Parent Security Agreements Sample Clauses

Parent Security Agreements. The obligations of each of VNGI and VNGDI arising under, pursuant to, or by virtue of its respective Parent Guaranty are and shall remain secured by a valid and enforceable first priority security interest and lien in and to all of its personal property, tangible and intangible, whether now owned and existing or hereafter acquired or arising, including, without limitation, all equipment, inventory, accounts receivable, investment property, and general intangibles and all proceeds thereof, which security interest (except as respects Collateral covered by the Parent Pledge Agreement) has been and shall continue to be granted by its Parent Security Agreement, subject only to liens and security interests described in the exceptions enumerated in Sections 5.02(b)(1) through (7) of this Agreement.
Parent Security Agreements. The obligations of each of VNGI and VNGDI arising under, pursuant to, or by virtue of its respective Parent Guaranty shall be secured by a valid and enforceable first priority security interest and lien in and to all of its personal property, tangible and intangible, whether now owned and existing or hereafter acquired or arising, including, without limitation, all equipment, inventory, accounts receivable, investment property, and general intangibles and all proceeds thereof, which security interest (except as respects Collateral covered by the Parent Pledge Agreement) has been and shall continue to be granted by an amended and restated security agreement executed and delivered by each of VNGI and VNGDI to the Agent, for the benefit of the Banks and the Agent, each in the form attached hereto and made a part hereof for all purposes as EXHIBIT K (referred to herein as the same may be amended, modified, extended, renewed, supplemented, replaced and/or restated from time to time and at any time, collectively as the "Parent Security Agreements" and individually as a "Parent Security Agreement"), subject only to liens and security interests described in the exceptions enumerated in subsections 5.02(b)(1) through (7) of this Agreement.
Parent Security Agreements. The obligations of each of VNGI and VNGDI arising under, pursuant to, or by virtue of its respective Parent Guaranty shall be secured by a first priority security interest and lien in and to all of its personal property, tangible and intangible, whether now owned and existing or hereafter acquired or arising, including, without limitation, all equipment, inventory, accounts receivable and general intangibles and all proceeds thereof, which security interest will be created by a written security agreement executed and delivered by each of VNGI and VNGDI to the Bank, each in the form attached hereto and made a part hereof for all purposes as EXHIBIT J (referred to herein as the same may be amended, modified, extended, renewed, supplemented, replaced and/or restated from time to time and at any time, collectively as the "PARENT SECURITY AGREEMENTS" and individually as a "PARENT SECURITY AGREEMENT"), subject only to liens and security interests described in the exceptions enumerated in subsections 5.02(b)(1) through (7) of this Agreement.

Related to Parent Security Agreements

  • No Financing Statements, Security Agreements No financing statement or security agreement describing all or any portion of the Collateral which has not lapsed or been terminated naming such Grantor as debtor has been filed or is of record in any jurisdiction except (a) for financing statements or security agreements naming the Collateral Agent on behalf of the Secured Parties as the secured party, and (b) as permitted by Section 4.1(e).

  • Pledge and Security Agreement The security interest granted pursuant to this Agreement is granted in conjunction with the security interest granted to the Security Agent for the Secured Parties pursuant to the Pledge and Security Agreement, and the Grantors hereby acknowledge and affirm that the rights and remedies of the Security Agent with respect to the security interest in the Copyright Collateral made and granted hereby are more fully set forth in the Pledge and Security Agreement, the terms and provisions of which are incorporated by reference herein as if fully set forth herein. In the event that any provision of this Agreement is deemed to conflict with the Pledge and Security Agreement, the provisions of the Pledge and Security Agreement shall control.

  • Security Agreements On the Closing Date, (x) Holdings and the Borrower shall have duly authorized, executed and delivered the Security Agreement substantially in the form of Exhibit E (as amended, modified, restated and/or supplemented from time to time, the “Security Agreement”) covering all of Holdings’ and the Borrower’s present and future Collateral referred to therein (including, as applicable, by reference to the Perfection Certificate) (the “Security Agreement Collateral”) and (y) Borrower and Holdings shall have duly authorized, executed and delivered the Perfection Certificate and shall have delivered the following: (i) proper financing statements (Form UCC-1 or the equivalent) authorized for filing under the UCC or other appropriate filing offices of each jurisdiction and, in the case of the Borrower, filings with the United States Patent and Trademark Office and United States Copyright Office, in each case, as may be reasonably necessary or desirable to perfect the security interests purported to be created by the Security Agreement and as set forth on Schedule 6 to the Perfection Certificate; (ii) all stock certificates or Instruments (as defined in the Security Agreement), if any, representing or evidencing the Security Agreement Collateral (to the extent required by the Security Agreement) accompanied by instruments of transfer and stock powers undated and endorsed in blank; and (iii) certified copies, each of a recent date, of (x) requests for information or copies (Form UCC-1), or equivalent reports as of a recent date, listing all effective financing statements that name Holdings or the Borrower as debtor and that are filed in the jurisdictions referred to in clause (i) above, together with copies of such other financing statements that name Holdings or the Borrower as debtor (none of which shall cover any of the Collateral except to the extent evidencing Permitted Liens or to the extent such financing statements will be terminated as contemplated by Section 6.05), (y) United States Patent and Trademark Office and United States Copyright Office searches reasonably requested by the Administrative Agent and (z) reports as of a recent date listing all effective tax and judgment liens with respect to Holdings or the Borrower in each jurisdiction as the Administrative Agent may reasonably require.

  • Collateral Agreements Borrower shall deposit with Lender such amounts as may be required by any Collateral Agreement and shall perform all other obligations of Borrower under each Collateral Agreement.

  • Continuing Security Interest; Assignments under the Credit Agreement This Agreement shall create a continuing security interest in the Collateral and shall (a) remain in full force and effect until the latest of (i) the payment in full in cash of the Secured Obligations, (ii) the Termination Date and (iii) the termination or expiration of all Letters of Credit and all Secured Hedge Agreements, (b) be binding upon each Grantor, its successors and assigns and (c) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Secured Parties and their respective successors, transferees and assigns. Without limiting the generality of the foregoing clause (c), any Lender Party may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including, without limitation, all or any portion of its Commitments, the Advances owing to it and the Note or Notes, if any, held by it) to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to such Lender Party herein or otherwise, in each case as provided in Section 8.07 of the Credit Agreement.