Collateral; Guaranty Clause Samples

Collateral; Guaranty. The Obligations shall be secured by a perfected first priority lien and security interest to be held by the Agent for the benefit of the Lenders on the Collateral, pursuant to the terms of the Security Documents. The Obligations shall be guaranteed by Guarantor pursuant to the Guaranty and the Indemnity and Guaranty.

Collateral; Guaranty. Maker’s performance of its obligations hereunder is secured by a security interest in the collateral specified in that certain Security Agreement dated as of the date hereof by Pintail in favor of Payee and is guaranteed by RPC, pursuant to the terms of the Guaranty affixed hereto.

Collateral; Guaranty. The borrowings and advances made pursuant hereto shall be collateralized and supported by a first priority security interest in all accounts receivable of Company now existing and which may hereafter arise, and in and to all proceeds of the foregoing. Such security interest shall be evidenced by a Security Agreement in form and substance satisfactory in all respects to Bank, and Company agrees to execute and deliver to Bank such financing statements or other instruments as may be requested by Bank at any time and from time to time in order for Bank to perfect its security interest in the aforementioned property of Company. All borrowings and advances made pursuant hereto shall be further supported by the unlimited and unconditional Corporate Guaranty (in form and substance satisfactory to Bank) of Systematic Business Services, Inc. ("SBSI") and ExamOne World Wide, Inc. ("ExamOne"). The guaranties of SBSI and ExamOne shall be collateralized and supported by a first priority security interest in all accounts receivable of SBSI and ExamOne, respectively, now existing and which may hereafter arise, and in and to all proceeds of the foregoing. Such security interest shall be evidenced by Security Agreements in form and substance satisfactory in all respects to Bank, and SBSI and ExamOne agree to execute and deliver to Bank such financing statements or other instruments as may be requested by Bank at any time and from time to time in order for Bank to perfect its security interest in the aforementioned property of SBSI and ExamOne, respectively.

Collateral; Guaranty. The Borrower shall, and shall cause each Material Domestic Subsidiary, including any Subsidiary that becomes a Material Domestic Subsidiary hereafter to, execute Collateral Documents in form and substance satisfactory to Administrative Agent, to provide a valid, perfected, first priority security interest in all present and future Collateral securing all Secured Obligations, pari passu. The Borrower and each Material Domestic Subsidiary shall execute such further and additional security agreements, financing statements, and amendments thereto as may be necessary to perfect or continue the perfection and validity of any Collateral Document, including any that may be necessary as a result of the effectiveness, in any jurisdiction, of revised article 9 of the Uniform Commercial Code. If requested by Administrative Agent at any time, the Borrower shall, and shall cause each Material Domestic Subsidiary, to deliver to Administrative Agent, all certificated securities and other property as may be necessary for the attachment or perfection of any security interest. The Borrower shall cause each Material Domestic Subsidiary, including any Subsidiary that becomes a Material Domestic Subsidiary hereafter, to execute the Guaranty. Each such Subsidiary shall be permitted to execute a subordinated guaranty of the Subordinated Debentures at or after the time at which the Guaranty is executed, provided such guaranty shall be subordinate in all respect to the Guaranty.

Collateral; Guaranty. (a) In consideration for this Agreement, Borrower hereby grants to Lender a security interest in, and assigns and pledges to Lender, the collateral ("Collateral") described in Exhibit C, and incorporated by reference herein, to secure the payment, performance and observance of all indebtedness, obligations and liabilities of Borrower to Lender under this Agreement and the Note. (b) Payment of all sums due and payable hereunder and under the Note shall be secured by and in the manner provided in that certain guarantee (the "Guarantee") by J▇▇▇▇▇ ▇▇▇▇ (the "Guarantor"), dated the date hereof and made for the benefit of Lender, in the form attached hereto as Exhibit B and incorporated by reference herein.

Collateral; Guaranty. Moog Inc. hereby covenants and agrees to cooperate with the Agent in any manner reasonably necessary in order to promptly continue, or in the case of after-acquired property, create a first lien in favor of the Agent, on behalf of the Lenders, in all real and personal property assets acquired by Moog Inc. as a result of the Electro-Tec Acquisition as defined in Modification No. 5 and the merger of Electro-Tec into Moog Inc., including without limitation, executing and delivering to Agent, not later 45 days after the date the Electro-Tec Acquisition is closed, a satisfactory mortgage and title insurance on the real property owned by Electro-Tec at the time of the Electro-Tec Acquisition. Moog Inc. hereby also covenants and agrees to cooperate with the Agent in any manner reasonably necessary in order to deliver to the Agent any guaranty or collateral documents that may be required under Section 8.18 of the Agreement no later than 45 days after the date that the FCS Acquisition has been consummated, unless prior thereto FCS COM Inc. has merged into Moog Inc.

Collateral; Guaranty. Payment of the Note and all other amounts now or hereafter owing by the Borrower to the Bank (i) shall be secured by a security interest in property generally described as all of the Borrower's and Telecommunications Subsidiaries' inventory, accounts, equipment and general intangibles (including customer lists), as more fully described in the Security Agreements, (ii) shall be further secured by the Life Insurance Assignment, (iii) shall be guaranteed by the Guarantor pursuant to the Guaranty, which Guaranty shall be secured by a security interest in a portion of the issued and outstanding capital stock of the Borrower, as set forth in the Guarantor's Pledge Agreement, (iv) shall be further guaranteed by the Telecommunications Subsidiaries pursuant to the Subsidiaries Guaranties, (v) shall be further secured by the Assignment of Deposit Accounts, and (vi) may also now or hereafter be secured by one or more other security agreements, mortgages, deeds of trust, assignments or other instruments or agreements. Each of the liens and security interests described above shall be prior to all other liens and security interests of any kind whatsoever, subject only to such exceptions as the Bank may expressly approve in writing. The Bank hereby agrees that upon receipt of Compliance Certificates and financial statements of the Borrower which indicate that the Borrower has maintained its Senior Leverage Ratio at less than 1.5 to 1 for two consecutive fiscal quarters after the Conversion Date, as verified by the Bank and provided that no Default or Event of Default shall have occurred and be continuing, the Bank will release the Guarantor from his obligations under the Guaranty and the Pledge Agreement and the Guaranty and the Pledge Agreement shall forthwith be terminated and all collateral thereunder returned to the Guarantor.

Collateral; Guaranty. Debt Service and Operating Deficit Guaranty

Collateral; Guaranty