Common use of Security and Offset Clause in Contracts

Security and Offset. Company hereby grants to Agent and the Indemnified Parties a security interest in, lien upon and right of offset against the Note Funds with respect to any compensation or reimbursement due any of them hereunder (including any claim for indemnification hereunder). If for any reason the Note Funds are insufficient to cover such compensation and reimbursement, Company shall promptly pay such amounts to Agent or any Indemnified Party upon receipt of an itemized invoice. All disbursements of funds from the Note Funds shall be subject to the fees and claims of Agent and the Indemnified Parties pursuant to this Section and Section 14 hereof.