Common use of Continuing Security Interest; Assignments under the Credit Agreement Clause in Contracts

Continuing Security Interest; Assignments under the Credit Agreement. This Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue in effect (notwithstanding the fact that from time to time there may be no Obligations outstanding) until (i) the Credit Agreement has terminated pursuant to its express terms and (ii) all of the Obligations (other than any contingent indemnification obligations not then due and payable) have been paid in full and no commitments of the Administrative Agent or the Lenders which would give rise to any Obligations are outstanding. (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, permitted transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 of the Credit Agreement, any Lender may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including all or any portion of its Commitments and the Loans owing to it and the promissory note or promissory notes, if any, held by it) to any permitted transferee, and such permitted transferee shall thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Eastman Kodak Co), Guarantee and Collateral Agreement (Eastman Kodak Co)

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Continuing Security Interest; Assignments under the Credit Agreement. This Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue except as otherwise provided in Section 9.16 of the Credit Agreement, remain in full force and effect (notwithstanding until the fact that from time to time there may be no Obligations outstanding) until latest of (i) the Credit Agreement has terminated pursuant to its express terms and payment in full in cash of the Secured Obligations, (ii) the Termination Date and (iii) the termination, expiration, Cash Collateralization or backstopping of all Letters of the Obligations (other than any contingent indemnification obligations not then due and payable) have been paid in full and no commitments of the Administrative Agent or the Lenders which would give rise to any Obligations are outstanding. Credit, (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, permitted transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 9.08 of the Credit Agreement, any Lender may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including all or any portion of its Commitments and Commitments, the Revolving Loans owing to it and the promissory note Note or promissory notesNotes, if any, held by it) to any permitted transferee, and such permitted transferee shall thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise.

Appears in 2 contracts

Samples: Security Agreement (Eastman Kodak Co), Security Agreement (Eastman Kodak Co)

Continuing Security Interest; Assignments under the Credit Agreement. This Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue remain in full force and effect (notwithstanding until the fact that from time to time there may be no Obligations outstanding) until latest of (i) the Credit Agreement has terminated pursuant to its express terms and payment in full in cash of the Secured Obligations, (ii) the Termination Date and (iii) the termination or expiration of all Letters of the Obligations (other than any contingent indemnification obligations not then due and payable) have been paid in full and no commitments of the Administrative Agent or the Lenders which would give rise to any Obligations are outstanding. Credit, (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, permitted transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 9.07 of the Credit Agreement, any Lender may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including including, without limitation, all or any portion of its Commitments and Commitments, the Loans Advances owing to it and the promissory note Note or promissory notesNotes, if any, held by it) to any permitted transferee, and such permitted transferee shall thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise.

Appears in 1 contract

Samples: Security Agreement (Eastman Kodak Co)

Continuing Security Interest; Assignments under the Credit Agreement. This Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue except as otherwise provided in Section 9.14 of the Credit Agreement, remain in full force and effect (notwithstanding until the fact that from time to time there may be no Obligations outstanding) until latest of (i) the Credit Agreement has terminated pursuant to its express terms payment in full in cash of the Secured Obligations, and (ii) all of the Obligations (other than any contingent indemnification obligations not then due and payable) have been paid in full and no commitments of the Administrative Agent or the Lenders which would give rise to any Obligations are outstanding. Termination Date, (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, permitted transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 9.07 of the Credit Agreement, any Lender may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including including, without limitation, all or any portion of its Commitments and Commitments, the Loans Advances owing to it and the promissory note Note or promissory notesNotes, if any, held by it) to any permitted transferee, and such permitted transferee shall thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise.

Appears in 1 contract

Samples: Canadian Security Agreement (Eastman Kodak Co)

Continuing Security Interest; Assignments under the Credit Agreement. This Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue remain in full force and effect (notwithstanding until the fact that from time to time there may be no Obligations outstanding) until latest of (i) the Credit Agreement has terminated pursuant to its express terms and payment in full in cash of the Secured Obligations, (ii) the termination or expiration of all Letters of Credit (or the Obligations (other than any contingent indemnification obligations not then due and payable) have been paid in full and no commitments of payment to the Administrative Agent for the account of the L/C Issuer of amounts sufficient to fully Cash Collateralize the aggregate undrawn amounts thereof or the Lenders which would give rise making of other arrangements satisfactory to any Obligations are outstanding. the L/C issuer), (iii) the termination or expiration of all Secured Hedge Agreements and (iv) the termination or expiration of all Commitments, (b) be binding upon each Grantor, its successors and assigns and (c) inure, together with the rights and remedies of the Administrative Collateral Agent hereunder, to the benefit of the Secured Parties and their respective successors, permitted transferees successors and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 of the Credit Agreement, any Lender may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including including, without limitation, all or any portion of its Commitments and Commitments, the Loans owing to it and the promissory note Note or promissory notesNotes, if any, held by it) to any permitted transfereeother Person, and such permitted transferee other Person shall thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, in each case as provided in Section 10.06 of the Credit Agreement.

Appears in 1 contract

Samples: Security Agreement (Quantum Corp /De/)

Continuing Security Interest; Assignments under the Credit Agreement. This Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue remain in full force and effect (notwithstanding until the fact that from time to time there may be no Obligations outstanding) until (i) latest of ERROR! BOOKMARK NOT DEFINED. the Credit Agreement has terminated pursuant to its express terms and (ii) all payment in full in cash of the Secured Obligations (other than any contingent indemnification obligations Obligations with respect to Secured Hedge Agreements and Cash Management Obligations not then yet due and payable) have been paid in full , ERROR! BOOKMARK NOT DEFINED. the Maturity Date and no commitments of ERROR! BOOKMARK NOT DEFINED. the cash collateralization or back-stop (on terms satisfactory to the Administrative Agent Agent), termination or the Lenders which would give rise to any Obligations are outstanding. expiration of all Letters of Credit, (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 permitted respective successors, permitted transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 of the Credit Agreement, any Lender may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including including, without limitation, all or any portion of its Commitments and Commitments, the Loans owing to it and the promissory note Note or promissory notesNotes, if any, held by it) to any permitted transfereeother Person, and such permitted transferee other Person shall thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, in each case as provided in Section 10.07 of the Credit Agreement.

Appears in 1 contract

Samples: Security Agreement (UGS PLM Solutions Asia/Pacific INC)

Continuing Security Interest; Assignments under the Credit Agreement. This Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue remain in full force and effect (notwithstanding until the fact that from time to time there may be no Obligations outstanding) until latest of (i) the Credit Agreement has terminated pursuant payment in full in cash of the Secured Obligations (other than Obligations with respect to its express terms contingent indemnification obligations, FNIS Notes Obligations, Secured Hedging Obligations and Cash Management Obligations not yet due and payable) and the termination of the Commitments and (ii) the termination or expiration of all Letters of the Obligations (Credit or other than any contingent indemnification obligations not then due and payable) have been paid provision therefor in full and no commitments of in a manner reasonably satisfactory to the Administrative Agent or the Lenders which would give rise to any Obligations are outstanding. L/C Issuer, (b) be binding upon each Grantor, its successors and assigns and (c) inure, together with the rights and remedies of the Administrative Collateral Agent hereunder, to the benefit of the Secured Parties and their permitted respective successors, permitted transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 of the Credit Agreement, any Lender may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including including, without limitation, all or any portion of its Commitments and Commitments, the Loans owing to it and the promissory note Note or promissory notesNotes, if any, held by it) to any permitted transfereeother Person, and such permitted transferee other Person shall thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, in each case as provided in Section 11.07 of the Credit Agreement.

Appears in 1 contract

Samples: Pledge Agreement (Fidelity National Information Services, Inc.)

Continuing Security Interest; Assignments under the Credit Agreement. This Pledge Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue remain in full force and effect (notwithstanding until the fact that from time to time there may be no Obligations outstanding) until (i) the Credit Agreement has terminated pursuant to its express terms and (ii) all payment in full in cash of the Obligations (other than any contingent indemnification obligations indemnities, costs and expenses that survive termination of a Loan Document but as to which demand for payment has not then due been made), the termination of all Commitments, the termination or expiration of all Letters of Credit and payable) have been paid in full and no commitments the maturing of the Administrative Agent or the Lenders which would give rise all Acceptances, notwithstanding that from time to time prior thereto Borrower may be free from any Obligations are outstanding. Obligations, (b) be binding upon each GrantorBorrower, its successors and assigns and (c) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent, the Secured Parties Creditors and their respective successors, permitted transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 of the Credit Agreement, any Lender Secured Creditor may assign or otherwise transfer all (in whole or in part) any portion of its rights and obligations under the Credit Agreement (including all Note, Loan or any portion of its Commitments and the Loans owing to it and the promissory note or promissory notes, if any, other Obligation held by it) it to any permitted transfereeother Person, and such permitted transferee other Person shall thereupon become vested with all the rights and benefits in respect thereof granted to such Lender herein Secured Creditor under any Loan Document (including this Pledge Agreement) or otherwise, subject, however, to any contrary provisions in such assignment or transfer, and to the provisions of Section 11.8 and Article X of the Credit Agreement.

Appears in 1 contract

Samples: Security Agreement (Evenflo Co Inc)

Continuing Security Interest; Assignments under the Credit Agreement. This Pledge Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue unless the Pledgors and the Administrative Agent otherwise agree, remain in full force and effect (notwithstanding until the fact that from time to time there may be no Obligations outstanding) until (i) the Credit Agreement has terminated pursuant to its express terms and (ii) all payment in full in cash of the Obligations (other than any contingent indemnification obligations indemnities, costs and expenses that survive termination of a Loan Document but as to which demand for payment has not then due been made) and payable) have been paid in full the termination of all Commitments, the termination or expiration of all Letters of Credit and no commitments the maturing of all Acceptances, notwithstanding that from time to time prior thereto the Administrative Agent or the Lenders which would give rise to Pledgors may be free from any Obligations are outstanding. Obligations, (b) be binding upon each GrantorPledgor, its successors and assigns and (c) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent, the Secured Parties Creditors and their respective successors, permitted transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 of the Credit Agreement, any Lender Secured Creditor may assign or otherwise transfer all (in whole or in part) any portion of its rights and obligations under the Credit Agreement (including all Note, Loan or any portion of its Commitments and the Loans owing to it and the promissory note or promissory notes, if any, other Obligation held by it) it to any permitted transfereeother Person, and such permitted transferee other Person shall thereupon become vested with all the rights and benefits in respect thereof granted to such Lender herein Secured Creditor under any Loan Document (including this Pledge Agreement) or otherwise, subject, however, to any contrary provisions in such assignment or transfer, and to the provisions of Section 11.8 and Article X of the Credit Agreement.

Appears in 1 contract

Samples: Pledge Agreement (Evenflo & Spalding Holdings Corp)

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Continuing Security Interest; Assignments under the Credit Agreement. This Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue except as otherwise provided in Section 9.16 of the Credit Agreement, remain in full force and effect (notwithstanding until the fact that from time to time there may be no Obligations outstanding) until latest of (i) the Credit Agreement has terminated pursuant to its express terms and payment in full in cash of the Secured Obligations, (ii) the Termination Date and (iii) the termination, expiration, Cash Collateralization or backstopping of all Letters of the Obligations (other than any contingent indemnification obligations not then due and payable) have been paid in full and no commitments of the Administrative Agent or the Lenders which would give rise to any Obligations are outstanding. Credit, (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, permitted transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 9.08 of the Credit Agreement, any Lender may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including all or any portion of its Commitments and Commitments, the Loans Letter of Credit Obligations owing to it and the promissory note Note or promissory notesNotes, if any, held by it) to any permitted transferee, and such permitted transferee shall thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise.

Appears in 1 contract

Samples: Security Agreement (Eastman Kodak Co)

Continuing Security Interest; Assignments under the Credit Agreement. This Pledge Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue remain in full force and effect (notwithstanding until the fact that from time to time there may be no Obligations outstanding) until (i) the Credit Agreement has terminated pursuant to its express terms and (ii) all payment in full in cash of the Obligations (other than any contingent indemnification obligations indemnities, costs and expenses that survive termination of a Loan Document but as to which demand for payment has not then due been made), the termination of all Commitments, the termination or expiration of all Letters of Credit and payable) have been paid in full and no commitments the maturing of all Acceptances, notwithstanding that from time to time prior thereto the Administrative Agent or the Lenders which would give rise to Borrower may be free from any Obligations are outstanding. Obligations, (b) be binding upon each Grantorthe Borrower, its successors and assigns and (c) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent, the Secured Parties Creditors and their respective successors, permitted transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 of the Credit Agreement, any Lender Secured Creditor may assign or otherwise transfer all (in whole or in part) any portion of its rights and obligations under the Credit Agreement (including all Note, Loan or any portion of its Commitments and the Loans owing to it and the promissory note or promissory notes, if any, other Obligation held by it) it to any permitted transfereeother Person, and such permitted transferee other Person shall thereupon become vested with all the rights and benefits in respect thereof granted to such Lender herein Secured Creditor under any Loan Document (including this Pledge Agreement) or otherwise, subject, however, to any contrary provisions in such assignment or transfer, and to the provisions of Section 11.8 and Article X of the Credit Agreement.

Appears in 1 contract

Samples: Pledge Agreement (E&s Holdings Corp)

Continuing Security Interest; Assignments under the Credit Agreement. This Subject to Section 27, this Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue remain in full force and effect (notwithstanding until the fact that from time to time there may be no Obligations outstanding) until latest of (i) the Credit Agreement has terminated pursuant to its express terms and payment in full in cash of the Secured Obligations, (ii) the termination or reduction to zero of all of Commitments and (iii) no Secured Hedge Agreement being in effect and all transactions entered into under the Obligations (other than any contingent indemnification obligations not then due and payable) have been paid in full and no commitments of the Administrative Agent or the Lenders which would give rise to any Obligations are outstanding. Secured Hedge Agreements being terminated, (b) be binding upon each Grantor, its successors and assigns and (c) inure, together with the rights and remedies of the Administrative Collateral Agent hereunder, to the benefit of the Secured Parties and their respective successors, permitted transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 of the Credit Agreement, any Lender may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including including, without limitation, all or any portion of its Commitments and Commitments, the Loans owing to it and the promissory note Note or promissory notesNotes, if any, held by it) to any permitted transfereeother Person, and such permitted transferee other Person shall thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, in each case to the extent permitted by Section 15.06 of the Credit Agreement.

Appears in 1 contract

Samples: Security Agreement (Midway Gold Corp)

Continuing Security Interest; Assignments under the Credit Agreement. This Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue except as otherwise provided in Section 9.16 of the Credit Agreement, remain in full force and effect (notwithstanding until the fact that from time to time there may be no Obligations outstanding) until latest of (i) the Credit Agreement has terminated pursuant to its express terms payment in full in cash of the Secured Obligations, and (ii) all of the Obligations (other than any contingent indemnification obligations not then due and payable) have been paid in full and no commitments of the Administrative Agent or the Lenders which would give rise to any Obligations are outstanding. Termination Date, (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, permitted transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 9.08 of the Credit Agreement, any Lender may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including including, without limitation, all or any portion of its Commitments and Commitments, the Loans Advances owing to it and the promissory note Note or promissory notesNotes, if any, held by it) to any permitted transferee, and such permitted transferee shall thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise.

Appears in 1 contract

Samples: Intellectual Property Security Agreement (Eastman Kodak Co)

Continuing Security Interest; Assignments under the Credit Agreement. This Agreement shall create a continuing guaranty and continuing security interest in the Collateral and shall (a) continue remain in full force and effect (notwithstanding until the fact that from time to time there may be no Obligations outstanding) until latest of (i) the Credit Agreement has terminated pursuant to its express terms payment in full in cash of the Secured Obligations, and (ii) all of the Obligations (other than any contingent indemnification obligations not then due and payable) have been paid in full and no commitments of the Administrative Agent or the Lenders which would give rise to any Obligations are outstanding. Termination Date, (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, permitted transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), to the extent permitted in Section 9.04 9.07 of the Credit Agreement, any Lender may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including including, without limitation, all or any portion of its Commitments and Commitments, the Loans Advances owing to it and the promissory note Note or promissory notesNotes, if any, held by it) to any permitted transferee, and such permitted transferee shall thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise.

Appears in 1 contract

Samples: Canadian Security Agreement (Eastman Kodak Co)

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