Security Interest and Collateral. In order to secure the prompt and complete payment and performance of the Secured Obligations, Borrower hereby pledges, assigns and grants to each Secured Party a security interest (herein called the “Security Interest”) in all of Borrower’s right, title and interest, whether now owned or hereafter acquired, in and to the following property (such property collectively referred to as the “Collateral”): all property and assets of Borrower including, without limitation, any and all furniture, fixtures, machinery, equipment, inventory, accounts, deposit accounts, receivables, cash on hand, vehicles, prepaid insurance, letter of credit rights, supplies, patents, patent rights, copyrights, trademarks, trade names, goodwill, royalty rights, franchise rights, chattel paper (including, but not limited to, electronic chattel paper and tangible chattel paper), contract rights, commercial tort claims, data processing records and systems, supporting obligations, license rights, documents, instruments, investment property, software, payment intangibles, general intangibles and any and all other goods, now owned or hereafter acquired by Borrower and wherever located, together with all supporting obligations, substitutions and replacements for and products and proceeds of any of the foregoing property and, in the case of all tangible Collateral, together with (i) all accessories, attachments, parts, equipment, accessions and repairs now or hereafter attached or affixed to or used in connection with any such goods, and (ii) all warehouse receipts, bills of lading and other documents now or hereafter covering such goods. together with all substitutions and replacements for and products and proceeds of any of the foregoing property.
Appears in 1 contract
Security Interest and Collateral. In order to secure the prompt and complete payment and performance of the Secured Obligations, Borrower the Grantor hereby pledges, assigns and grants to each the Secured Party a security interest (herein called the “Security Interest”) in all and to the following properties, rights and assets of Borrower’s rightthe Grantor, title wherever located, and interest, whether now owned or hereafter acquired, in and to the following property acquired (such property hereinafter collectively referred to as the “Collateral”): all property and assets of Borrower including, without limitation, any and all furniture, fixtures, machinery, equipment, goods, inventory, accountsaccounts and any other rights to the payment of money (including, but not limited to, all health-care-insurance receivables), deposit accounts, receivables, cash on handmoney, vehicles, prepaid insurance, letter of letter-of-credit rights, supplies, patentscauses of action, patents and patent applications, patent rights, copyrightsinventions, designs, registered and unregistered copyrights and applications, trademarks, goodwill, trade names, goodwilltrade secrets, methods, know-how, processes, specifications, Internet addresses and sites, universal locators, software, license rights, royalty rights, franchise rights, chattel paper (including, but not limited towithout limitation, electronic chattel paper and tangible chattel paper), contract rights, commercial tort claims, data processing records and systems, supporting obligations, license rights, documents, instruments, investment property, software, payment intangibles, general intangibles intangibles, rights or benefits arising under any contracts, tax refund claims, choses in action and any claims against third parties (including, without limitation, the right to ▇▇▇ for past, present and all future infringements), commercial tort claims, security deposits, security interests, rights to reimbursement and indemnification, and books, records and other goods, now owned information relating to the Grantor or hereafter acquired by Borrower and wherever located, the Collateral (whether in tangible or intangible form). together with all supporting obligations, additions, substitutions and replacements for and products and proceeds of any of the foregoing property and, in the case of all tangible Collateral, together with (i) all accessories, attachments, parts, equipment, accessions and repairs now or hereafter attached or affixed to or used in connection with any such goods, and (ii) all warehouse receipts, bills of lading and other documents now or hereafter covering such goods. together with all substitutions This Agreement shall create a continuing security interest in the Collateral and replacements for and products and proceeds of any shall, except as otherwise set forth in Section 6, remain in full force in effect until the satisfaction in full of the foregoing propertySecured Obligations. All terms not otherwise described herein shall have the meaning assigned to them in the Loan Agreement.
Appears in 1 contract
Sources: Security Agreement (Sten Corp)
Security Interest and Collateral. In order to To secure the prompt and complete payment and performance of each and every debt, liability and obligation of every type and description which Debtor may now or at anytime hereafter owe to Secured Party (whether such debt, liability or obligation now exists or is hereafter created or incurred, and whether it is or may be direct or indirect, due or to become due, absolute or contingent, primary or secondary; liquidated or unliquidated, or joint, several or joint and several; all such debts, liabilities and obligations being herein collectively referred to as the Secured "Obligations, Borrower "). Debtor hereby pledges, assigns and grants to each Secured Party a security interest (herein called the “"Security Interest”") in all the following property (herein called the "Collateral") : All of Borrower’s rightthe following properties, title assets and interestrights of the Debtor, wherever located, whether now owned or hereafter acquiredacquired or arising, in and to the following all proceeds and products thereof: All personal and fixture property (such property collectively referred to as the “Collateral”): all property of every kind and assets of Borrower nature including, without limitation, any and all furniture, fixtures, machineryequipment, equipmentraw materials, inventory, other goods, accounts, deposit accounts, receivables, cash on hand, vehicles, prepaid insurance, letter of credit rights, supplies, patents, patent rights, copyrights, trademarks, trade names, goodwill, royalty rights, franchise rights, chattel paper (including, but not limited to, electronic chattel paper and tangible chattel paper), contract rights, commercial rights to the payment of money, insurance refund claims and all other insurance claims and proceeds, tort claims, data processing records and systemschattel paper, supporting obligations, license rightselectronic chattel paper, documents, instruments, securities and other investment property, deposit accounts, rights to payment under letters of credit, letter-of-credit rights, supporting obligations of every nature, and general intangibles including, without limitation, all tax refund claims, license fees, patents, patent applications, trademarks, trademark application, trade names, copyrights, copyright applications, rights to sue ▇▇d recover for past infringement of patents, trademarks and copyrights, computer programs, computer software, payment intangiblesengineering drawings, general intangibles and any service marks, customer lists, goodwill, and all other goodslicenses, now owned permits, agreements of any kind or hereafter acquired by Borrower nature pursuant to which (i) the Debtor operates or has authority to operate; (ii) the Debtor possesses, uses or has authority to possess or use property (whether tangible or intangible) of others, or (iii) others possess, use, or have authority to possess or use property (whether tangible or intangible) of the Debtor, and wherever locatedall recorded data of any kind or nature, regardless of the medium of recording, including, without limitation, all software, writings, plans, specifications, and schematics, together with with, to the extent not listed above as original Collateral, all supporting obligations, substitutions and replacements for and products of any of the foregoing property not constituting consumer goods and together with proceeds of any and all of the foregoing property and, in the case of all tangible Collateral, together with all accessions and, except in the case of consumer goods, together with (i) all accessories, attachments, parts, equipment, accessions equipment and repairs now or hereafter attached or affixed to or used in connection with any such goods, and (ii) all warehouse receipts, bills of lading and other documents of title now or hereafter covering such goods. together The Debtor acknowledges and agrees that, with all substitutions and replacements for and products and proceeds of respect to any term used herein that is defined in either (i) Article 9 of the foregoing propertyUniform Commercial Code as in force in the jurisdiction in which this financing statement was signed by the Debtor at the time that it was signed, or (ii) Article 9 as in force at any relevant time in the jurisdiction in which a financing statement for the Collateral is filed, the meaning to be ascribed thereto with respect to any particular item of the property shall be that under the more encompassing of the two definitions.
Appears in 1 contract
Security Interest and Collateral. In order to To secure the prompt and complete payment and performance of each and every debt, liability and obligation of every type and description which Debtor may now or at anytime hereafter owe to Secured Party (whether such debt, liability or obligation now exists or is hereafter created or incurred, and whether it is or may be direct or indirect, due or to become due, absolute or contingent, primary or secondary; liquidated or unliquidated, or joint, several or joint and several; all such debts, liabilities and obligations being herein collectively referred to as the Secured "Obligations, Borrower "). Debtor hereby pledges, assigns and grants to each Secured Party a security interest (herein called the “"Security Interest”") in all the following property (herein called the "Collateral"): All of Borrower’s rightthe following properties, title assets and interestrights of the Debtor, wherever located, whether now owned or hereafter acquiredacquired or arising, in and to the following all proceeds and products thereof: All personal and fixture property (such property collectively referred to as the “Collateral”): all property of every kind and assets of Borrower nature including, without limitation, any and all furniture, fixtures, machineryequipment, equipmentraw materials, inventory, other goods, accounts, deposit accounts, receivables, cash on hand, vehicles, prepaid insurance, letter of credit rights, supplies, patents, patent rights, copyrights, trademarks, trade names, goodwill, royalty rights, franchise rights, chattel paper (including, but not limited to, electronic chattel paper and tangible chattel paper), contract rights, commercial rights to the payment of money, insurance refund claims and all other insurance claims and proceeds, tort claims, data processing records and systemschattel paper, supporting obligations, license rightselectronic chattel paper, documents, instruments, securities and other investment property, deposit accounts, rights to payment under letters of credit, letter-of-credit rights, supporting obligations of every nature, and general intangibles including, without limitation, all tax refund claims, license fees, patents, patent applications, trademarks, trademark application, trade names, copyrights, copyright applications, rights to sue and recover for past infringement of patents, trademarks and copyri▇▇▇s, computer programs, computer software, payment intangiblesengineering drawings, general intangibles and any service marks, customer lists, goodwill, and all other goodslicenses, now owned permits, agreements of any kind or hereafter acquired by Borrower nature pursuant to which (i) the Debtor operates or has authority to operate; (ii) the Debtor possesses, uses or has authority to possess or use property (whether tangible or intangible) of others, or (iii) others possess, use, or have authority to possess or use property (whether tangible or intangible) of the Debtor, and wherever locatedall recorded data of any kind or nature, regardless of the medium of recording, including, without limitation, all software, writings, plans, specifications, and schematics, together with with, to the extent not listed above as original Collateral, all supporting obligations, substitutions and replacements for and products of any of the foregoing property not constituting consumer goods and together with proceeds of any and all of the foregoing property and, in the case of all tangible Collateral, together with all accessions and, except in the case of consumer goods, together with (i) all accessories, attachments, parts, equipment, accessions equipment and repairs now or hereafter attached or affixed to or used in connection with any such goods, and (ii) all warehouse receipts, bills of lading and other documents of title now or hereafter covering such goods. together The Debtor acknowledges and agrees that, with all substitutions and replacements for and products and proceeds of respect to any term used herein that is defined in either (i) Article 9 of the foregoing propertyUniform Commercial Code as in force in the jurisdiction in which this financing statement was signed by the Debtor at the time that it was signed, or (ii) Article 9 as in force at any relevant time in the jurisdiction in which a financing statement for the Collateral is filed, the meaning to be ascribed thereto with respect to any particular item of the property shall be that under the more encompassing of the two definitions.
Appears in 1 contract
Security Interest and Collateral. In order to To secure the prompt and complete payment and performance of each and every debt, liability and obligation of every type and description which Debtor may now or at any time hereafter owe to Secured Party pursuant to that certain Loan Agreement executed by Debtor dated September 10, 1997 (the Secured "Loan Agreement"), including but not limited to that certain promissory note referred to therein in amount of $1,000,000, dated September 10, 1997 (the "Note"), and all renewals, amendments, and extensions thereof, all such debts, liabilities and obligations being herein collectively referred to as the "Obligations"), Borrower Debtor hereby pledges, assigns and grants to each Secured Party a security interest (herein called the “"Security Interest”") in all the following property (herein called the "Collateral"). All equipment of Borrower’s right, title and interestDebtor, whether now owned or hereafter acquired, in including but not limited to all present and to the following property (such property collectively referred to as the “Collateral”): all property and assets of Borrower includingfuture machinery, without limitationvehicles, any and all furniture, fixtures, machinery, manufacturing equipment, inventoryfarm machinery and equipment, accountsshop equipment, deposit accountsoffice and recordkeeping equipment, receivablesparts and tools, cash on hand, vehicles, prepaid insurance, letter and the goods described in any equipment schedule or list herewith or hereafter furnished to Secured Party by Debtor (but no such schedule or list need be furnished in order for the security interest granted herein to be valid as to all of credit rights, supplies, patents, patent rights, copyrights, trademarks, trade names, goodwill, royalty rights, franchise rights, chattel paper (including, but not limited to, electronic chattel paper and tangible chattel paperDebtor's equipment), contract rights, commercial tort claims, data processing records and systems, supporting obligations, license rights, documents, instruments, investment property, software, payment intangibles, general intangibles and any and all other goods, now owned or hereafter acquired by Borrower and wherever located, except for the P1000 China machine. together with all supporting obligations, substitutions and replacements for and products of any of the foregoing property not constituting consumer goods and together with proceeds of any and all of the foregoing property and, in the case of all tangible Collateral, together with all accessions and, except in the case of consumer goods, together with (i) all accessories, attachments, parts, equipment, accessions equipment and repairs now or hereafter attached or affixed to or used in connection with any such goods, and (ii) all warehouse receipts, bills of lading and other documents of title now or hereafter covering such goods. together with all substitutions and replacements for and products and proceeds of any of the foregoing property.
Appears in 1 contract
Sources: Loan Agreement (Photran Corp)
Security Interest and Collateral. In order to To secure the prompt full and complete timely payment and performance of the Secured Obligations, Borrower Pledgor hereby pledgesassigns, assigns transfers, and grants to each Secured Party Pledgee a security interest (herein called the “Security Interest”) in all of Borrower’s its right, title title, and interest, whether now owned or hereafter acquired, interest in and to the following property (such property collectively referred to as the “Collateral”): all property and assets of Borrower Pledgor’s assets, including, without limitation:
(a) accounts, any and all furniture, fixtures, machinery, equipment, inventory, accountscommercial tort claims, deposit accounts, receivablescontract rights, cash on handchattel paper (whether electronic or tangible), vehiclesinstruments, prepaid insurancepromissory notes, documents, general intangibles, payment intangibles, securities, security entitlements and other investment property, software, letter of credit rights, supplieshealth-care insurance receivables, patentsand other rights to payment of every kind now existing or at any time hereafter arising;
(b) inventory, patent rightsgoods held for sale or lease or to be furnished under contracts for service, copyrights, trademarks, trade names, goodwill, royalty rights, franchise rights, chattel paper (including, but not limited to, electronic chattel paper and tangible chattel paper), contract rights, commercial tort claims, data processing records and systems, supporting obligations, license rights, documents, instruments, investment property, software, payment intangibles, general intangibles and any and all other goodsor goods so leased or furnished, now or at any time hereafter owned or hereafter acquired by Borrower and Pledgor, wherever located, together with and all supporting obligationsproducts thereof, substitutions and replacements for and products and proceeds of any of the foregoing property and, whether in the case possession of all tangible CollateralPledgor, together with (i) all accessoriesany warehousemen, attachmentsany bailee or any other Person, parts, equipment, accessions and repairs now or hereafter attached or affixed to or used in connection with any such goodsprocess of delivery, and whether located at Pledgor's place or places of business or elsewhere;
(iic) all warehouse receipts, bills of lading sale, bills of lading, and other documents of every kind (whether or not negotiable) in which Pledgor now has or at any time hereafter acquires any interest, and all additions and accessions thereto, whether in the possession or custody of ▇▇▇▇▇▇▇, any bailee or any other third party;
(d) money and property previously, now or hereafter covering delivered to or deposited with Pledgor or otherwise coming into the possession, custody or control of Pledgor (or any agent or bailee of Pledgor) in any manner or for any purpose whatsoever during the existence of this Agreement and whether held in a general or special account or deposit for safekeeping or otherwise;
(e) all right, title, and interest of Pledgor under licenses, guaranties, warranties, management agreements, marketing or sales agreements, escrow contracts, indemnity agreements, insurance policies, service or maintenance agreements, supporting obligations, and other similar contracts of every kind in which Pledgor now has or at any time hereafter has or will have an interest;
(f) all equipment, machinery, furnishings, furniture, tools and other items of like nature and fixtures of every kind now existing or hereafter acquired, and all improvements, replacements, accessions, and additions thereto and embedded software included therein, whether located on any property owned or leased by Pledgor or elsewhere, including any of the foregoing now or at any time hereafter located at or installed on the land or in the improvements at any of the real property owned or leased by Pledgor, and all such goods. goods after they have been severed and removed from any of the real property;
(g) all motor vehicles, boats, other rolling stock, if any, and related equipment of every kind now existing or hereafter acquired and all additions and accessories thereto, whether located on any property owned or leased by Pledgor or elsewhere;
(h) all rights now or hereafter accruing to Pledgor under contracts, leases, agreements, licenses, or other instruments to perform services, to hold and use land and facilities, and other instruments of every character and description, including those relating to indemnification, together with all substitutions extensions, modifications, supplements, renewals, amendments, assignments, and replacements for and products and proceeds of any of the foregoing, and also together with the rights of Pledgor to enforce any and all of the agreements, terms, covenants, and conditions therein and to give notices thereunder and to enforce all rights thereunder; and
(i) whatever is receivable or received when any of the foregoing propertyor the proceeds thereof are sold, leased, collected, exchanged, or otherwise disposed of, whether such disposition is voluntary or involuntary, including all rights to payment and returned premiums with respect to any insurance relating to any of the foregoing, and all rights to payment with respect to any claim or cause of action affecting or relating to any of the foregoing (all of the forgoing assets shall collectively be referred to hereafter as the “Collateral”).
Appears in 1 contract
Security Interest and Collateral. In order to secure the prompt and complete payment and performance of the Secured Obligations, Borrower Debtor hereby pledges, assigns and grants to each Secured Party a security interest (herein called the “Security Interest”) in the following property (collectively referred to as the “Collateral”):
(a) all of Borrower’s rightits accounts, title accounts receivable, contract rights, general intangibles, chattel paper, instruments, documents, promissory notes, deposit accounts, funds on deposit with Secured Party, investment property, investment securities, financial assets, letter of credit rights, electronic chattel paper, software, supporting obligations, payment intangibles, commercial tort claims and interestall other personal property, whether now owned or hereafter acquired, in including without limitation, all lease receivables and note receivables, all cash, notes, drafts and acceptances arising therefrom, all returned and repossessed goods arising from or relating to the following property any such accounts, or other proceeds of any sale, lease or other disposition of inventory, all tradenames, trademarks, patents and other licenses, and all proceeds (such property collectively referred to as the “Collateral”): including insurance proceeds) and products thereof;
(b) all property and assets of Borrower its inventory, whether now owned or hereafter acquired, including, without limitation, any all raw materials, goods in process, finished goods and other tangible personal property held for sale or lease or furnished or to be furnished under contracts for service or used or consumed in Debtor's trade or business and all furnitureadditions, fixturesaccessions, substitutions, attachments and replacements thereto and all contracts with respect thereto and all documents of title evidencing or representing any part thereof and all products and proceeds (including insurance proceeds) thereof; and
(c) all of its machinery, equipment, inventoryrolling stock, accountsfurniture, deposit accountsfixtures and personalty of every nature and description, receivables, cash on hand, vehicles, prepaid insurance, letter of credit rights, supplies, patents, patent rights, copyrights, trademarks, trade names, goodwill, royalty rights, franchise rights, chattel paper (including, but not limited to, electronic chattel paper and tangible chattel paper), contract rights, commercial tort claims, data processing records and systems, supporting obligations, license rights, documents, instruments, investment property, software, payment intangibles, general intangibles and any and all other goods, whether now owned or hereafter acquired by Borrower acquired, and wherever locatedall appurtenances, together with all supporting obligations, accessions and additions thereto and substitutions and replacements for therefor, wheresoever located, including all tools, parts and accessories used in connection therewith, and all products and proceeds of any of the foregoing property and, thereof (including insurance proceeds). All terms used herein that are defined in the case Uniform Commercial Code as adopted in the State of all tangible Collateral, together with Texas shall have the meanings specified in the Uniform Commercial Code as adopted by the State of Texas as in effect from time to time (i) all accessories, attachments, parts, equipment, accessions and repairs now or hereafter attached or affixed to or used in connection with any such goods, and (ii) all warehouse receipts, bills of lading and other documents now or hereafter covering such goods. together with all substitutions and replacements for and products and proceeds of any of the foregoing property"UCC").
Appears in 1 contract
Security Interest and Collateral. In order to To secure the prompt and complete payment and performance of each and every debt, liability, and obligation of every type, and description which Borrower may now, or at any time hereafter owe to Secured Party, all such debts, liabilities, and obligations herein collectively referred to as the Secured “Obligations, Borrower ,” Debtor hereby pledges, assigns and grants to each Secured Party a security interest (herein called the “Security Interest”) in all of BorrowerDebtor’s right, title and interest in and to the following property, whether now owned or hereafter acquired (the “Collateral”):
A. All of Debtor’s present and future accounts, receivables, contract rights, rents, instruments, unearned insurance premiums, chattel paper, deposits, deposit accounts, documents, tax refunds, proceeds from insurance and condemnation relating to any of the property of Debtor in which Secured Party has a security interest, all forms of obligations whatsoever owing to Debtor together with all right, title, security and guaranties with respect to each receivable or obligation owed to Debtor (the “Accounts”);
B. All of Debtor’s present and future inventory, wherever located, including, but not limited to all merchandise, raw materials, parts, supplies, work in process, and finished products, intended for sale, rent, or lease, and all packaging materials of every kind and description now or at any time hereafter owned by and in the custody or possession, actual or constructive, of Debtor, including such inventory as is temporarily out of custody or possession of Debtor and including any returns upon any accounts or other proceeds, including insurance proceeds, resulting from the sale or disposition of any of the foregoing (the “Inventory”);
C. All of Debtor’s present and future supplies, furniture, fixtures, machinery and equipment, wherever located, including, without limitation, data processing, computer equipment, software, computer software systems, office machinery, furniture, material handling equipment, conveyors, tools, attachments, accessories, automobiles, automotive equipment, trailers, trucks, forklifts, motor vehicles, and other equipment of every kind and nature, all whether now owned or hereafter acquired, and wherever situated, together with all additions and accessions thereto, replacements therefor, together with all maintenance and repair parts and supplies therefor, all substitutes for any of the foregoing and all manuals, drawings, instructions, warranties and rights with respect thereto, and all proceeds thereof, of whatever kind, including insurance proceeds and condensation awards (the “Equipment”);
D. All of Debtor’s general intangibles and intellectual property wherever located, whether now owned or hereafter acquired, created or arising, including without limitation all choses in action, customer lists, business records, corporate or other business records, commercial tort claims, sales literature, name plates, catalogs, dealer contracts, supplier contracts, distributor agreements, confidential information, consulting agreements, engineering contracts, and to such other assets as uniquely reflect the following property (such property collectively referred to as goodwill of the “Collateral”): all property and assets business of Borrower includingDebtor, without limitation, any and all furniture, fixtures, machinery, equipment, inventory, accounts, deposit accounts, receivables, cash on hand, vehicles, prepaid insurance, letter of credit rights, suppliesapplications for patents, patents, patent rights, copyrights, trademarks, trade secrets, service marks, inventions, methods, processes, research and development, good will, trade names, goodwillcustomer lists, royalty rightspermits and franchises and Debtor’s name (the “General Intangibles and Intellectual Property”);
E. All present and future cash, franchise rights, chattel paper (including, but not limited to, electronic chattel paper and tangible chattel paper), contract rights, commercial tort claims, data processing records and systems, supporting obligations, license rights, documents, instrumentscertificates of deposit, investment property, softwaresecurities (whether certificated or uncertificated), payment intangiblessecurity entitlements, general intangibles and any securities accounts, commodity contracts, commodity accounts, membership interests, financial rights, governance rights, brokerage accounts, bank accounts, letters of credit, and all other goodsassets of any type or nature; and
F. All additions, now owned or hereafter acquired by Borrower and wherever locatedaccessions, together with all supporting obligationsincreases, substitutions and replacements for and products parts, fittings, accessories, replacements, substitutions, betterments, repairs and proceeds of or to any or all of the foregoing property andforegoing, including, without limitation, all insurance proceeds and condemnation awards. Upon default pursuant to the provisions of this Agreement, Secured Party becomes entitled to all remedies set forth herein or otherwise provided to secured parties by the Uniform Commercial Code as adopted in the case State of all tangible Collateral, together with (i) all accessories, attachments, parts, equipment, accessions and repairs now or hereafter attached or affixed to or used in connection with any such goods, and (ii) all warehouse receipts, bills of lading and other documents now or hereafter covering such goods. together with all substitutions and replacements for and products and proceeds of any of the foregoing propertyNorth Dakota.
Appears in 1 contract