Common use of Encumbrance Clause in Contracts

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 21 contracts

Samples: Loan and Security Agreement (Technest Holdings Inc), Term Loan and Security Agreement (Cavium Networks), Loan and Security Agreement (Physiometrix Inc)

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Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 16 contracts

Samples: Loan and Security Agreement (Otix Global, Inc.), Loan and Security Agreement (Sonic Foundry Inc), Loan and Security Agreement (Numerex Corp /Pa/)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 11 contracts

Samples: Loan and Security Agreement (Ikanos Communications), Loan and Security Agreement (Betawave Corp.), Loan and Security Agreement (BG Medicine, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 7 contracts

Samples: Loan and Security Agreement (Sento Corp), Loan and Security Agreement (Intrusion Inc), Loan and Security Agreement (Concurrent Computer Corp/De)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be , subject to Permitted Liens.

Appears in 6 contracts

Samples: Ar Financing Loan Agreement (Netlogic Microsystems Inc), Ar Financing Loan Agreement (Netlogic Microsystems Inc), Loan and Security Agreement (Perficient Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The lien status of Bank regarding the Collateral may also be to change, subject only to Permitted LiensLiens as may be applicable.

Appears in 5 contracts

Samples: Loan and Security Agreement (Kintera Inc), Loan and Security Agreement (Dpac Technologies Corp), Loan and Security Agreement (Occam Networks Inc/De)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual PropertyCollateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 4 contracts

Samples: Loan and Security Agreement (Cray Inc), Loan and Security Agreement (Omeros Corp), Loan and Security Agreement (Sciclone Pharmaceuticals Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted LiensLiens permitted to have priority over the security interest granted to Agent hereunder, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 4 contracts

Samples: Loan and Security Agreement (Expensify, Inc.), Loan and Security Agreement (Expensify, Inc.), Loan and Security Agreement (Expensify, Inc.)

Encumbrance. (a) Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, ; or (b) permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject , except for Permitted Liens that are permitted by the terms of this Agreement to Permitted Lienshave priority over the security interest granted to Lender hereunder.

Appears in 4 contracts

Samples: Loan and Security Agreement (Pulmonx Corp), Loan and Security Agreement (Pulmonx Corp), Loan and Security Agreement (Pulmonx Corp)

Encumbrance. Create, incur, allow, or allow suffer to exist any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to , in each case except for Permitted Liens.

Appears in 3 contracts

Samples: Loan and Security Agreement (Spartan Acquisition Corp. II), Loan and Security Agreement (Sunlight Financial Holdings Inc.), Loan and Security Agreement (Sunlight Financial Holdings Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be here, subject to Permitted Liens.

Appears in 3 contracts

Samples: Loan and Security Agreement (Sirf Technology Holdings Inc), Loan Modification Agreement (Sirf Technology Holdings Inc), Loan and Security Agreement (Callidus Software Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject , except in connection with Permitted Liens permitted to Permitted Lienshave priority over Agent’s Lien.

Appears in 3 contracts

Samples: Loan and Security Agreement (Porch Group, Inc.), Loan and Security Agreement (Allurion Technologies Holdings, Inc.), Loan and Security Agreement (Tracon Pharmaceuticals, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, property (including the its Intellectual Property), or assign or convey any right to receive income, including the sale of any AccountsAccounts (except as permitted by Section 7.1), or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Lienshereunder.

Appears in 3 contracts

Samples: Loan and Security Agreement (Harmonic Inc), Loan and Security Agreement (Harmonic Inc), Loan and Security Agreement (Harmonic Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Propertyintellectual property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 3 contracts

Samples: Loan and Security Agreement (Intrusion Inc), Loan and Security Agreement (Axesstel Inc), Silicon Valley Bank Loan and Security Agreement (Versant Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, property (including the its Intellectual Property), or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Lienshereunder.

Appears in 3 contracts

Samples: Loan and Security Agreement (Palmsource Inc), Loan and Security Agreement (Legato Systems Inc), Loan and Security Agreement (Palm Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be , subject only to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Exa Corp), Loan and Security Agreement (Nuance Communications)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted LiensLiens or Permitted Factoring, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Alvarion LTD), Loan and Security Agreement (Alvarion LTD)

Encumbrance. CreateExcept as is otherwise permitted hereunder and except for “Permitted Liens,” create, incur, or allow any Lien on any of its property, including the Intellectual PropertyCollateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Ista Pharmaceuticals Inc), Loan and Security Agreement (Ista Pharmaceuticals Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual PropertyCollateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be here, subject to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Isis Pharmaceuticals Inc), Loan and Security Agreement (Cancervax Corp)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also herein with the priority purported to be subject to Permitted Liensgranted hereby.

Appears in 2 contracts

Samples: Agreement (RMG Networks Holding Corp), Loan and Security Agreement (RMG Networks Holding Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank’s first priority security interest granted herein. The in the Collateral may also be subject to Permitted Lienschange.

Appears in 2 contracts

Samples: Loan and Security Agreement (Blackboard Inc), Loan and Security Agreement (Blackboard Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, Collateral or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, Liens or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Relypsa Inc), Loan and Security Agreement (Relypsa Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, Liens or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.” and inserting in lieu thereof the following:

Appears in 2 contracts

Samples: Loan and Security Agreement (T2 Biosystems, Inc.), Loan and Security Agreement (T2 Biosystems, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.” and inserting in lieu thereof:

Appears in 2 contracts

Samples: Third Loan Modification Agreement (BG Medicine, Inc.), Third Loan Modification Agreement (BG Medicine, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, Liens or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (T2 Biosystems, Inc.), Loan and Security Agreement (T2 Biosystems, Inc.)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual PropertyCollateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Force10 Networks Inc), Loan and Security Agreement (Force10 Networks Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Lienshereunder.

Appears in 2 contracts

Samples: Loan Agreement (Cypress Semiconductor Corp /De/), Loan and Security Agreement (Cypress Semiconductor Corp /De/)

Encumbrance. Create, incur, or allow any Lien on any of its property, including Intellectual Property or the Intellectual Property, or assign or convey any right to receive income, including the sale Property of any Accounts, or permit any of its Subsidiaries to do soBorrower Subsidiary, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be here, subject to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Silicon Storage Technology Inc), Loan and Security Agreement (Silicon Storage Technology Inc)

Encumbrance. CreateExcept for Permitted Liens, create, incur, allow, or allow suffer to exist any Lien on any of its property, including the Intellectual Propertyproperty or assets, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The in the Loan Documents or otherwise pursuant to the Collateral may also be subject to Permitted LiensDocuments.

Appears in 2 contracts

Samples: Loan Agreement (iRhythm Technologies, Inc.), Loan Agreement (iRhythm Technologies, Inc.)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, property (including the any Intellectual Property), or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted herein. The , except in connection with Permitted Liens permitted to have priority over Collateral may also be subject to Permitted LiensTrustee’s Lien.

Appears in 2 contracts

Samples: Loan and Security Agreement (Metacrine, Inc.), Loan and Security Agreement (Metacrine, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Bottomline Technologies Inc /De/), Loan and Security Agreement (Open Solutions Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Propertywithout limitation its intellectual property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Restricted Subsidiaries to do so, except for Permitted Liens, and, except as otherwise provided or contemplated in the Loan Documents, permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Luca Technologies Inc), Loan and Security Agreement (Luca Technologies Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority (subject, in respect of priority, to Permitted Liens that, under applicable law, have priority over Collateral Agent’s Lien) security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Vapotherm Inc), Loan and Security Agreement (Vapotherm Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject , except in connection with Permitted Liens permitted to Permitted Lienshave priority over Bank’s Lien pursuant hereto.

Appears in 2 contracts

Samples: Loan and Security Agreement (PROCEPT BioRobotics Corp), Loan and Security Agreement (Vapotherm Inc)

Encumbrance. CreateExcept for Permitted Liens, create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Propertyproperty or assets, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The herein or otherwise pursuant to the Collateral may also be subject to Permitted Liens.Documents;

Appears in 2 contracts

Samples: Loan and Security Agreement (Novocure LTD), Loan and Security Agreement (Novocure LTD)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority Lender’s security interest granted herein. The in the Collateral may also be to change, subject to Permitted Liens.

Appears in 2 contracts

Samples: Note and Warrant Purchase Agreement (Egain Communications Corp), Note and Warrant Purchase Agreement (Egain Communications Corp)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted herein. The , except in connection with Permitted Liens that are permitted to have priority over Collateral may also be subject to Permitted Liens.Trustee’s Lien, or enter into any agreement, document,

Appears in 1 contract

Samples: Loan and Security Agreement (Acumen Pharmaceuticals, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be here, subject only to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Sipex Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey convey, any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Aprimo, INC)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any AccountsAccounts (other than pursuant to the Receivables Purchase Agreement), or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be here, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Deltagen Inc)

Encumbrance. Create, incur, or allow any Lien (except for Permitted Liens) on any of its property, property (including the its Intellectual Property), or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted hereinhereunder. The Collateral Borrower may also be subject to Permitted Lienslicense its Intellectual Property in a manner consistent with Borrower’s ordinary course of business without notice to, or consent from, Bank.

Appears in 1 contract

Samples: Loan and Security Agreement (Tivo Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of of, the Collateral and/or its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to by the Security Documents, except as is otherwise permitted in Clause 9.1 (Dispositions) and the definition of “Permitted Liens.

Appears in 1 contract

Samples: Loan Agreement (Mereo Biopharma Group PLC)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to , except in connection with Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Minerva Surgical Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual PropertyCollateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be hereunder, subject to Permitted Liens, or create, incur, or allow any Lien on any Fund Interests.

Appears in 1 contract

Samples: Loan and Security Agreement (Thomas Weisel Partners Group, Inc.)

Encumbrance. Create, incurIncur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be here, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Divx Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, property or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Falconstor Software Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or ----------- assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted herein. The in the Collateral may also be subject to Permitted Lienschange.

Appears in 1 contract

Samples: Loan and Security Agreement (Aml Communications Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted herein, except in connection with Permitted Liens permitted to have priority over Collateral Trustee’s Lien. The Collateral may also be subject to Permitted Liens.205707600 v10

Appears in 1 contract

Samples: Loan and Security Agreement (Evelo Biosciences, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its ----------- property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted herein. The Collateral may also be subject to Permitted Liensinterest.

Appears in 1 contract

Samples: Security Agreement (Switchboard Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, property (including the its Intellectual Property), or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be , subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Senorx Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first or second priority security interest granted herein. The Collateral may also be here, as applicable and subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Winwin Gaming Inc)

Encumbrance. Create(a) Except for Permitted Liens: (i) create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or (ii) permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Hansen Medical Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any of Collateral not to be that is subject to the Bank's first priority security interest granted herein. The in the Collateral may also be to change, subject only to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Jamdat Mobile Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted herein. The in the Collateral may also be to change, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Egain Communications Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority Lenders’ security interest granted herein. The in the Collateral may also be to change, subject to Permitted Liens.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Egain Communications Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be here, subject to Permitted LiensLiens and the terms and conditions set forth in the Intercreditor Agreement.

Appears in 1 contract

Samples: Term Loan and Security Agreement (Allied Motion Technologies Inc)

Encumbrance. Create, incur, assume or allow suffer to exist, any Lien on or with respect to any of its propertyproperty or assets, including the Intellectual Propertywhether now owned or hereafter acquired, or assign or convey any right to receive incomeincome or proceeds of any Collateral, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Accelerize Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, income or permit any of its Subsidiaries Guarantors to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Epresence Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on the Collateral or any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (LOCAL.COM)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.” and inserting in lieu thereof the following:

Appears in 1 contract

Samples: Fifth Loan Modification Agreement (American Science & Engineering Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted herein. The in the Collateral may also be subject to Permitted Lienschange.

Appears in 1 contract

Samples: Master Loan and Security Agreement (Imagex Com Inc)

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Encumbrance. CreateExcept for Permitted Liens, create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Propertyproperty or assets, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The herein or otherwise pursuant to the Collateral may also be subject to Permitted LiensDocuments.

Appears in 1 contract

Samples: Loan and Security Agreement (Horizon Pharma, Inc.)

Encumbrance. (a) Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, ; or (b) permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.granted

Appears in 1 contract

Samples: Loan and Security Agreement (Pulmonx Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted herein. The Collateral may also be subject to Permitted Liensinterest.

Appears in 1 contract

Samples: Loan and Security Agreement (Visual Networks Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens, except for those liens arising under clause (c) of the definition of Permitted Liens.

Appears in 1 contract

Samples: Silicon Valley Bank Loan and Security Agreement (M Wave Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, ----------- or assign or convey any right to receive incomeincome (except to the Bank), including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest in the Collateral granted herein. The Collateral may also be , subject only to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (LTX Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Propertyintellectual property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to herein except for Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Cimetrix Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any of its Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be , subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Ecollege Com)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted herein. The Collateral may also be , subject only to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Synchronoss Technologies Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, ----------- or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Switchboard Inc)

Encumbrance. Create, incur, or allow any Lien Lien, except for Permitted Liens, on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be here, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Networth Technologies, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of the Collateral or its intellectual property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Specialized Health Products International Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, ----------- or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Agent's first priority security interest in the Collateral granted herein. The Collateral may also be , subject only to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Exodus Communications Inc)

Encumbrance. Create, incur, allow, or allow suffer to exist any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to , in each case except for Permitted Liens.. 6.6

Appears in 1 contract

Samples: Loan and Security Agreement (Sunlight Financial Holdings Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or ----------- assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Lenders' first priority security interest granted herein. The in the Collateral may also be subject to Permitted Lienschange.

Appears in 1 contract

Samples: Loan and Security Agreement (Clarus Corp)

Encumbrance. (a) Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or (b) permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan Agreement (Workhorse Group Inc.)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of of, the Collateral or its propertyright, including the title and interest in any Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries Subsidiaries/Affiliates to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to by the Security Documents, except as is otherwise permitted in Clause 7.1 (Dispositions’) and the definition of “Permitted Liens.

Appears in 1 contract

Samples: Loan Agreement (Affimed N.V.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual PropertyCollateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Trustwave Holdings, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual PropertyCollateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Lienshere.

Appears in 1 contract

Samples: Loan and Security Agreement (Clarent Corp/Ca)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, Accounts or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Sirtris Pharmaceuticals, Inc.)

Encumbrance. Create, incur, allow, or allow suffer to exist any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Imunon, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for for-Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be here, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Egroups Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted LiensPermittedLiens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (American Science & Engineering Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property (including its intellectual property, including the Intellectual Property), or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be here, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Drugstore Com Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, property (including the any Intellectual Property), or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted herein. The , except in connection with Permitted Liens permitted to have priority over Collateral may also be subject to Permitted LiensTrustee’s Lien, as applicable.

Appears in 1 contract

Samples: Conformed Loan and Security Agreement (Metacrine, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to change in the priority of Bank’s first priority security interest granted herein. The Collateral may also be subject to Permitted Liensin the Collateral.

Appears in 1 contract

Samples: Loan and Security Agreement (Pharsight Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.” and inserting in lieu thereof the following:

Appears in 1 contract

Samples: First Loan Modification Agreement (LTX-Credence Corp)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual PropertyCollateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for (a) Permitted Liens, or (b) Transfers of Accounts in the ordinary course of Borrower’s business in exchange for cash or other unencumbered Property to an entity or entities regularly engaged in the purchase of such Accounts, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be here, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Stratex Networks Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be hereby, subject to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (North American Scientific Inc)

Encumbrance. (a) Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries Credit Party to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first or second priority security interest interest, as applicable, granted herein. The Collateral may also be subject to Permitted Liens.;

Appears in 1 contract

Samples: Loan and Security Agreement (Ikanos Communications, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens.

Appears in 1 contract

Samples: Loan Modification Agreement (Equallogic Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual PropertyCollateral, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to , except as is otherwise permitted in Section 7.1 hereof and the definition of “Permitted LiensLien” herein.

Appears in 1 contract

Samples: Loan and Security Agreement (Senetek PLC /Eng/)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be here, subject to Permitted Liens.. 7.6

Appears in 1 contract

Samples: Loan and Security Agreement (Tanisys Technology Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to , except in connection with Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Brilliant Earth Group, Inc.)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to , except in each case as is otherwise permitted in Section 7.1 hereof and the definition of “Permitted Liens” herein.

Appears in 1 contract

Samples: Loan and Security Agreement (U S Wireless Data Inc)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the of Bank's first priority security interest granted herein. The in the Collateral may also be subject to Permitted Lienschange.

Appears in 1 contract

Samples: Loan and Security Agreement (Ecollege Com)

Encumbrance. Create, incur, or allow any Lien on any of its property, including the Intellectual Property, ----------- or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the Bank's first priority security interest granted herein. The in the Collateral may also be subject only to Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Phase2media Inc)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The Collateral may also be subject to Permitted Liens, except in accordance with the Intercreditor Agreement.

Appears in 1 contract

Samples: Loan and Security Agreement (Colonnade Acquisition Corp.)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except for Permitted Liens, or otherwise permit any Collateral not to be subject to the first priority security interest granted herein. The , except in connection with Permitted Liens permitted to have priority over Collateral may also be subject to Permitted LiensTrustee’s Lien.

Appears in 1 contract

Samples: Loan and Security Agreement (Evelo Biosciences, Inc.)

Encumbrance. Create, incur, allow, or allow suffer any Lien on any of its property, including the Intellectual Property, or assign or convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries to do so, except except, in each case, for Permitted Liens, or permit any Collateral not to be subject to the first priority security interest granted herein. The herein (other than Permitted Liens which may have priority over Agent’s Liens in the Collateral may also be subject to Permitted Liensin accordance with applicable law).

Appears in 1 contract

Samples: Loan and Security Agreement (Rocket Lab USA, Inc.)

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