Common use of Continuing Security Interest; Termination Clause in Contracts

Continuing Security Interest; Termination. (a) Except as provided in Section 25(b), this Agreement shall create a continuing security interest in the Collateral and shall (i) remain in full force and effect until the later of the payment or satisfaction in full of the Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, (ii) be binding upon Grantor, its successors and assigns and (iii) except to the extent that the rights of any transferor or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any of the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateral. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the payment in full in cash of the Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, this Agreement and the security interest granted hereby shall terminate and all rights to the Collateral shall revert to Grantor. Upon any such termination of security interest, Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's expense, execute and deliver to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assets.

Appears in 3 contracts

Sources: Security Agreement (Brightpoint Inc), Security Agreement (Brightpoint Inc), Credit Agreement (Brightpoint Inc)

Continuing Security Interest; Termination. (a) Except as provided in Section 25(b20(b), this Agreement shall create a continuing security interest in the Collateral and shall (i) remain in full force and effect until the later of the payment or satisfaction in full of the Secured Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, (ii) be binding upon Grantor, its successors and assigns and (iii) except to the extent that the rights of any transferor or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any of the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateral. Grantor's ’s successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the later of (i) the payment in full in cash of the Secured Obligations (other than contingent indemnity obligations) and (ii) the termination of the Credit Agreement, this Agreement and the security interest granted hereby shall terminate and all rights to the Collateral shall revert to Grantor. Upon any such termination of security interest, Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's ’s expense, execute and deliver to Grantor such other documents (including, but not limited to, Uniform Commercial Code termination statements and release of security interests for filing in the United States Patent and Trademark Office and Copyright Office) as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assets.

Appears in 2 contracts

Sources: Security Agreement (Bio Rad Laboratories Inc), Security Agreement (Bio Rad Laboratories Inc)

Continuing Security Interest; Termination. (a) Except as provided in Section 25(b), this Agreement shall create a continuing security interest in the Collateral and shall (i) remain in full force and effect until the later of the payment or satisfaction in full of the Secured Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, (ii) be binding upon Grantor, its successors and assigns and (iii) except to the extent that the rights of any transferor transferor, or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any of the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateral. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the payment in full in cash of the Secured Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, this Agreement and the security interest granted hereby shall automatically terminate and all rights to the Collateral shall revert to Grantor. Upon any such termination of security interest, Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's expense, promptly execute and deliver to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement will automatically release and terminate with respect to such assetsassets and the Agent shall promptly make all filings necessary to reflect such release and termination.

Appears in 2 contracts

Sources: Security Agreement (Gfsi Inc), Security Agreement (Gfsi Inc)

Continuing Security Interest; Termination. (a) Except as provided in Section 25(b20(b), this Agreement shall create a continuing security interest in the Collateral and shall (i) remain in full force and effect until the later of the payment or satisfaction in full of the Secured Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, (ii) be binding upon Grantor, its successors and assigns and (iii) except to the extent that the rights of any transferor or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any of the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateral. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the later of (i) the payment in full in cash of the Secured Obligations (other than contingent indemnity obligations) and (ii) the termination of the Credit Agreement, this Agreement and the security interest granted hereby shall terminate and all rights to the Collateral shall revert to Grantor. Upon any such termination of security interest, Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's expense, execute and deliver to Grantor such other documents (including, but not limited to, Uniform Commercial Code termination statements and release of security interests for filing in the United States Patent and Trademark Office and Copyright Office) as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assets.

Appears in 1 contract

Sources: Security Agreement (Bio Rad Laboratories Inc)

Continuing Security Interest; Termination. (a) Except as provided in Section 25(b), this This Escrow and Security Agreement shall create a continuing security interest in and to and Lien on the Collateral and shall (i) shall, unless otherwise provided in the Indenture or in this Escrow and Security Agreement, remain in full force and effect until the later payment in full in cash of the payment or satisfaction in full of the Obligations (other than contingent indemnity obligations) Obligations. This Escrow and the termination of the Credit Agreement, (ii) Security Agreement shall be binding upon Grantorthe Pledgor, its transferees, successors and assigns assigns, and (iii) except to the extent that the rights of any transferor or assignor are limited by the terms of the Credit Agreement, shall inure, together with the rights and remedies of the Administrative Security Agent hereunder, to the benefit of the Administrative Agent and any of Trustee, the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Document is intended or shall be construed to give any other Person any rightand their respective successors, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateral. Grantor's successors transferees and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or thereforassigns. (b) Upon This Escrow and Security Agreement shall terminate upon the payment in full in cash of the Obligations (other than contingent indemnity obligations) Obligations. At such time, the Trustee shall cause the Security Agent, pursuant to an Issuer Order, and subject to and in accordance with the termination applicable terms of the Credit AgreementIndenture, if any, to reassign and redeliver to the Pledgor all of the Collateral hereunder that has not been sold, disposed of, retained or applied by the Trustee in accordance with the terms of this Escrow and Security Agreement and the Indenture such that such Collateral will be subject in all respects to a valid and existing security interest granted hereby and Lien under the Indenture and Security Agreement. Such reassignment and redelivery shall terminate and all rights be without warranty by or recourse to the Security Agent in its capacity as such, except as to the absence of any Liens on the Collateral shall revert to Grantor. Upon any such termination of security interestcreated by or arising through the Trustee (except as may be granted under the Indenture or Security Agreement or other Collateral Agreement), Grantor and shall be entitled to at the return, upon its request cost and at its expense, of such expense of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's expense, execute and deliver to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assetsPledgor.

Appears in 1 contract

Sources: Escrow and Security Agreement (Discovery Zone Inc)

Continuing Security Interest; Termination. (a) Except as provided in Section 25(b), this This Agreement shall create a continuing security interest in the Collateral (subject to the provisions of Section 2(iv)) and shall (ia) remain in full force and effect until the later of the payment or satisfaction in full of the all Secured Obligations (other than contingent indemnity obligationsSecured Obligations in the nature of continuing indemnities or expense reimbursement obligations not yet due and payable) shall have been indefeasibly paid in full in cash, the commitments or other obligations of the Agent or any Lender to make any Loan under the Credit Agreement shall have expired and the Letters of Credit shall have expired, (b) be binding upon Pledgor, its successors and assigns, and (c) inure to the benefit of the Agent, the Lenders and their respective successors, transferees and assigns. Without limiting the generality of the foregoing clause (c) and subject to the termination provisions of the Credit Agreement, (ii) be binding upon Grantorany Lender may assign or otherwise transfer any Note held by it to any other person or entity, its successors and assigns and (iii) except such other person or entity shall thereupon become vested with all the benefits in respect thereof granted to the extent that the rights of any transferor or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any of the Holders of Secured Obligations. Nothing set forth such Lender herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateralotherwise. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the indefeasible payment in full in cash of the Secured Obligations (other than contingent indemnity obligationsSecured Obligations in the nature of continuing indemnities or expense reimbursement obligations not yet due and payable) and the termination cancellation or expiration of the Letters of Credit Agreementand termination or expiration of all commitments and other obligations of the Agent and any Lender to make any Loan, this Agreement and the security interest granted hereby Pledgor shall terminate and all rights be entitled, subject to the Collateral shall revert to Grantor. Upon any such termination provisions of security interestSection 12 hereof, Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's expense, execute and deliver to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assetshereof.

Appears in 1 contract

Sources: Lc Account Agreement (Vitas Healthcare Corp)

Continuing Security Interest; Termination. (a) Except as provided in Section 25(bSECTION 20(B), this Agreement shall create a continuing security interest in the Collateral and shall (i) remain in full force and effect until the later of the payment or satisfaction in full of the Secured Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreementeach Secured Obligation Document, (ii) be binding upon GrantorGrantors, its their successors and assigns and (iii) except to the extent that the rights of any transferor transferor, or assignor are limited by the terms of the Credit Agreementany Secured Obligation Document, inure, together with the rights and remedies of the Administrative Collateral Agent hereunder, to the benefit of the Administrative Collateral Agent and any of the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Secured Obligation Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Secured Obligation Document or any Collateral. Grantor's Grantors' successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the payment in full in cash of the Secured Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreementall Secured Obligation Documents, this Agreement and the security interest granted hereby shall automatically terminate and all rights to the Collateral shall revert to GrantorGrantors. Upon any such termination of security interest, Grantor Grantors shall be entitled to the return, upon its their request and at its their expense, of such of the Collateral held by the Administrative Collateral Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Collateral Agent will, at Grantor's Grantors' expense, execute promptly execute, file and deliver to Grantor Grantors termination statements and such other documents as Grantor Grantors shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assets.

Appears in 1 contract

Sources: Security Agreement (National Auto Credit Inc /De)

Continuing Security Interest; Termination. (a) Except as ----------------------------------------- provided in Section 25(b), this Agreement shall create a continuing security ------------- interest in the Collateral and shall (i) remain in full force and effect until the later of the payment or satisfaction in full of the Secured Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, (ii) be binding upon Grantor, its successors and assigns and (iii) except to the extent that the rights of any transferor transferor, or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any of the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateral. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the payment in full in cash of the Secured Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, this Agreement and the security interest granted hereby shall terminate and all rights to the Collateral shall revert to Grantor. Upon any such termination of security interest, Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's expense, execute and deliver to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assets.

Appears in 1 contract

Sources: Security Agreement (Pacer International Inc)

Continuing Security Interest; Termination. (a) Except as provided in Section 25(b), this Agreement shall create a continuing security interest in the Collateral and shall (i) remain in full force and effect until the later of the payment or satisfaction in full of the Obligations Liabilities (other than contingent indemnity obligations) and the termination of the Credit Agreement, (ii) be binding upon Grantor, its successors and assigns and (iii) except to the extent that the rights of any transferor transferor, or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any of the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateral. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the payment in full in cash of the Obligations Liabilities (other than contingent indemnity obligations) and the termination of the Credit Agreement, this Agreement and the security interest granted hereby shall terminate and all rights to the Collateral shall revert to Grantor. Upon any such termination of security interest, Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's expense, execute and deliver to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assets.

Appears in 1 contract

Sources: Consent Agreement (SCP Pool Corp)

Continuing Security Interest; Termination. (a) Except as provided in Section 25(b), this This Agreement ----------------------------------------- shall create a continuing security interest in the Collateral and shall (ia) remain in full force and effect until all Secured Obligations shall have been indefeasibly paid in full in cash, the later Revolving Credit Commitments or other obligations of the payment Agent or satisfaction in full any Lender to make any Loan under the Credit Agreement shall have expired, the Letters of Credit shall have expired and the Revolving Credit Termination Date shall have occurred, (b) be binding upon the Pledgor, its successors and assigns, and (c) inure to the benefit of the Obligations Agent, the Lenders and their respective successors, transferees and assigns. Without limiting the generality of the foregoing clause (other than contingent indemnity obligationsc) and subject to the termination provisions of the Credit Agreement, (ii) be binding upon Grantorany Lender may assign or otherwise transfer any Note held by it to any other person or entity, its successors and assigns and (iii) except such other person or entity shall thereupon become vested with all the benefits in respect thereof granted to the extent that the rights of any transferor or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any of the Holders of Secured Obligations. Nothing set forth such Lender herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateralotherwise. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the indefeasible payment in full in cash of the Secured Obligations (and cancellation or expiration of the Letters of Credit and termination or expiration of all Revolving Credit Commitments and other than contingent indemnity obligations) obligations of the Agent and any Lender to make any Loan and the termination occurrence of the Revolving Credit AgreementTermination Date, this Agreement and the security interest granted hereby shall terminate and all rights to the Collateral shall revert to Grantor. Upon any such termination of security interest, Grantor Pledgor shall be entitled to the return, upon its request and at its expense, of such of the its Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's expense, execute and deliver to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assetshereof.

Appears in 1 contract

Sources: Lc Account Agreement (Proffitts Inc)

Continuing Security Interest; Termination. (aA) Except as provided in Section 25(b24(B), this Agreement shall create a continuing security interest in the Collateral and shall (i) remain in full force and effect until the later of (a) the payment or satisfaction in full in cash of the Secured Obligations and (other than contingent indemnity obligationsb) the termination or expiration of the Commitments, all Letters of Credit issued pursuant to the Credit Agreement and the termination of the Credit Agreementother Loan Documents, (ii) be binding upon each Grantor, its their respective successors and assigns and (iii) except to the extent that the rights of any transferor or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any of the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateral. Each Grantor's respective successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (bB) Upon the later of (i) the payment or satisfaction in full in cash of the Secured Obligations and (other than contingent indemnity obligationsii) the termination or expiration of the Commitments, all Letters of Credit issued pursuant to the Credit Agreement and the termination of the Credit Agreementother Loan Documents, this Agreement and the security interest granted hereby shall terminate and all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination of security interest, such Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at such Grantor's expense, execute and deliver to such Grantor such other documents as such Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, and provided adequate provision is made for the Administrative application of the proceeds thereof in a manner consistent with the requirements of the Credit Agreement, the Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assets.

Appears in 1 contract

Sources: Credit Agreement (CTS Corp)

Continuing Security Interest; Termination. (a) Except as ----------------------------------------- provided in Section 25(b), this Agreement shall create a continuing security ------------- interest in the Collateral and shall (i) remain in full force and effect until the later of the payment or satisfaction in full of the Secured Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, (ii) be binding upon Grantor, its successors and assigns and (iii) except to the extent that the rights of any transferor transferor, or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any of the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateral. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the payment in full in cash of the Secured Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, this Agreement and the security interest granted hereby shall automatically terminate and all rights to the Collateral shall revert to Grantor. Upon any such termination of security interest, Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's expense, promptly execute and deliver to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement will automatically release and terminate with respect to such assetsassets and the Agent shall promptly make all filings necessary to reflect such release and termination.

Appears in 1 contract

Sources: Credit Agreement (Gfsi Inc)

Continuing Security Interest; Termination. (a) Except as provided in Section SECTION 25(b), this Agreement shall create a continuing security interest in the Collateral and shall (i) remain in full force and effect until the later of the payment or satisfaction in full of the Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, (ii) be binding upon Grantor, its successors and assigns and (iii) except to the extent that the rights of any transferor or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any of the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateral. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the payment in full in cash of the Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, this Agreement and the security interest granted hereby shall terminate and all rights to the Collateral shall revert to Grantor. Upon any such termination of security interest, Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's expense, execute and deliver to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assets.

Appears in 1 contract

Sources: Security Agreement (Ifr Systems Inc)

Continuing Security Interest; Termination. (a) Except as provided in Section 25(b), this This Agreement shall create a continuing security interest in the Collateral and shall (i) remain in full force and effect until the later of the payment or satisfaction in full of the all Secured Obligations (other than contingent indemnity obligationsSecured Obligations in the nature of continuing indemnities or expense reimbursement obligations not yet due and payable) shall have been indefeasibly paid in full in cash, and the termination cancellation or expiration of the Letters of Credit Agreement, (ii) be binding upon Grantor, its successors and assigns termination or expiration of all commitments and (iii) except to the extent that the rights of any transferor or assignor are limited by the terms other obligations of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any Lender to make any Loan and the occurrence of the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Document is intended or Facility Termination Date, Pledgor shall be construed to give any other Person any rightentitled, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateral. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the payment in full in cash of the Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, this Agreement and the security interest granted hereby shall terminate and all rights subject to the Collateral shall revert to Grantor. Upon any such termination provisions of security interestSection 11 hereof, Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof hereof. Upon the indefeasible payment in full in cash of the Secured Obligations (other than Secured Obligations in the nature of continuing indemnities or expense reimbursement obligations not yet due and payable) and the Administrative Agent willcancellation or expiration of all Letters of Credit and termination or expiration of all commitments and other obligations of the Issuing Bank to issue any Letters of Credit and the occurrence of the Facility Termination Date, Pledgor shall be entitled, subject to the provisions of Section 12 hereof, to the return, upon its request and at Grantor's its expense, execute and deliver of such of the Collateral as shall not have been sold or otherwise applied pursuant to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assetsterms hereof.

Appears in 1 contract

Sources: Credit Agreement (Bolle Inc)

Continuing Security Interest; Termination. (a) Except as provided in Section SECTION 25(b), this Agreement shall create a continuing security interest in the Collateral and shall (i) remain in full force and effect until the later of the payment or satisfaction in full of the Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, (ii) be binding upon Grantor, its successors and assigns and (iii) except to the extent that the rights of any transferor transferor, or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any of the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateral. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the payment satisfaction in full in cash of the Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, this Agreement and the security interest granted hereby shall terminate and all rights to the Collateral shall revert to Grantor. Upon any such termination of security interest, Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's expense, execute and deliver to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assets.

Appears in 1 contract

Sources: Security Agreement (Archibald Candy Corp)

Continuing Security Interest; Termination. (a) Except ----------------------------------------- as provided in Section 25(b), this Agreement shall create a continuing security ------------- interest in the Collateral and shall (i) remain in full force and effect until the later of the payment or satisfaction in full of the Secured Obligations (other than contingent indemnity obligationsobligations for which no unsatisfied demand has been made) and the termination of the Credit AgreementIndenture, (ii) be binding upon Grantor, its successors and assigns assigns, and (iii) except to the extent that the rights of any transferor or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent Trustee hereunder, to the benefit of the Administrative Agent Trustee and any of the Holders of Secured ObligationsHolders. Nothing set forth herein or in any other Loan Security Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Security Document or any Collateral. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtorGrantor-in-possession thereof or therefor. (b) Upon the payment in full in cash of the Secured Obligations (other than contingent indemnity obligationsobligations for which no unsatisfied demand has been made) and the termination of the Credit AgreementIndenture, this Agreement and the security interest granted hereby shall terminate and all rights to the Collateral shall revert to Grantor. Upon any such termination of security interest, Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent Trustee as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent Trustee will, at Grantor's expense, execute and deliver to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assets.

Appears in 1 contract

Sources: Security Agreement (Majestic Star Casino LLC)

Continuing Security Interest; Termination. (a) Except as provided in Section 25(b), this Agreement shall create a continuing security interest in the Collateral and shall (i) remain in full force and effect until the later of the payment or satisfaction in full of the Secured Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, (ii) be binding upon Grantor, its successors and assigns and (iii) except to the extent that the rights of any transferor transferor, or assignor are limited or prohibited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and any of the Holders of Secured Obligations. Nothing set forth herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateral. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the payment in full in cash of the Secured Obligations (other than contingent indemnity obligations) and the termination of the Credit Agreement, this Agreement and the security interest granted hereby shall automatically terminate and all rights to the Collateral shall revert to Grantor. Upon any such termination of security interest, Grantor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's expense, promptly execute and deliver to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement will automatically release and terminate with respect to such assetsassets and the Agent shall promptly make all filings necessary to reflect such release and termination.

Appears in 1 contract

Sources: Security Agreement (FTD Corp)

Continuing Security Interest; Termination. (a) Except as provided in Section 25(b), this Agreement This agreement shall create a continuing security interest in the Collateral collateral and shall (ia) remain in full force and effect until all secured obligations shall have been indefeasibly paid in full in cash, the later revolving credit commitments or other obligations of the payment agent or satisfaction in full any lender to make any loan under the credit agreement shall have expired, the letters of the Obligations (other than contingent indemnity obligations) credit shall have expired and the revolving credit termination of the Credit Agreementdate shall have occurred, (iib) be binding upon Grantorthe pledgor, its successors and assigns assigns, and (iiic) except to the extent that the rights of any transferor or assignor are limited by the terms of the Credit Agreement, inure, together with the rights and remedies of the Administrative Agent hereunder, inure to the benefit of the Administrative Agent agent, the lenders and any their respective successors, transferees and assigns. Without limiting the generality of the Holders foregoing clause (c) and subject to the provisions of Secured Obligations. Nothing set forth the credit agreement, any lender may assign or otherwise transfer any note held by it to any other person or entity, and such other person or entity shall thereupon become vested with all the benefits in respect thereof granted to such lender herein or in any other Loan Document is intended or shall be construed to give any other Person any right, remedy or claim under, to or in respect of this Agreement or any other Loan Document or any Collateralotherwise. Grantor's successors and assigns shall include, without limitation, a receiver, trustee or debtor-in-possession thereof or therefor. (b) Upon the indefeasible payment in full in cash of the Obligations (secured obligations and cancellation or expiration of the letters of credit and termination or expiration of all revolving credit commitments and other than contingent indemnity obligations) obligations of the agent and any lender to make any loan and the termination occurrence of the Credit Agreementrevolving credit termination date, this Agreement and the security interest granted hereby shall terminate and all rights to the Collateral shall revert to Grantor. Upon any such termination of security interest, Grantor pledgor shall be entitled to the return, upon its request and at its expense, of such of the Collateral held by the Administrative Agent its collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Administrative Agent will, at Grantor's expense, execute and deliver to Grantor such other documents as Grantor shall reasonably request to evidence such termination. In connection with any sales of assets permitted under the Credit Agreement, the Administrative Agent will release and terminate the liens and security interests granted under this Agreement with respect to such assetshereof.

Appears in 1 contract

Sources: Lc Account Agreement (Proffitts Inc)