategy (Daily Nav), Inc.), Loan Agreement (Cole Credit Property Trust Iv, Inc.)

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender reasonably deems necessary in order to establish and maintain valid, attached and perfected first priority security interests (subject to Permitted Liens) in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, until the Obligations are paid in full, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon reasonable request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in connection with this Agreement in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 2 contracts

Sources: Loan and Security Agreement (Amtech Systems Inc), Loan and Security Agreement (Amtech Systems Inc)

Financing Statements. The Borrower Borrowers shall, at the Bank’s Lender's request, at -------------------- any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems reasonably necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes authorize the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the applicable Borrower that (a) indicate the Collateral (i) is comprised of all assets of the such Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including including (i) whether the applicable Borrower is an organization, the type of organization and any Organizational Identification Number issued to the such Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes Borrowers authorize the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank Lender promptly upon request. The Borrower Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its their books and records disclosing the Bank’s Lender's security interests in the Collateral.

Appears in 2 contracts

Sources: Loan and Security Agreement (Amrep Corp.), Loan and Security Agreement (Amrep Corp.)

Financing Statements. The Borrower Debtor shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted LiensEncumbrances. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photostatic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Appears in 2 contracts

Sources: Security Agreement (Inland Residential Properties Trust, Inc.), Security Agreement (Inland Residential Properties Trust, Inc.)

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Section 8.2). The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (ai) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or ; and (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (iA) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (iiB) in the case of a financing statement filed as a fixture filing or indicating Collateral as real estate, as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Not in limitation of the generality of the foregoing, the Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower irrevocably authorizes the Bank to file with the Surface Transportation Board pursuant to 49 U.S.C. §11301 this Agreement Agreement, any memorandum thereof, any amendment hereto or thereto or any other document as a financing statement the Bank deems necessary in any jurisdictionorder to establish and maintain valid, attached and perfected, the security interests in the Equipment of the Borrower. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 2 contracts

Sources: Loan and Security Agreement (Banyan Rail Services Inc.), Loan and Security Agreement (Bhit Inc)

Financing Statements. The Borrower shall, at Each Debtor authorizes the Bank’s request, at Secured Party Representative to file any time financing statement necessary to perfect the liens and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any timegranted under this Security Agreement, and from time to timeany continuation statement or amendment with respect thereto, to file in any jurisdiction any initial financing statements and amendments thereto appropriate filing office without the signature of such Debtor where permitted by applicable law. At any time upon the Borrower request of the Secured Party Representative, each Debtor shall execute or deliver to the Secured Party Representative any and all financing statements, original financing statements in lieu of continuation statements, security agreements, pledges, assignments by way of security, endorsements of certificates of title, and all other similar documents, in form and substance reasonably satisfactory to the Secured Party Representative (collectively, the “Additional Documents”), and take any other actions, that the Secured Party Representative may request in its reasonable discretion to create, perfect and continue perfected or to better perfect the Secured Parties’ lien on the Collateral, and in order to fully consummate all of the transactions contemplated hereby. To the maximum extent permitted by applicable law, each Debtor authorizes the Secured Party Representative to execute any such Additional Documents and take any such other actions in such Debtor’s name and authorizes the Secured Party Representative to file such executed Additional Documents in any appropriate filing office. Each Debtor hereby irrevocably makes, constitutes, and appoints the Secured Party Representative (and any of the Secured Party Representative’s officers or designated agents) as such Debtor’s true and lawful attorney, with power to (a) indicate the Collateral (i) is comprised of all assets if such Debtor refuses to, or fails timely to execute and deliver any of the Borrower or words Additional Documents, sign the name of similar effect, regardless of whether such Debtor on any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereinAdditional Documents, and (b) contain endorse such Debtor’s name on any other information required by Section 5 of Article 9 its payment items (including all of its respective cash collections) that may come into the Secured Party Representative’s possession. The appointment of the Uniform Commercial Code Secured Party Representative as such Debtor’s attorney, and each and every one of its respective rights and powers, being coupled with an interest, is irrevocable until all of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization obligations under this Security Agreement have been fully and any Organizational Identification Number issued to the Borrower, finally repaid and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralperformed.

Appears in 2 contracts

Sources: Security Agreement (Phototron Holdings, Inc.), Security Agreement (Phototron Holdings, Inc.)

Financing Statements. The Borrower shall, at Each Debtor authorizes the Bank’s request, at Secured Party to file any time financing statement necessary to perfect the liens and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any timegranted under this Security Agreement, and from time to timeany continuation statement or amendment with respect thereto, to file in any jurisdiction any initial financing statements and amendments thereto appropriate filing office without the signature of such Debtor where permitted by applicable law. At any time upon the Borrower request of the Secured Party, each Debtor shall execute or deliver to the Secured Party any and all financing statements, original financing statements in lieu of continuation statements, security agreements, pledges, assignments by way of security, endorsements of certificates of title, and all other similar documents, in form and substance reasonably satisfactory to the Secured Party (collectively, the “Additional Documents”), and take any other actions, that the Secured Party may request in its reasonable discretion to create, perfect and continue perfected or to better perfect the Secured Party’s lien on the Collateral, and in order to fully consummate all of the transactions contemplated hereby. To the maximum extent permitted by applicable law, each Debtor authorizes the Secured Party to execute any such Additional Documents and take any such other actions in such Debtor’s name and authorizes the Secured Party to file such executed Additional Documents in any appropriate filing office. Each Debtor hereby irrevocably makes, constitutes, and appoints the Secured Party (and any of the Secured Party’s officers or designated agents) as such Debtor’s true and lawful attorney, with power to (a) indicate the Collateral (i) is comprised of all assets if such Debtor refuses to, or fails timely to execute and deliver any of the Borrower or words Additional Documents, sign the name of similar effect, regardless of whether such Debtor on any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereinAdditional Documents, and (b) contain endorse such Debtor’s name on any other information required by Section 5 of Article 9 its payment items (including all of its respective cash collections) that may come into the Secured Party’s possession. The appointment of the Uniform Commercial Code Secured Party as such Debtor’s attorney, and each and every one of its respective rights and powers, being coupled with an interest, is irrevocable until all of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization obligations under this Security Agreement have been fully and any Organizational Identification Number issued to the Borrower, finally repaid and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralperformed.

Appears in 2 contracts

Sources: Security Agreement (Phototron Holdings, Inc.), Security Agreement (Phototron Holdings, Inc.)

Financing Statements. The Borrower shall, at Each Grantor hereby irrevocably authorizes the Bank’s request, Collateral Agent at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any relevant jurisdiction (a) any filing with the United States Patent and Trademark Office or United States Copyright Office (or any successor office or any similar office in any other country), (b) any initial financing statements (including fixture filings) and amendments thereto without that contain the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of information required by Article 9 of the Uniform Commercial Code of each applicable jurisdiction for the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendmentamendment relating to the Collateral, including (i) whether the Borrower such Grantor is an organization, the type of organization and any Organizational Identification Number organizational identification number issued to such Grantor, (ii) any financing or continuation statements or other documents without the Borrowersignature of such Grantor where permitted by law, and such financing statements may contain an indication or description of Collateral that describes such property (iix) in the same manner as described in this Agreement or (z) in any other manner as the Collateral Agent may determine, in its sole discretion, is necessary or prudent to ensure the perfection of the security interest in the Collateral granted to the Collateral Agent in connection herewith, including, without limitation, describing such property as “all personal property of the debtor now owned or hereafter acquired” (or using words of similar import) and (iii) in the case of a financing statement filed as a fixture filing or indicating covering Collateral as as-constituting minerals or the like to be extracted collateral or timber to be cut, a sufficient description of the real property to which such Collateral relates, and (c) any other documents for the purpose of perfecting, confirming, continuing, enforcing or protecting the Security Interests granted by each Grantor without the signature of any Grantor. Each Grantor agrees to provide all information described in the immediately preceding sentence to the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Agent promptly upon written request. The Borrower further Each Grantor hereby ratifies and affirms its authorization for the Collateral Agent to file in any relevant jurisdiction any financing statements and/or amendments thereto, executed and relating to the Collateral if filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralhereof.

Appears in 2 contracts

Sources: Security Agreement (Solutia Inc), Security Agreement (Solutia Inc)

Financing Statements. The Borrower Debtor shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Appears in 2 contracts

Sources: Security Agreement (Venus Concept Inc.), Security Agreement (Venus Concept Inc.)

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems reasonably necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 2 contracts

Sources: Loan and Security Agreement (Argyle Security, Inc.), Loan and Security Agreement (Parlux Fragrances Inc)

Financing Statements. Prior to or concurrently with the execution and delivery of this Agreement, the Pledgor will promptly join with the Collateral Agent in executing financing statements, continuation statements, assignments, certificates and other documents with respect to the Collateral pursuant to the Uniform Commercial Code, any other applicable law and otherwise as may be necessary or appropriate (in the reasonable judgment of the Collateral Agent) to enable the Collateral Agent to create, preserve, perfect or from time to time renew the security interests granted hereby, in form satisfactory to the Collateral Agent, and the Pledgor will pay the cost of filing the same in all public offices wherever the Collateral Agent deems filing to be necessary or appropriate (in the reasonable judgment of the Collateral Agent). The Borrower shallPledgor grants the Collateral Agent the right, at the Bank’s requestCollateral Agent's option, to file any or all such financing statements, continuation statements and other documents pursuant to the Uniform Commercial Code, any other applicable law or otherwise, without the Pledgor's signature, and irrevocably appoints the Collateral Agent as attorney in fact for the Pledgor to execute any such statements and documents in the Pledgor's name and to perform all other acts which the Collateral Agent deems appropriate to perfect and continue the security interests conferred by this Agreement. The Pledgor authorizes the Collateral Agent to file one or more Uniform Commercial Code financing statements or continuation statements relating to all or any part of the Collateral without the signature of the Pledgor where permitted by law. The Collateral Agent may, at any time and from time to time, execute and deliver pursuant to the Bank such provisions of this Section 1.02, file financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in statements that describe the Collateral in favor as all assets and/or all personal property of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Pledgor or words of similar effect, regardless effect and which contain any other information required by Part 5 of whether any particular asset comprising a part of the Collateral falls within the scope of Revised Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendmentstatement, including (i) whether the Borrower Pledgor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relatesPledgor. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Pledgor agrees to promptly furnish any such information to the Bank promptly Collateral Agent upon request. The Borrower further ratifies and affirms its authorization for any Any such financing statements and/or amendments thereto, executed and filed may be signed by the Bank Collateral Agent on behalf of the Pledgor and may be filed at any time in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests whether or not Revised Article 9 is then in the Collateraleffect in that jurisdiction.

Appears in 2 contracts

Sources: Pledge Agreement (Motient Corp), Pledge Agreement (Motient Corp)

Financing Statements. The Each Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Each Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the such Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the such Borrower is an organization, the type of organization and any Organizational Identification Number issued to the such Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Each Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the such Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Each Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Each Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the each Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Appears in 2 contracts

Sources: Loan and Security Agreement (BG Staffing, Inc.), Loan and Security Agreement (LTN Staffing, LLC)

Financing Statements. The Borrower shall, at the Banka Lender’s request, at any time and from time to time, execute and deliver to the Bank such Lender such financing statements, amendments and other documents and do such acts as the Bank such Lender deems reasonably necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Banksuch Lender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lenders at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedCollateral, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lenders to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lenders promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lenders in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s Lenders’ security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (FC Global Realty Inc)

Financing Statements. The Borrower Borrowers shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes authorize the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Borrowers that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether any of the Borrower Borrowers is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relatesBorrowers. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes Borrowers authorize the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank promptly upon request. The Borrower Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its their books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Smithway Motor Xpress Corp)

Financing Statements. The At the request of Bank, Borrower shallwill join with Bank in executing one or more Financing Statements pursuant to the Uniform Commercial Code or other notices appropriate under applicable law in form satisfactory to Bank and will pay the cost of filing the same in all public offices wherever filing is deemed by Bank to be necessary or desirable. A legible carbon, at the Bank’s request, photographic or other reproduction of this Agreement shall be sufficient as a financing statement. Borrower hereby irrevocably authorizes Bank at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral Collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further also ratifies and affirms its authorization for Bank to have filed in any Uniform Commercial Code jurisdiction any like initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralhereof.

Appears in 1 contract

Sources: Loan and Security Agreement (Sevcon, Inc.)

Financing Statements. The Borrower Debtor shall, at the BankSecured Party’s request, at any time and from time to time, execute and deliver to the Bank Secured Party such financing statements, amendments and other documents and do such acts as the Bank deems necessary Secured Party reasonably requests in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankSecured Party, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank Secured Party at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank Secured Party to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank Secured Party promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Security Agreement (Lattice INC)

Financing Statements. The Borrower shall, at the BankAdministrative Agent’s request, at any time and from time to time, execute and deliver to the Bank Administrative Agent such financing statements, amendments and other documents and do such acts as the Bank Administrative Agent deems reasonably necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankAdministrative Agent, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Administrative Agent at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Administrative Agent to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Administrative Agent promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Administrative Agent in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankAdministrative Agent’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (FC Global Realty Inc)

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such UCC financing statements, amendments and other documents and do such acts as the Bank deems reasonably necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial UCC financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Argyle Security, Inc.)

Financing Statements. The Borrower Obligors shall, at the BankPurchaser’s request, at any time and from time to time, execute and deliver to the Bank Purchaser such financing statements, amendments and other documents and, subject to the rights of the Senior Lender under the Senior Loan Documents and the terms and conditions of the Senior Loan Subordination Agreement, do such acts as the Bank Purchaser reasonably deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankPurchaser, free and clear of all Liens and claims and rights of third parties whatsoever, except for the prior Liens of the Senior Lender and other Permitted LiensEncumbrances. The Borrower Obligors hereby irrevocably authorizes the Bank Purchaser at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Obligors that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Obligors (other than the Excluded Collateral) or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Obligors is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerObligors, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Obligors hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes Obligors authorize the Bank Purchaser to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Obligors agree to furnish any such information to the Bank Purchaser promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Obligors shall make appropriate entries on its their books and records disclosing the BankPurchaser’s security interests in the Collateral.

Appears in 1 contract

Sources: Securities Purchase Agreement (Cornerstone OnDemand Inc)

Financing Statements. The Borrower Debtor shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Appears in 1 contract

Sources: Security Agreement (Argyle Security, Inc.)

Financing Statements. The Borrower shall, at the Bank’s L▇▇▇▇▇'s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower B▇▇▇▇▇▇▇ hereby agrees that a photocopy photogenic or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower B▇▇▇▇▇▇▇ agrees to furnish any such information to the Bank L▇▇▇▇▇ promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank L▇▇▇▇▇ in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests of Lender, for its own benefit and as agent for its Affiliates, in the Collateral.

Appears in 1 contract

Sources: Security Agreement (Presto Automation Inc.)

Financing Statements. The Borrower shall, at the Bank’s request, hereby irrevocably authorizes Lender at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether such the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral Collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further also ratifies and affirms its authorization for Lender to have filed in any Uniform Commercial Code jurisdiction any like initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date hereof. The Borrower further authorizes the Lender to file at any time and from time to time any financing statements or other security agreements relating to intellectual property of this Agreement. In additionthe Borrower, including for the avoidance of doubt such filings as necessary to perfect as to the Borrower’s intellectual property registered in Canada, and the Borrower shall make appropriate entries on its books hereby covenants and records disclosing agrees at the BankLender’s reasonable request to promptly execute and deliver such further security agreements or similar documents as necessary to perfect the Lender’s first position security interests in the Collateralsuch Canadian intellectual property.

Appears in 1 contract

Sources: Loan Agreement (Cryomass Technologies, Inc.)

Financing Statements. The Borrower shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems reasonably necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Article 8 hereof). The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing I\15453359.12 statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date data of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (AquaBounty Technologies, Inc.)

Financing Statements. The At the request of Lender, Borrower shallwill join with Lender in executing one or more Financing Statements pursuant to the UCC or other notices appropriate under applicable law in form satisfactory to Lender and will pay the cost of filing the same in all public offices wherever filing is deemed by Lender to be necessary or desirable. A legible carbon, at the Bank’s request, photographic or other reproduction of this Agreement shall be sufficient as a financing statement. Borrower hereby irrevocably authorizes Lender at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendment, including including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-as- extracted collateral Collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further also ratifies and affirms its authorization for Lender to have filed in any Uniform Commercial Code jurisdiction any like initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date hereof. All reasonable charges, expenses and fees Lender may incur in filing any of this Agreement. In additionthe foregoing, together with reasonable costs and expenses of any lien search required by Lender, and any taxes relating thereto, shall be charged to the Borrower shall make appropriate entries on its books Revolving Loan Account and records disclosing added to the Bank’s security interests in the CollateralObligations.

Appears in 1 contract

Sources: Commercial Revolving Loan, Demand Loan and Security Agreement (Saztec International Inc)

Financing Statements. The Borrower Borrowers shall, at the Bank▇▇▇▇▇▇’s request, at any time and from time to time, execute and deliver authorize Lender to the Bank file such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Borrowers that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Borrowers or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the any Borrower is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerBorrowers, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Borrowers authorize Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank Lender promptly upon request. The Borrower Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank ▇▇▇▇▇▇ in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its their books and records disclosing the Bank▇▇▇▇▇▇’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement

Financing Statements. Prior to or concurrently with the execution and delivery of this Agreement, the Pledgor will promptly deliver financing statements, continuation statements, assignments, certificates and other documents with respect to the Collateral pursuant to the Uniform Commercial Code, any other applicable law and otherwise as may be necessary or appropriate (in the reasonable judgment of the Secured Party) to enable the Secured Party to create, preserve, perfect or from time to time renew the security interests granted hereby, in form satisfactory to the Secured Party, and the Pledgor will pay the cost of filing the same in all public offices wherever the Secured Party deems filing to be necessary or appropriate (in the reasonable judgment of the Secured Party). The Borrower shallPledgor grants the Secured Party the right, at the Bank’s requestSecured Party's option, to file any or all such financing statements, continuation statements and other documents pursuant to the Uniform Commercial Code, any other applicable law or otherwise, without the Pledgor's signature, and irrevocably appoints the Secured Party as attorney in fact for the Pledgor to execute any such statements and documents in the Pledgor's name and to perform all other acts which the Secured Party deems appropriate to perfect and continue the security interests conferred by this Agreement. The Pledgor authorizes the Secured Party to file one or more Uniform Commercial Code financing statements or continuation statements relating to all or any part of the Collateral without the signature of the Pledgor where permitted by law. The Secured Party may, at any time and from time to time, execute and deliver pursuant to the Bank such provisions of this Section 1.02, file financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in statements that describe the Collateral in favor as all assets and/or all personal property of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Pledgor or words of similar effect, regardless effect and which contain any other information required by Part 5 of whether any particular asset comprising a part of the Collateral falls within the scope of Revised Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendmentstatement, including (i) whether the Borrower Pledgor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relatesPledgor. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Pledgor agrees to promptly furnish any such information to the Bank promptly Secured Party upon request. The Borrower further ratifies and affirms its authorization for any Any such financing statements and/or amendments thereto, executed and filed may be signed by the Bank Secured Party may be filed at any time in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateraldeemed necessary or desirable by Secured Party.

Appears in 1 contract

Sources: Share Pledge Agreement (Motient Corp)

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, authorize, execute and or deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Section 8 of this Agreement). The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate cover the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, ) or (ii) describe the Collateral as being of an equal equal, lesser or lesser greater scope or within in lesser or greater detail detail, (b) indicate an agent or affiliate of Lender (whether or not indicating of the representative capacity of such agent or affiliate) as the grant secured party of the security interest set forth hereinrecord with respect to such financing statement (it being acknowledged and agreed that such agent or affiliate has no obligation or liability to Borrower under this Agreement or any other Loan Document), and (bc) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendmentfiled, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or or amendments thereto, executed and thereto filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the CollateralEffective Date.

Appears in 1 contract

Sources: Loan and Security Agreement (Itt Educational Services Inc)

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, . free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Section 8 hereof). The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon the Bank’s reasonable request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Huron Consulting Group Inc.)

Financing Statements. Prior to or concurrently with the execution and delivery of this Agreement, the Pledgor will promptly join with the Collateral Agent in executing financing statements, continuation statements, assignments, certificates and other documents with respect to the Collateral pursuant to the Uniform Commercial Code, any other applicable law and otherwise as may be necessary or appropriate (in the reasonable judgment of the Collateral Agent) to enable the Collateral Agent to create, preserve, perfect or from time to time renew the security interests granted hereby, in form satisfactory to the Collateral Agent, and the Pledgor will pay the cost of filing the same in all public offices wherever the Collateral Agent deems filing to be necessary or appropriate (in the reasonable judgment of the Collateral Agent). The Borrower shallPledgor grants the Collateral Agent the right, at the Bank’s requestCollateral Agent's option, to file any or all such financing statements, continuation statements and other documents pursuant to the Uniform Commercial Code, any other applicable law or otherwise, without the Pledgor's signature, and irrevocably appoints the Collateral Agent as attorney in fact for the Pledgor to execute any such statements and documents in the Pledgor's name and to perform all other acts which the Collateral Agent deems appropriate to perfect and continue the security interests conferred by this Agreement. The Pledgor authorizes the Collateral Agent to file one or more Uniform Commercial Code financing statements or continuation statements relating to all or any part of the Collateral without the signature of the Pledgor where permitted by law. The Collateral Agent may, at any time and from time to time, execute and deliver pursuant to the Bank such provisions of this Section 1.03, file financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in statements that describe the Collateral in favor as all assets and/or all personal property of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Pledgor or words of similar effect, regardless effect and which contain any other information required by Part 5 of whether any particular asset comprising a part of the Collateral falls within the scope of Revised Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendmentstatement, including (i) whether the Borrower Pledgor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relatesPledgor. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Pledgor agrees to promptly furnish any such information to the Bank promptly Collateral Agent upon request. The Borrower further ratifies and affirms its authorization for any Any such financing statements and/or amendments thereto, executed and filed may be signed by the Bank Collateral Agent on behalf of the Pledgor and may be filed at any time in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests whether or not Revised Article 9 is then in the Collateraleffect in that jurisdiction.

Appears in 1 contract

Sources: Security Agreement (Motient Corp)

Financing Statements. The Borrower Borrowers shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Borrowers that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Borrowers (excluding, in the case of Lifeway, the Excluded Collateral) or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the each Borrower is an organization, the type of organization and any Organizational Identification Number issued to the each Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes Borrowers authorize the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank promptly upon request. The Borrower Each of the Borrowers further ratifies ratify and affirms affirm its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its each of their respective books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Lifeway Foods Inc)

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and Financing Statements, amendments thereto without the signature of the Borrower and continuation statements that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement Financing Statement or amendment is filed, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement Financing Statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement Financing Statement or amendment, including including, if required, (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement Financing Statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements Financing Statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In additionThe Borrower also agrees to sign and deliver to the Lender and the other Secured Parties such similar statements or instruments of registration under the law of any jurisdiction, in form acceptable to the Borrower shall make appropriate entries on its books Lender, as the Lender may from time to time reasonably request or as are necessary or desirable in the reasonable opinion of the Lender, as communicated to the Borrower, to establish and records disclosing maintain the Bank’s security interests in contemplated hereunder as valid, enforceable, first priority security interests as provided herein and the Collateralother rights and security contemplated herein. The Borrower will pay any applicable filing fees and related expenses.

Appears in 1 contract

Sources: Security Agreement (SANUWAVE Health, Inc.)

Financing Statements. The If Lender shall receive and accept any Collateral for the Loans which is subject to the UCC, Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the such Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Appears in 1 contract

Sources: Revolving Credit Agreement (American Land Lease Inc)

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets ownership of the Borrower of ECU Silver Mining Inc. and of ASM Services S.à ▇.▇. or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Employer Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral. The provisions of this section shall apply to any similar provision under the laws of any jurisdiction which has not adopted the provisions of the UCC.

Appears in 1 contract

Sources: Loan Agreement (Golden Minerals Co)

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral and the Facility in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan Agreement (Cti Industries Corp)

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Appears in 1 contract

Sources: Letter of Credit Application, Reimbursement and Security Agreement (Millennium Ethanol, LLC)

Financing Statements. The Borrower Borrowers shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes the Bank authorize Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Borrowers that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Borrowers or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is Borrowers are an organization, the type of organization and any Organizational Identification Number issued to the BorrowerBorrowers, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Borrowers authorize Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank Lender promptly upon request. The Borrower Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Hill International, Inc.)

Financing Statements. The Borrower Debtor shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Appears in 1 contract

Sources: Security Agreement (Argyle Security, Inc.)

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral which is Inventory, Accounts and the proceeds thereof, including without limitation Corn and Milo Inventory, DGs, Ethanol and Accounts arising therefrom, in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Appears in 1 contract

Sources: Revolving Credit and Security Agreement (REX AMERICAN RESOURCES Corp)

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Section 8 hereof). The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon the Bank’s reasonable request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Huron Consulting Group Inc.)

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Hill International, Inc.)

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all the above described assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral; provided, however, that upon the repayment in full of the Loans, the Lender shall file appropriate termination statement to confirm that the Lender will no longer have any legal recourse to the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Digital Ally, Inc.)

Financing Statements. The Borrower shall, at Debtor will file UCC-1 financing statements in the Bank’s request, at any time State of California for the benefit of the Secured Parties within 7 business days after funding of the Minimum Amount. The Debtor authorizes Secured Party to prepare and from time to time, execute and deliver to the Bank file such additional financing statements, amendments and other documents and do such acts as the Bank Secured Party deems necessary in order to establish and maintain valid, attached and perfected perfected, first priority security interests in the Collateral in favor of the BankSecured Party, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank Secured Party at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that that: (a) indicate the Collateral Collateral: (i) is comprised of all assets of the Borrower Debtor (or words of similar effect), regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filed, ; or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, ; and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including including: (iA) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, Debtor; and (iiB) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor agrees to furnish any such information to Secured Party promptly upon request. In addition, the Debtor shall make appropriate entries on its books and records disclosing the security interests of Secured Party in the Collateral. The Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank Secured Party to file this Security Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Security Agreement (Zoompass Holdings, Inc.)

Financing Statements. The Borrower shallEach Assignor agrees to deliver to Collateral Trustee such financing statements (including financing statements covering “all assets” or “all personal property” of the Assignor to be filed with the Secretary of State of the State of such Assignor’s organization), at in form and substance reasonably acceptable to Collateral Trustee, as Collateral Trustee may from time to time reasonably request to establish and maintain a valid, enforceable, perfected security interest in the Bank’s requestCollateral as provided herein and the other rights and security contemplated hereby. Each Assignor will pay any applicable filing fees, recordation taxes and related expenses relating to its Collateral. Each Assignor hereby authorizes, but does not obligate, Collateral Trustee at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to timefile, to file in transmit, or communicate, as applicable, any jurisdiction any initial such financing statements and amendments thereto without the signature of the Borrower that such Assignor where permitted by law (a) indicate describing the Collateral (i) is comprised as “all personal property of debtor” or “all assets of the Borrower debtor” or words of similar effect, regardless of whether any particular asset comprising a part of (b) describing the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and or (bc) that contain any other information required by Section part 5 of Article 9 of the Uniform Commercial Code for the sufficiency of filing office acceptance. Each Assignor also hereby ratifies any and all financing statements or amendments previously filed by Collateral Trustee in any jurisdiction with respect to the Collateral of the jurisdiction wherein such Assignors. Each Assignor acknowledges that it is not authorized to file any financing statement or amendment is filed regarding the sufficiency or filing office acceptance of termination statement with respect to any financing statement or amendmentfiled in connection with this Agreement without the prior written consent of Collateral Trustee, including (isubject to such Assignor’s rights under Section 9-509(d)(2) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the CollateralCode.

Appears in 1 contract

Sources: Parity Lien Security Agreement (Nathans Famous Inc)

Financing Statements. The Borrower shall, at Each Grantor hereby irrevocably authorizes the Bank’s request, Collateral Agent at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any relevant jurisdiction (a) a short form security agreement with the United States Patent and Trademark Office or United States Copyright Office (or any successor office or any similar office in any other country), (b) any initial financing statements (including fixture filings) and amendments thereto without that contain the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of information required by Article 9 of the Uniform Commercial Code of each applicable jurisdiction for the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendmentamendment relating to the Collateral, including (i) whether the Borrower such Grantor is an organization, the type of organization and any Organizational Identification Number organizational identification number issued to such Grantor, (ii) any financing or continuation statements or other documents without the Borrowersignature of such Grantor where permitted by law, and such financing statements may contain an indication or description of Collateral that describes such property (iix) in the same manner as described in this Agreement or (z) in any other manner as the Collateral Agent may determine, in its sole discretion, is necessary or prudent to ensure the perfection of the security interest in the Collateral granted to the Collateral Agent in connection herewith, including, without limitation, describing such property as “all assets of the debtor now owned or hereafter acquired” (or using words of similar import) and (iii) in the case of a financing statement filed as a fixture filing or indicating covering Collateral as as-constituting minerals or the like to be extracted collateral or timber to be cut, a sufficient description of the real property to which such Collateral relates, and (c) any other documents for the purpose of perfecting, confirming, continuing, enforcing or protecting the Security Interests in the Collateral relatesgranted by each Grantor without the signature of any Grantor. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Each Grantor agrees to furnish any such provide all information described in the immediately preceding sentence to the Bank Collateral Agent promptly upon written request. The Borrower further Each Grantor hereby ratifies and affirms its authorization for the Collateral Agent to file in any relevant jurisdiction any financing statements and/or amendments thereto, executed and relating to the Collateral if filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralhereof.

Appears in 1 contract

Sources: Security Agreement (Solutia Inc)

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Global Energy, Inc.)

Financing Statements. The Borrower shallGrantors hereby irrevocably authorize the Secured Party, at the Bank’s requestsole cost and expense of the Grantors, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any filing office in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower and notifications that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower Grantors or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC or the Food Security Act of the jurisdiction wherein 1985 or similar law of such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section Part 5 of Article 9 of the Uniform Commercial Code UCC or the Food Security Act of the jurisdiction wherein such financing statement 1985 or amendment is filed regarding similar state law for the sufficiency or filing office acceptance of any financing statement or amendment, or notification including (i) whether the Borrower such Grantor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrowersuch Grantor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cutfiling, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Grantors agree to furnish any such information to the Bank Secured Party promptly upon request. The Borrower further ratifies and affirms its Grantors also ratify their authorization for any financing statements and/or amendments thereto, executed and the Secured Party to have filed by the Bank in any jurisdiction any initial financing statements or amendments thereto if filed prior to the date hereof. The Grantors acknowledge that they are not authorized to file any financing statement or amendment or termination statement with respect to any financing statement or notification without the prior written consent of the Secured Party and agree that they will not do so without the prior written consent of the Secured Party. The Grantors acknowledge and agree that this Agreement constitutes an authenticated record. By way of illustration and not limitation, each Grantor covenants only to sell Farm Products to those persons set forth on Schedule 6.12. In this regard, each Grantor represents and covenants that the information set forth on Schedule 6.12 is and will continue to be true, accurate and complete during the term of this Agreement. In additionEach Grantor acknowledges that if any Grantor sells Farm Products to a person that is not listed on such Schedule or if any of the information set forth on such Schedule is not true, the Borrower shall make appropriate entries on its books accurate, and records disclosing the Bank’s security interests complete in the Collateralall respects, Secured Party will be irreparably harmed, entitling Secured Party to an award of compensatory and liquidated damages and equitable relief, in each case, as permitted by applicable law.

Appears in 1 contract

Sources: Security Agreement (Notis Global, Inc.)

Financing Statements. The Borrower shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cutfiling, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s 's security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Boyd Bros Transportation Inc)

Financing Statements. The Each Borrower shallhereby authorizes Bank to prepare and file one or more Financing Statements pursuant to the Uniform Commercial Code or other notices appropriate under applicable law in form satisfactory to Bank and will pay the cost of filing the same in all public offices wherever filing is deemed by Bank to be necessary or desirable. A legible carbon, at the Bank’s request, photographic or other reproduction of this Agreement shall be sufficient as a financing statement. Borrower hereby irrevocably authorizes Bank at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate describe the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereinCollateral, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral Collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further also ratifies and affirms its authorization for Bank to have filed in any Uniform Commercial Code jurisdiction any like initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralhereof.

Appears in 1 contract

Sources: Loan and Security Agreement (Viisage Technology Inc)

Financing Statements. The Borrower Borrowers shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes authorize the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Borrowers that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Borrowers or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is Borrowers are an organization, the type of organization and any Organizational Identification Number issued to the BorrowerBorrowers, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes Borrowers authorize the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank promptly upon request. The Borrower Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Inland American Real Estate Trust, Inc.)

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, time execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank reasonably deems necessary in order to establish and maintain valid, attached and perfected first priority (subject to Permitted Liens described in clauses (b), (c), (f) and (g) of the definition of Permitted Liens) security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its prior written authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. The Borrower further ratifies and affirms any financing statements and/or amendments thereto, filed by the Bank in any jurisdiction prior to the date of this Agreement or on or after the date of this Agreement, in each case naming the Borrower as debtor, the Bank as secured party, and describing the collateral thereunder as “all assets” or any similar designation. In addition, the Borrower shall use its best efforts to make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Synergetics Usa Inc)

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan Agreement (Ari Network Services Inc /Wi)

Financing Statements. The Each Borrower shall, at the Bankany Lender’s reasonable request, at any time and from time to time, execute and deliver to the Bank Lenders such financing statements, amendments and other documents and do such acts as the Bank deems Lenders deem necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLenders, free and clear of all Liens and claims and rights of third parties whatsoever, except for the Permitted Liens. The Each Borrower hereby irrevocably authorizes the Bank any Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the such Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the such Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the such Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Each Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Each Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender or any Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (I2 Telecom International Inc)

Financing Statements. The Borrower Borrowers shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Section 8 hereof). The Borrower Borrowers hereby irrevocably authorizes authorize the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower Borrowers or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organizationBorrowers are organizations, the type of organization and any Organizational Identification Number organization identification numbers issued to the BorrowerBorrowers, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank promptly upon request. The Borrower Borrowers further ratifies ratify and affirms its authorization affirm their respective authorizations for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Global Axcess Corp)

Financing Statements. The At Lender’s request Debtor will promptly sign all other documents, including financing statements and certificates of title, to perfect, protect, and continue ▇▇▇▇▇▇’s security interest in the Collateral at the sole cost of Borrower. Debtor hereby authorizes Lender to file a Financing Statement, an Amended Financing Statement and a Continuation Financing Statement (collectively referred to as the “Financing Statement”) describing the Collateral. Where Collateral is in the possession of a third party, ▇▇▇▇▇▇ will join with ▇▇▇▇▇▇ in notifying the third party of ▇▇▇▇▇▇’s security interest and obtaining a Control Agreement from the third party that it is holding the collateral for the benefit of Lender. In the event any legal action or proceeding, by arbitration or otherwise, is commenced in connection with the enforcement of, or declaration of rights under this Note and/or any instrument or written agreement required or delivered under or pursuant to the terms of this Note, and/or any controversy or claim, whether sounding in contract, tort or statute, legal or equitable, involving in any way the financing or the transaction(s), the subject of this Note, or any other proposed or actual loss or extension of credit, the prevailing party shall be entitled to recover reasonable and necessary attorney’s fees, paralegal costs (including allocated costs for in-house legal services), costs, expenses, expert witness fees and costs, and other accessory disbursements made in connection with any such action or proceeding, in the amount determined by the fact-finder. Lender, in its sole discretion and without obligation on Lender to do so, may advance and pay sums on behalf and for the benefit of Borrower shallfor costs necessary for the protection and preservation of the collateral securing this Note and other costs that may be appropriate, in Lender’s sole discretion, including but not limited to insurance premiums, ad valorem taxes, and attorney’s fees. Any sums which may be so paid out by ▇▇▇▇▇▇ and all sums paid for insurance premiums, as aforesaid, including the costs, expenses and attorney’s fees paid in any suit affecting said property when necessary to protect the lien hereof shall bear interest from the dates of such payments at the interest rate applied to the matured and past-due principal balance of this Note and shall be paid by Borrower to Lender upon demand, at the Bank’s request, same place at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any timewhich this Note is payable, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising shall be deemed a part of the Collateral falls within debt and recoverable as such in all aspects. Borrower reserves the scope of Article 9 right to prepay, prior to maturity, all or any part of the Uniform Commercial Code principal of this Note without penalty, and interest shall immediately cease on any amount so prepaid. Any assumption, if permitted by Lender, by any other person, partnership, corporation, organization or any other entity without the express written consent of Lender, shall not release the liability of Borrower for the payment of this Note. In the event that the hereinafter described real property is sold, conveyed, or otherwise disposed of without the prior written consent of the jurisdiction wherein such financing statement Lender, the maturity of this Note may, at the option of the Lender, be accelerated and Lender may immediately demand payment of the then outstanding principal sum together with all accrued and unpaid interest due thereon. Borrower and ▇▇▇▇▇▇ hereby expressly acknowledge and agree that in the event of a default under this Note or amendment is filedunder any document executed by Borrower in connection with, or to secure the payment of, this Note (ii1) as being of an equal or lesser scope or within greater detail as the grant Lender shall not be required to comply with Subsection 3.05(d) of the security interest set forth herein, Texas Revised Partnership Act and (b2) contain Lender shall not be required to proceed against or exhaust the assets of Borrower before pursuing any other information required by Section 5 of Article 9 remedy directly against one or more of the Uniform Commercial Code partners of Borrower or the jurisdiction wherein property of such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralpartners.

Appears in 1 contract

Sources: Real Estate Lien Note (Landmark Land Co Inc/De)

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Appears in 1 contract

Sources: Revolving Credit and Security Agreement (Millennium Ethanol, LLC)

Financing Statements. The Borrower shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including of (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy photographic or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s 's security interests in the Collateral.

Appears in 1 contract

Sources: Credit Agreement (Integrity Media Inc)

Financing Statements. The Borrower shall, at Each Grantor hereby irrevocably authorizes the Bank’s request, Collateral Agent at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any relevant jurisdiction (a) a short form security agreement with the United States Patent and Trademark Office or United States Copyright Office (or any successor office or any similar office in any other country), (b) any initial financing statements (including fixture filings) and amendments thereto without that contain the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of information required by Article 9 of the Uniform Commercial Code of each applicable jurisdiction for the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendmentamendment relating to the Collateral, including including (i) whether the Borrower such Grantor is an organization, the type of organization and any Organizational Identification Number organizational identification number issued to such Grantor, (ii) any financing or continuation statements or other documents without the Borrowersignature of such Grantor where permitted by law, and such financing statements may contain an indication or description of Collateral that describes such property (iix) in the same manner as described in this Agreement or (z) in any other manner as the Collateral Agent may determine, in its sole discretion, is necessary or prudent to ensure the perfection of the security interest in the Collateral granted to the Collateral Agent in connection herewith, including, without limitation, describing such property as “all assets of the debtor now owned or hereafter acquired” (or using words of similar import) and (iii) in the case of a financing statement filed as a fixture filing or indicating covering Collateral as as-constituting minerals or the like to be extracted collateral or timber to be cut, a sufficient description of the real property to which such Collateral relates, and (c) any other documents for the purpose of perfecting, confirming, continuing, enforcing or protecting the Security Interests in the Collateral relatesgranted by each Grantor without the signature of any Grantor. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Each Grantor agrees to furnish any such provide all information described in the immediately preceding sentence to the Bank Collateral Agent promptly upon written request. The Borrower further Each Grantor hereby ratifies and affirms its authorization for the Collateral Agent to file in any relevant jurisdiction any financing statements and/or amendments thereto, executed and relating to the Collateral if filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralhereof.

Appears in 1 contract

Sources: Security Agreement (Solutia Inc)

Financing Statements. The Borrower shallEach Assignor agrees to deliver to Collateral Trustee such financing statements (including financing statements covering "all assets" or "all personal property" of the Assignor to be filed with the Secretary of State of the State of such Assignor's organization), at in form and substance reasonably acceptable to Collateral Trustee, as Collateral Trustee may from time to time reasonably request to establish and maintain a valid, enforceable, perfected security interest in the Bank’s requestCollateral as provided herein and the other rights and security contemplated hereby. Each Assignor will pay any applicable filing fees, recordation taxes and related expenses relating to its Collateral. Each Assignor hereby authorizes, but does not obligate, Collateral Trustee at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to timefile, to file in transmit, or communicate, as applicable, any jurisdiction any initial such financing statements and amendments thereto without the signature of the Borrower that such Assignor where permitted by law (a) indicate describing the Collateral (i) is comprised as "all personal property of debtor" or "all assets of the Borrower debtor" or words of similar effect, regardless of whether any particular asset comprising a part of (b) describing the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and or (bc) that contain any other information required by Section part 5 of Article 9 of the Uniform Commercial Code for the sufficiency of filing office acceptance. Each Assignor also hereby ratifies any and all financing statements or amendments previously filed by Collateral Trustee in any jurisdiction with respect to the Collateral of the jurisdiction wherein such Assignors. Each Assignor acknowledges that it is not authorized to file any financing statement or amendment is filed regarding the sufficiency or filing office acceptance of termination statement with respect to any financing statement or amendmentfiled in connection with this Agreement without the prior written consent of Collateral Trustee, including (isubject to such Assignor's rights under Section 9-509(d)(2) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the CollateralCode.

Appears in 1 contract

Sources: Parity Lien Security Agreement (Nathans Famous Inc)

Financing Statements. The Borrower Debtor shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information reasonably requested by the Bank to the Bank promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit, in the Collateral.

Appears in 1 contract

Sources: Security Agreement (Ivax Diagnostics Inc)

Financing Statements. The Borrower shall, at At the request of the Bank’s request, the Borrowers will join with the Bank in filing one or more Financing Statements pursuant to the Uniform Commercial Code or other notices appropriate under applicable law in form satisfactory to the Bank and will pay the cost of filing the same in all public offices wherever filing is deemed by the Bank to be necessary or desirable. A legible carbon, photographic or other reproduction of this Loan Agreement shall be sufficient as a financing statement. The Borrowers hereby irrevocably authorize the Bank at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower Borrowers or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organizationBorrowers are organizations, the type of organization organizations and any Organizational Identification Number organization identification numbers issued to the BorrowerBorrowers, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral Collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its Borrowers also ratify their authorization for the Bank to have filed in any Uniform Commercial Code jurisdiction any like initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralhereof.

Appears in 1 contract

Sources: Loan and Security Agreement (Smith & Wesson Holding Corp)

Financing Statements. The Borrower shall, at authorizes the Bank’s request, at Secured Party Representatives to file any time financing statement necessary to perfect the liens and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any timegranted under this Agreement, and from time to timeany continuation statement or amendment with respect thereto, to file in any jurisdiction any initial financing statements and amendments thereto appropriate filing office without the signature of such Borrower where permitted by applicable law. At any time upon the request of a Secured Party Representative, each Borrower shall execute or deliver to the relevant Secured Party Representative any and all financing statements, original financing statements in lieu of continuation statements, security agreements, pledges, assignments by way of security, endorsements of certificates of title, and all other similar documents, in form and substance reasonably satisfactory to the relevant Secured Party Representative (collectively, the “Additional Documents”), and take any other actions, that the relevant Secured Party Representative may request in its reasonable discretion to create, perfect and continue perfected or to better perfect the Secured Parties’ lien on the Collateral, and in order to fully consummate all of the transactions contemplated hereby. To the maximum extent permitted by applicable law, each Borrower authorizes the Secured Party Representatives to execute any such Additional Documents and take any such other actions in Borrower’s name and authorizes the Secured Party Representatives to file such executed Additional Documents in any appropriate filing office. Borrower hereby irrevocably makes, constitutes, and appoints the Secured Party Representatives (and any of the Secured Party Representatives’ officers or designated agents) as Borrower’s true and lawful attorney, with power to (a) indicate the Collateral (i) is comprised of all assets if Borrower refuses to, or fails timely to execute and deliver any of the Additional Documents, sign the name of Borrower or words of similar effect, regardless of whether on any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereinAdditional Documents, and (b) contain endorse Borrower’s name on any other information required by Section 5 of Article 9 its payment items (including all of its respective cash collections) that may come into the Secured Party Representatives’ possession. The appointment of each Secured Party Representative as Borrower’s attorney, and each and every one of its respective rights and powers, being coupled with an interest, is irrevocable until all of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of obligations under this Agreement is sufficient for filing as a financing statement have been fully and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies finally repaid and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralperformed.

Appears in 1 contract

Sources: Security Agreement (Growlife, Inc.)

Financing Statements. The Borrower Debtor shall, at the Bank’s request, at any time and from time to time, and subject to the Third Amended and Restated Intercreditor Agreement, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Appears in 1 contract

Sources: Security Agreement (Venus Concept Inc.)

Financing Statements. The Borrower shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s 's security interests in the Collateral.

Appears in 1 contract

Sources: Loan Agreement (Birner Dental Management Services Inc)

Financing Statements. The Borrower shall, at the Bank’s request, at any time Debtor authorizes Secured Party to prepare and from time to time, execute and deliver to the Bank file such financing statements, amendments and other documents and do such acts as the Bank Secured Party deems necessary in order to establish and maintain valid, attached and perfected perfected, first priority security interests in the Collateral in favor of the BankSecured Party, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank Secured Party at any time, and from time to time, to file in any jurisdiction U.S. or foreign jurisdiction, any initial financing statements and amendments thereto without the signature of the Borrower that that: (a) indicate the Collateral Collateral: (i) is comprised of all assets of the Borrower Debtor (or words of similar effect), regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC or other similar laws of other jurisdictions, of the jurisdiction wherein such financing statement or amendment is filed, ; or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, ; and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code UCC or any other similar law of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including including: (iA) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, Debtor; and (iiB) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank Secured Party promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of Secured Party, for its own benefit and as agent for its Affiliates, in the Collateral. Debtor hereby agrees that a photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and Debtor authorizes Secured Party to file this Security Agreement as a financing statement in any jurisdiction.

Appears in 1 contract

Sources: Credit Agreement (Poet Technologies Inc.)

Financing Statements. The Borrower Borrowers shall, at the BankLender’s request, at any time and from time to time, execute (if applicable) and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Each Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the any Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Borrowers or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the a Borrower is an organization, the type of organization and any Organizational Identification Number issued to the any Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Each Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the each Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Each Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Each Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the each Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan Agreement (Amerinac Holding Corp.)

Financing Statements. The Borrower shall, at Each Debtor authorizes the Bank’s request, at Secured Party Representative to file any time financing statement necessary to perfect the liens and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any timegranted under this Agreement, and from time to timeany continuation statement or amendment with respect thereto, to file in any jurisdiction any initial financing statements and amendments thereto appropriate filing office without the signature of such Debtor where permitted by applicable law. At any time upon the Borrower request of the Secured Party Representative, each Debtor shall execute or deliver to the Secured Party Representative any and all financing statements, original financing statements in lieu of continuation statements, security agreements, pledges, assignments by way of security, endorsements of certificates of title, and all other similar documents, in form and substance reasonably satisfactory to the Secured Party Representative (collectively, the “Additional Documents”), and take any other actions, that the Secured Party Representative may request in its reasonable discretion to create, perfect and continue perfected or to better perfect the Secured Parties’ lien on the Collateral, and in order to fully consummate all of the transactions contemplated hereby. To the maximum extent permitted by applicable law, each Debtor authorizes the Secured Party Representative to execute any such Additional Documents and take any such other actions in such Debtor’s name and authorizes the Secured Party Representative to file such executed Additional Documents in any appropriate filing office. Each Debtor hereby irrevocably makes, constitutes, and appoints the Secured Party Representative (and any of the Secured Party Representative’s officers or designated agents) as such Debtor’s true and lawful attorney, with power to (a) indicate the Collateral (i) is comprised of all assets if such Debtor refuses to, or fails timely to execute and deliver any of the Borrower or words Additional Documents, sign the name of similar effect, regardless of whether such Debtor on any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereinAdditional Documents, and (b) contain endorse such Debtor’s name on any other information required by Section 5 of Article 9 its payment items (including all of its respective cash collections) that may come into the Secured Party Representative’s possession. The appointment of the Uniform Commercial Code Secured Party Representative as such Debtor’s attorney, and each and every one of its respective rights and powers, being coupled with an interest, is irrevocable until all of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of obligations under this Agreement is sufficient for filing as a financing statement have been fully and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies finally repaid and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralperformed.

Appears in 1 contract

Sources: Security Agreement (Phototron Holdings, Inc.)

Financing Statements. The Borrower Borrowers shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes authorize the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the applicable Borrower that (a) indicate the Collateral (i) is comprised of all assets of the such Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the applicable Borrower is an organization, the type of organization and any Organizational Identification Number issued to the such Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes Borrowers authorize the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank Lender promptly upon request. The Borrower Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its their books and records disclosing the BankLender’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Amrep Corp)

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised Acknowledgment copies of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any proper financing statements and/or amendments thereto(Form UCC-1), executed and filed by the Bank in any jurisdiction on or prior to the date of this Agreement. In additionthe initial Loan, naming Borrower as debtor and Administrator (for the Borrower shall make appropriate entries on its books and records disclosing benefit of the Bank’s Secured Parties) as the secured party as may be necessary or, in the opinion of Administrator, desirable under the UCC to perfect Administrator's (for the benefit of the Secured Parties) security interests interest in the Collateral, (ii) acknowledgment copies of proper financing statements, filed on or prior to the date of the initial Loan, naming Parent SPE as seller/debtor, Borrower as purchaser/secured party and Administrator as assignee as may be necessary or, in the opinion of Administrator, desirable under the UCC to perfect Parent SPE's ownership interest in the Receivables, (iii) acknowledgment copies of proper financing statements (Form UCC-3), filed on or prior to the date of the initial Loan, naming each Originator as seller/debtor, Parent SPE as purchaser/secured party and Borrower as assignee, as may be necessary or, in the opinion of Administrator, desirable under the UCC to perfect Borrower's ownership interest in the Receivables, (iv) acknowledgment copies of proper financing statement assignments with respect to each of the financing statements described in clause (iii) above, filed on or prior to the date of the initial Loan, naming Administrator as assignee, and (v) executed copies of proper Uniform Commercial Code Form UCC-3 termination statements, if any, necessary to release all liens and other Adverse Claims of any Person in the Collateral granted by Borrower, Parent SPE or Originator.

Appears in 1 contract

Sources: Loan Agreement (Choicepoint Inc)

Financing Statements. The Borrower shall, at the Bank’s Lender's request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction with such jurisdictions as Lender deems necessary any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant granting of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s Lender's security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Dynatronics Corp)

Financing Statements. The Borrower shall, at the Bank’s request, Trustor hereby irrevocably authorizes Beneficiary at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file or record in any jurisdiction filing office in any Uniform Commercial Code jurisdiction, or in any county recorder’s office or other public office for recording of public land records, any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral Personal Property: (i) is comprised of as all assets of the Borrower Trustor or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral Personal Property falls within the scope of Article 9 9a of the Uniform Commercial Code of the jurisdiction wherein State of Utah or such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain provide any other information required by Section Part 5 of Article 9 9a of the Uniform Commercial Code of the jurisdiction wherein State of Utah, or such financing statement or amendment is filed regarding other jurisdiction, for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Trustor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the BorrowerTrustor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral Personal Property as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral Personal Property relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Trustor agrees to furnish any such information to the Bank Beneficiary promptly upon request. The Borrower further Trustor also ratifies and affirms its authorization for Beneficiary to have filed in any Uniform Commercial Code jurisdiction any initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date hereof. Beneficiary is fully authorized to file, record, or otherwise utilize such documents as it deems necessary to perfect and/or enforce any security interest or lien granted hereunder. Trustor acknowledges that it is not authorized to file any financing statement or amendment or termination statement with respect to any financing statement without the prior written consent of this AgreementBeneficiary and agrees that it will not do so without the prior written consent of Beneficiary, subject to Trustor’s rights under Section 9-509(4)(b) of the Utah Uniform Commercial Code. In addition, Trustor will pay the Borrower shall make appropriate entries on its books cost of recording and records disclosing filing the Bank’s security interests same in the Collateralall public offices wherever recording or filing is deemed by Beneficiary to be necessary or desirable.

Appears in 1 contract

Sources: Leasehold Deed of Trust (Utah Medical Products Inc)

Financing Statements. The Borrower shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank reasonably deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Section 8 hereof). The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Fortune Industries, Inc.)

Financing Statements. The Borrower Co-Borrowers shall, at the Bank’s Lender's request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first first-priority (subject to Permitted Liens) security interests in the Collateral in favor of the BankLender, free and clear of all Liens (other than Permitted Liens) and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Co-Borrowers hereby irrevocably authorizes authorize the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Co-Borrowers that (a) indicate the Collateral (i) is comprised of comprises all assets of the Borrower Co-Borrowers or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organizationCo-Borrowers are organizations, the type of organization organizations and any Organizational Identification Number Numbers issued to the each Co-Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Co-Borrowers agree to furnish any such information to the Bank Lender promptly upon request. The Borrower Co-Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Co-Borrowers shall make appropriate entries on its their books and records disclosing the Bank’s Lender's security interests in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (United Western Bancorp Inc)

Financing Statements. The Borrower Debtor shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Appears in 1 contract

Sources: Security Agreement (Coda Octopus Group, Inc.)

Financing Statements. The Borrower shall, at the Bank’s request, Mortgagor hereby irrevocably authorizes Mortgagee at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any filing office in any Uniform Commercial Code jurisdiction one or more financing or continuation statements and amendments thereto, relative to all or any part of the Secured Property, without the signature of Mortgagor where permitted by law, and describing the collateral as “all assets” or “all personal property” or such other similar description as Mortgagee determines in its sole discretion in accordance with the Uniform Commercial Code. M▇▇▇▇▇▇▇▇ agrees to furnish Mortgagee, promptly upon request, with any information required by Mortgagee to complete such financing or continuation statements. If Mortgagee has filed any initial financing statements and or amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether in any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date hereof, Mortgagor ratifies and confirms its authorization of this Agreementall such filings. In additionMortgagor acknowledges that it is not authorized to file any financing statement or amendment or termination statement with respect to any financing statement without the prior written Financing Statements. Mortgagor hereby irrevocably authorizes Mortgagee at any time and from time to file in any filing office in any Uniform Commercial Code jurisdiction one or more financing or continuation statements and amendments thereto, relative to all or any part of the Borrower shall make appropriate entries on Secured Property, without the signature of Mortgagor where permitted by law, and describing the collateral as “all assets” or “all personal property” or such other similar description as Mortgagee determines in its books sole discretion in accordance with the Uniform Commercial Code. M▇▇▇▇▇▇▇▇ agrees to furnish Mortgagee, promptly upon request, with any information required by Mortgagee to complete such financing or continuation statements. If Mortgagee has filed any initial financing statements or amendments in any Uniform Commercial Code jurisdiction prior to the date hereof, Mortgagor ratifies and records disclosing confirms its authorization of all such filings. Mortgagor acknowledges that it is not authorized to file any financing statement or amendment or termination statement with respect to any financing statement without the Bank’s security interests in the Collateral.prior written

Appears in 1 contract

Sources: Mortgage Agreement (Arrived Homes, LLC)

Financing Statements. The Borrower shall, at the Bank’s request, Each Grantor hereby irrevocably authorizes Collateral Agent at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction filing office in any Uniform Commercial Code Jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower such Grantor or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section part 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding UCC for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower such Grantor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrowersuch Grantor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cutfiling, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Each Grantor agrees to furnish any such information to the Bank Collateral Agent promptly upon request. The Borrower further Each Grantor also ratifies and affirms its authorization for Collateral Agent to have filed in any Uniform Commercial Code Jurisdiction any initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date of this Agreementhereof. In additionNotwithstanding the foregoing, the Borrower if reasonably requested by any Grantor in writing, Collateral Agent shall make appropriate entries on its books and records disclosing or authorize Grantor to make as may be reasonably requested to evidence that the Bank’s security interests hereunder do not attach to any property that constitutes Excluded Property (solely to the extent that and so long as, such property constitutes Excluded Property). Notwithstanding the foregoing authorizations, in no event shall the CollateralCollateral Agent be obligated to prepare or file any financing statements whatsoever, or to maintain the perfection of the security interest granted hereunder. Each Grantor agrees to prepare, record and file, at its own expense, financing statements (and continuation statements when applicable) under the UCC with respect to the Collateral now existing or hereafter created meeting the requirements of applicable state law in such manner and in such jurisdictions as are necessary to perfect and maintain perfected the Collateral to the extent required hereunder, and to deliver a filed stamped copy of each such financing statement or other evidence of filing to the Collateral Agent. Neither the Trustee nor the Collateral Agent shall be under any obligation whatsoever to file any such financing or continuation statements or to make any other filing under the UCC in connection with this Security Agreement.

Appears in 1 contract

Sources: Second Lien Security Agreement (ReFinance America, LTD)

Financing Statements. Prior to or concurrently with the execution and delivery of this Agreement, the Pledgor will promptly deliver financing statements, continuation statements, assignments, certificates and other documents with respect to the Collateral pursuant to the Uniform Commercial Code, any other applicable law and otherwise as may be necessary or appropriate (in the reasonable judgment of the Secured Party) to enable the Secured Party to create, preserve, perfect or from time to time renew the security interests granted hereby, in form satisfactory to the Secured Party, and the Pledgor will pay the cost of filing the same in all public offices wherever the Secured Party deems filing to be necessary or appropriate (in the reasonable judgment of the Secured Party). The Borrower shallPledgor grants the Secured Party the right, at the Bank’s requestSecured Party's option, to file any or all such financing statements, continuation statements and other documents pursuant to the Uniform Commercial Code, any other applicable law or otherwise, without the Pledgor's signature, and irrevocably appoints the Secured Party as attorney in fact for the Pledgor to execute any such statements and documents in the Pledgor's name and to perform all other acts which the Secured Party deems appropriate to perfect and continue the security interests conferred by this Agreement. The Pledgor authorizes the Secured Party to file one or more Uniform Commercial Code financing statements or continuation statements relating to all or any part of the Collateral without the signature of the Pledgor where permitted by law. The Secured Party may, at any time and from time to time, execute and deliver pursuant to the Bank such provisions of this Section 1.02, file financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in statements that describe the Collateral in favor as all assets and/or all personal property of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Pledgor or words of similar effect, regardless of whether effect and which contain any particular asset comprising a part of the Collateral falls within the scope of other information required by Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendmentstatement, including (i) whether the Borrower Pledgor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relatesPledgor. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Pledgor agrees to promptly furnish any such information to the Bank promptly Secured Party upon request. The Borrower further ratifies and affirms its authorization for any Any such financing statements and/or amendments thereto, executed and may be filed by the Bank at any time in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateraldeemed necessary or desirable by Secured Party.

Appears in 1 contract

Sources: Share Pledge Agreement (Motient Corp)

Financing Statements. The Borrower Administrative Agent and its attorneys and agents shall have authority to file, and the Debtor shall, at the Bank’s Administrative Agent 's request, at any time and from time to time, execute and deliver to the Bank Administrative Agent such financing statements, amendments and other documents and do such acts as the Bank Administrative Agent deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankAdministrative Agent , for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank Administrative Agent at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank Administrative Agent to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank Administrative Agent promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Administrative Agent in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Administrative Agent, for its own benefit and as agent for its Affiliates, in the Collateral.

Appears in 1 contract

Sources: Security Agreement (Meadowbrook Insurance Group Inc)

Financing Statements. The Borrower shall, at the Bank’s request, Issuer hereby irrevocably authorizes Subscriber at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any UCC jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower Issuer or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding UCC for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Issuer is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the BorrowerIssuer, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral Collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Issuer agrees to furnish any such information to the Bank Subscriber promptly upon request. The Borrower further Issuer also ratifies and affirms its authorization for Subscriber to have filed in any UCC jurisdiction any like initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date of hereof. Issuer further hereby irrevocably authorizes Subscriber at any time and from time to time to file and record in the United States Patent and Trademark Office and an any other appropriate federal, foreign or international agency this Agreement. In addition, the Borrower Patent Security Agreement of Schedule 4, or a summary thereof, to be recorded against the Issuer’s patent applications or patents. Upon full repayment of Issuer’s Obligations, Subscriber shall make appropriate entries on its books provide to Issuer for recordation a release and records disclosing the Banktermination of Subscriber’s security interests assignment in the Collateralsecurity, re-assigning to Issuer said patents and patent applications.

Appears in 1 contract

Sources: Securities Purchase and Security Agreement (Metaswarm Inc.)

Financing Statements. The At the request of Bank, Borrower shallwill join with Bank in executing one or more Financing Statements pursuant to the Uniform Commercial Code or other notices appropriate under applicable law in form reasonably satisfactory to Bank and will pay the cost of filing the same in all public offices wherever filing is deemed by Bank to be necessary or desirable. A legible carbon, at the Bank’s request, photographic or other reproduction of this Agreement shall be sufficient as a financing statement Borrower hereby irrevocably authorizes Bank at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower other than Intellectual Property or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendment, including including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral Collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The relates Borrower agrees to furnish any such information to the Bank promptly upon request. The its reasonable request therefor Borrower further also ratifies and affirms its authorization for Bank to have filed in any Uniform Commercial Code jurisdiction any like initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralhereof.

Appears in 1 contract

Sources: Loan and Security Agreement (Irobot Corp)

Financing Statements. The Borrower shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to timetime while any Obligations are outstanding, the Bank has a duty to lend under this Agreement or any Letters of Credit hereunder, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets (except excluded assets) of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Appears in 1 contract

Sources: Loan and Security Agreement (Rockwell Medical Technologies Inc)