Obligations Secured. (a) The pledge granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt and complete payment, performance and satisfaction by the Corporation of all indebtedness, liabilities and obligations, present or future, direct or indirect, absolute or contingent, matured or unmatured, at any time due or accruing due, owing by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations"). (b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 3 contracts
Sources: Debenture Pledge Agreement (Pci Carolina Inc), Debenture Pledge Agreement (Pci Carolina Inc), Debenture Pledge Agreement (Pci Carolina Inc)
Obligations Secured. (a) The pledge security interest, lien and other interests granted by to Pledgee, for itself and the ratable benefit of Lenders, pursuant to this Agreement shall secure the prompt performance, observance and indefeasible payment in full of any and all loans, indebtedness, liabilities, obligations, covenants and duties of Pledgor to Lenders and/or Pledgee, of every kind, nature and description arising under or relating to this Agreement, the Credit Agreement, the other Financing Agreements, or transactions hereunder or under any of the foregoing, including principal, interest, charges, fees, costs and expenses, however evidenced, whether as principal, surety, endorser, guarantor or otherwise, whether arising under this Agreement, the Credit Agreement, the other Financing Agreements or otherwise, whether now existing or hereafter arising, whether arising before, during or after the initial or any renewal Term (as defined in the "Pledge"Credit Agreement) shall be continuing collateral security of the Credit Agreement or after the commencement of any case with respect to Pledgor under the United States Bankruptcy Code or any similar statute (including, without limitation, the payment of interest and other amounts which would accrue and become due but for the duecommencement of such case), prompt and complete payment, performance and satisfaction by the Corporation of all indebtedness, liabilities and obligations, present or future, whether direct or indirect, absolute or contingent, matured joint or unmaturedseveral, at any time due or accruing not due, owing by the Corporation to the Collateral Agentprimary or secondary, the Administrative Agent and the Lenders pursuant to the Guaranteeliquidated or unliquidated, and to the Collateral Agentsecured or unsecured, the Trustee and the Noteholders pursuant to the Indentureoriginal, and any ultimate unpaid balance thereof, respectively, and in any currencyrenewed or extended, and whether incurred prior to, at the time of arising directly or subsequent to the execution hereof (collectivelyacquired from others, and together with the including, without limitation, each Lender's and Pledgee's charges, commissions, interest expenses, costs and charges set out attorneys' fees chargeable to Pledgor or any guarantor under this Agreement, the Credit Agreement, the other Financing Agreements or in Section 2.2(b), connection with any of the foregoing (all of the foregoing being collectively referred to herein as the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 3 contracts
Sources: Stock Pledge and Security Agreement (Delta Woodside Industries Inc /Sc/), Stock Pledge and Security Agreement (Delta Mills Inc), Stock Pledge and Security Agreement (Delta Woodside Industries Inc /Sc/)
Obligations Secured. This instrument is executed and delivered by the Trustor to secure and enforce the irrevocable, full, punctual and complete payment and performance when due (whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise) of:
(a) The pledge granted by this Agreement (All amounts due or to become due under the "Pledge") shall be continuing collateral security for Loan Agreement, including the due, prompt and complete payment, performance and satisfaction by the Corporation payment of all indebtedness, liabilities and obligationsamounts due or to become due under the Loan Agreement, present in the original principal amount of up to Twenty-Five Million Dollars ($25,000,000) and under any other Credit Document, together with any amendment, modification, renewal, restatement, replacement or futureextension thereof. Notwithstanding the amount outstanding at any particular time, direct this Deed of Trust secures all amounts due under the Loan Agreement plus all costs, fees, expenses and charges provided therein, which is made a part hereof by reference. All advances under the Loan Agreement are obligatory and are secured by this Deed of Trust. All such obligatory advances, including future advances, and interest, fees, costs and charges thereon will have the same priority as the funds initially advanced under the Loan Agreement;
(b) Any and all other or indirectadditional indebtedness, absolute liabilities or contingentsums for which Trustor is now or may become liable to any Beneficiary or Trustee in any manner, whether under this instrument, the Guarantee, the Loan Agreement, any Credit Document or any other or future instrument or document, either primarily or secondarily, absolutely or contingently, directly or indirectly, jointly, severally, or jointly and severally, and whether matured or unmatured, at any time due and whether or accruing due, owing not created after payment in full of the Obligations if this instrument shall not have been released of record by Beneficiary;
(c) All sums advanced and costs and expenses incurred by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, Beneficiary or the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of (directly or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(bindirectly), the "Obligations").
(b) All expensesincluding all legal, costs accounting, engineering, management, consulting or like fees and charges expenses made or incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenturethe Credit Documents or the Obligations or any part thereof, any amendment, modification, renewal, restatement, replacement or extension thereof, the Security Interest acquisition or perfection of any security therefor or otherwise in connection with the administration, preservation, perfection, enforcement and realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) rights of the nature set forth in Section 8.1.9 Trustee or the Beneficiary hereunder or under any of the Term Loan Agreement or a Default other obligations secured hereby, including reasonable attorneys fees, courts costs and other litigation and foreclosure expenses;
(as defined thereind) of the nature set forth in Section 501(10) of the IndentureAll renewals, extensions, amendments, modifications, restatements and changes of, or an Event of Default (as defined in the Term Loan Agreement substitutions or the Indenture, as the case may be)replacements for, all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a any part of the items described above; and
(e) Each and every covenant and agreement of Trustor contained in any Credit Document. The indebtedness, liabilities and obligations secured hereby, as described in the foregoing clauses (a) – (e) are sometimes referred to herein as the “Obligations”.
Appears in 2 contracts
Sources: Deed of Trust (Santa Fe Gold CORP), Deed of Trust (Santa Fe Gold CORP)
Obligations Secured. This Agreement is made and given to secure, and shall secure, the prompt payment and performance when due of (a) The pledge granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt any and complete payment, performance and satisfaction by the Corporation of all indebtedness, obligations and liabilities of the Pledgors, and obligationsof any of them individually, present to the Secured Creditors, and to any of them individually, under or futurein connection with or evidenced by the Credit Agreement or any other Loan Document, including, without limitation, all obligations evidenced by the Notes of the Borrower heretofore or hereafter issued under the Credit Agreement, all obligations of the Borrower to reimburse the Secured Creditors for the amount of all drawings on all Letters of Credit issued pursuant to the Credit Agreement and all other obligations of the Borrower under all Applications therefor, all obligations of the Pledgors, and of any of them individually, arising under or in connection with or otherwise evidenced by Hedging Agreements with any one or more of the Secured Creditors, and all obligations of the Pledgors, and of any of them individually, arising under any guaranty issued by it relating to the foregoing or any part thereof, in each case whether now existing or hereafter arising (and whether arising before or after the filing of a petition in bankruptcy and including all interest accrued after the petition date), due or to become due, direct or indirect, absolute or contingent, matured and howsoever evidenced, held or unmaturedacquired and (b) any and all expenses and charges, at any time due legal or accruing dueotherwise, owing suffered or incurred by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the IndentureSecured Creditors, and any ultimate unpaid balance thereofof them individually, respectivelyin collecting or enforcing any of such indebtedness, obligations and liabilities or in realizing on or protecting or preserving any currencysecurity therefor, including, without limitation, the lien and whether incurred prior tosecurity interest granted hereby (all of the indebtedness, at the time of or subsequent to the execution hereof (collectivelyobligations, and together with the expensesliabilities, costs expenses and charges set out in Section 2.2(b), described above being hereinafter referred to as the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of . Notwithstanding anything in this Agreement to the Collateral Agentcontrary, the Trusteeright of recovery against any Pledgor under this Agreement (other than the Parent and the Borrower to which this limitation shall not apply) shall not exceed $1.00 less than the lowest amount which would render such Pledgor's obligations under this Agreement void or voidable under applicable law, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligationsincluding fraudulent conveyance law.
Appears in 2 contracts
Sources: Pledge Agreement (Ios Brands Corp), Pledge Agreement (Ios Brands Corp)
Obligations Secured. The obligations secured hereby are the payment and performance of: (a) all present and future Indebtedness of Debtor to Bank; (b) all obligations of Debtor and rights of Bank under this Agreement; and (c) all present and future obligations of Debtor to Bank of other kinds. The pledge granted by this Agreement (the word "Pledge") shall be continuing collateral security for the Indebtedness" is used herein in its most comprehensive sense and includes any and all advances, debts, obligations and liabilities of Debtor, heretofore, now or hereafter made, incurred or created, whether voluntary or involuntary and however arising, whether due or not due, prompt and complete payment, performance and satisfaction by the Corporation of all indebtedness, liabilities and obligations, present or future, direct or indirect, absolute or contingent, matured including, without limitation, all obligations of Debtor to Bank under letter of credit agreements and applications, liquidated or unmaturedunliquidated, at any time due determined or accruing due, owing by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currencyundetermined, and whether incurred prior toDebtor may be liable individually or jointly with others, at or whether recovery upon such Indebtedness may be or hereafter becomes unenforceable including, without limitation, that certain (i) Term Note dated of even date herewith in the time original principal amount of or subsequent $3,550,000.00; (ii) Delayed Draw Term Note dated of even date herewith in the original principal amount of $500,000.00; and (iii) Revolving Line of Credit Note dated of even date herewith in the original principal amount of $500,000.00; all executed by Debtor and payable to the execution hereof order of Bank (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "ObligationsNotes") pursuant to that certain Credit Agreement dated of even date herewith between Debtor and Bank (the "Credit Agreement).
(b) All expenses; and all renewals, costs and charges incurred by or on behalf extensions, rearrangements, amendments, modifications, and/or increases of any of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligationsaforesaid.
Appears in 2 contracts
Sources: Credit Agreement (Allis Chalmers Corp), Security Agreement (Allis Chalmers Corp)
Obligations Secured. This Agreement secures, in part, the prompt payment and performance of:
(a) The pledge granted by the obligations of the Borrower from time to time arising under the Transaction Documents, this Agreement or otherwise with respect to the due and prompt payment of (i) the "Pledge") shall be continuing collateral security for principal of and premium, if any, and interest, penalties, on and all other amounts due to Secured Party under, the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, prompt whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and complete payment, performance and satisfaction by the Corporation of (ii) all indebtedness, liabilities and other monetary obligations, present or futureincluding fees, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, matured or unmatured, at any time due or accruing to become due, owing by now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the Corporation pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Borrower under or with respect to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations").Transaction Documents; and
(b) All expensesall other covenants, costs duties, debts, obligations and charges incurred by or on behalf liabilities of any kind of the Collateral Agent, Borrower under or with respect to the Trustee, the Noteholders, the Administrative Agent or the Lenders, Transaction Documents or any of themother document made, delivered or given in connection with this Debenturethe Transaction Documents, the Security Interest in each case whether evidenced by a note or the realization other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of the Collateralcredit, including, after the occurrence and during the continuance issuance of a Default letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (as defined therein) of the nature all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 8.1.9 of 1 collectively, the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be“Secured Obligations”), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 2 contracts
Sources: Security Agreement (Precision Therapeutics Inc.), Security Agreement (Precision Therapeutics Inc.)
Obligations Secured. This Agreement is made and given to secure, and shall secure, the prompt payment and performance when due of (a) The pledge granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt any and complete payment, performance and satisfaction by the Corporation of all indebtedness, obligations and liabilities of the Debtors, and obligationsof any of them individually, present to the Secured Creditors, and to any of them individually, under or futurein connection with or evidenced by the Credit Agreement or any other Loan Document, including, without limitation, all obligations evidenced by the Notes of the Borrower heretofore or hereafter issued under the Credit Agreement, all obligations of the Borrower to reimburse the Secured Creditors for the amount of all drawings on all Letters of Credit issued pursuant to the Credit Agreement and all other obligations of the Borrower under all Applications therefor, all obligations of the Debtors, and of any of them individually, arising under or in connection with or otherwise evidenced by Hedging Agreements with any one or more of the Secured Creditors, and all obligations of the Debtors, and of any of them individually, arising under any guaranty issued by it relating to the foregoing or any part thereof, in each case whether now existing or hereafter arising (and whether arising before or after the filing of a petition in bankruptcy and including all interest accrued after the petition date), due or to become due, direct or indirect, absolute or contingent, matured and howsoever evidenced, held or unmaturedacquired and (ii) any and all expenses and charges, at any time due legal or accruing dueotherwise, owing suffered or incurred by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the IndentureSecured Creditors, and any ultimate unpaid balance thereofof them individually, respectivelyin collecting or enforcing any of such indebtedness, obligations and liabilities or in realizing on or protecting or preserving any currencysecurity therefor, including, without limitation, the lien and whether incurred prior tosecurity interest granted hereby (all of the indebtedness, at the time of or subsequent to the execution hereof (collectivelyobligations, and together with the expensesliabilities, costs expenses and charges set out in Section 2.2(b), described above being hereinafter referred to as the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of . Notwithstanding anything in this Agreement to the Collateral Agentcontrary, the Trusteeright of recovery against any Debtor under this Agreement (other than the Parent and the Borrower to which this limitation shall not apply) shall not exceed $1.00 less than the lowest amount which would render such Debtor's obligations under this Agreement void or voidable under applicable law, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligationsincluding fraudulent conveyance law.
Appears in 2 contracts
Sources: Security Agreement (Ios Brands Corp), Security Agreement (Ios Brands Corp)
Obligations Secured. (a) The pledge security interest granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt hereby is to secure payment and complete payment, performance and satisfaction by the Corporation of all indebtednessRevolving Loans, debts, liabilities and obligationsobligations of Borrower to Bank hereunder and also any and all other debts, present or futureliabilities and obligations of Borrower to Bank of every kind and description, direct or indirect, absolute or contingent, matured primary or unmaturedsecondary, at any time due or accruing to become due, owing now existing or hereafter arising, whether or not such obligations are related to the transactions described in this Agreement, by class, or kind, or whether or not contemplated by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, parties at the time of the granting of this security interest, regardless of how they arise or subsequent by what agreement or instrument they may be evidenced or whether evidenced by any agreement or instrument, and includes obligations to perform acts and refrain from taking action as well as obligations to pay money including, without limitation, all interest, fees, charges, expenses and overdrafts, and also including, without limitation, all obligations and liabilities which Bank may incur or become liable for, on account of, or as a result of, any transactions between Bank and Borrower including any which may arise out of any Letter of Credit, acceptance or similar instrument or obligation issued for the account of Borrower and also including obligations arising out of any foreign exchange contracts, interest rate swap, cap, floor or hedging agreements and all obligations of Borrower to Bank arising out of or in connection with any Automated Clearing House (“ACH”) agreements relating to the execution hereof (collectivelyprocessing of ACH transactions, and together with the fees, expenses, costs charges and charges set out in Section 2.2(b), other amounts owing or chargeable to Borrower under the "ACH agreements (all hereinafter called “Obligations"”).
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 2 contracts
Sources: Loan and Security Agreement (Starrett L S Co), Loan and Security Agreement (Starrett L S Co)
Obligations Secured. (a) The pledge security interest granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt hereby is to secure payment and complete payment, performance and satisfaction by the Corporation of all indebtednessdebts, liabilities and obligationsobligations of Borrower to Bank hereunder and also any and all other debts, present or futureliabilities and obligations of Borrower to Bank of every kind and description, direct or indirect, absolute or contingent, matured primary or unmaturedsecondary, at any time due or accruing to become due, owing now existing or hereafter arising, whether or not such obligations are related to the transactions described in this Agreement, by class, or kind, or whether or not contemplated by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, parties at the time of the granting of this security interest, regardless of how they arise or subsequent by what agreement or instrument they may be evidenced or whether evidenced by any agreement or instrument, and includes obligations to perform acts and refrain from taking action as well as obligations to pay money including, without limitation, all interest, fees, charges, expenses and overdrafts, and also including, without limitation, all obligations and liabilities which Bank may incur or become liable for, on account of, or as a result of, any transactions between Bank and Borrower including any which may arise out of any letter of credit, acceptance or similar instrument or obligation issued or caused to be issued for the account of Borrower and also including obligations arising out of any foreign exchange contracts, interest rate swap, cap, floor or hedging agreements and all obligations of Borrower to Bank arising out of or in connection with any Automated Clearing House (“ACH”) agreements relating to the execution hereof (collectivelyprocessing of ACH transactions, and together with the fees, expenses, costs charges and charges set out in Section 2.2(b), other amounts owing or chargeable to Borrower under the "ACH agreements (all hereinafter called “Obligations"”).
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 2 contracts
Sources: Loan and Security Agreement (Mfic Corp), Loan and Security Agreement (Sevcon, Inc.)
Obligations Secured. The Agreement is made for the benefit of the Secured Creditors to secure (ai) The pledge granted the full and prompt payment when due of (x) the principal of and interest on the Notes issued, and Loans made, under the Credit Agreement, and all reimbursement obligations and Unpaid Drawings with respect to the Letters of Credit issued under the Credit Agreement and (y) all other obligations and indebtedness (including, without limitation, indemnities, Fees and interest thereon) of the Borrower to the Secured Creditors, whether now existing or hereafter incurred under, arising out of or in connection with the Credit Agreement and the other Credit Documents and the due performance and compliance by the Borrower with all of the terms, conditions and agreements contained in the Credit Agreement and the other Credit Documents; (ii) any and all sums advanced by the Collateral Agent in order to preserve the Collateral (as hereinafter defined) or preserve its security interest in the Collateral; (iii) in the event of any proceeding for the collection or enforcement of any indebtedness, obligations, or liabilities of the Borrower referred to in clause (i) above, after an Event of Default shall have occurred and be continuing, the reasonable expenses of the Collateral Agent of re-taking, holding, preparing for sale or lease, selling or otherwise disposing of or realizing on the Collateral, or of any exercise by the Collateral Agent of its rights hereunder, together with reasonable attorneys' fees of counsel to the Collateral Agent and court costs; and (iv) all amounts paid by any Indemnitee as to which such Indemnitee has the right to reimbursement under Section 11 of this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt and complete payment, performance and satisfaction by the Corporation of all indebtedness, liabilities and such obligations, present or futureliabilities, direct or indirect, absolute or contingent, matured or unmatured, at any time due or accruing due, owing by the Corporation sums and expenses referred to the Collateral Agent, the Administrative Agent and the Lenders pursuant in clauses (i) through (iv) above being collectively referred to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), as the "Obligations").
(b) All expenses, costs . It is acknowledged and charges incurred by or on behalf agreed that the "Obligations" shall include extensions of credit of the Collateral Agenttypes described above, whether outstanding on the Trustee, the Noteholders, the Administrative Agent date of this Agreement or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, extended from time to time after the occurrence and during the continuance date of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligationsthis Agreement.
Appears in 2 contracts
Sources: Security Agreement (Reading & Bates Corp), Security Agreement (Reading & Bates Corp)
Obligations Secured. 1.1. The foregoing conveyance is made to secure and enforce payment and performance of each of the following (herein collectively called the “Obligations”):
(a) The pledge granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt Any and complete payment, performance and satisfaction by the Corporation of all indebtedness, liabilities and obligations arising under or evidenced by, and the performance of all covenants, conditions and agreements undertaken by Mortgagor in connection with the Debentures, and any amendments, renewals or extensions thereof and substitutions or replacements therefor; and all obligations due under, in connection with, or arising out of, all documents evidencing, pertaining to or securing the repayment of the Debentures, including, without limitation, the Purchase Agreement (hereinafter referred to collectively as the “Transaction Documents”), and any amendments to or substitutions for any of the Transaction Documents. The Transaction Documents shall also include any documents or instruments defined as “Transaction Documents” in the Purchase Agreement;
(b) Any sums which may be advanced or paid by Mortgagee under the terms hereof or of the Purchase Agreement or other Transaction Documents on account of the failure of Mortgagor to comply with the covenants of Mortgagor contained herein, or the failure of Mortgagor to comply with the covenants of Mortgagor contained in the Purchase Agreement or any other Transaction Documents; and all other indebtedness of the Mortgagor arising pursuant to the provisions of this Mortgage, including penalties, indemnities, legal and other fees, charges and expenses, and amounts advanced by and expenses incurred in order to preserve any collateral or security interest, whether due after acceleration or otherwise;
(c) All advances, debts, liabilities, obligations, present covenants and duties owing or futureto be owing, whether direct or indirectindirect (including those acquired by assignment), absolute or contingent, matured due or unmaturedto become due, now existing or hereafter arising or incurred, by Mortgagor: (i) to Mortgagee, Indemnitee or other Indemnified Party under any Transaction Document; (ii) to Mortgagee under any futures contracts, forward contracts, swap, cap or collar contracts, option contracts, hedging contracts or other derivative contracts or similar agreements covering oil and gas commodities or prices or financial, monetary or interest rate instruments entered into not in contravention of and subject to the terms of the Purchase Agreement; (iii) all renewals, extensions and rearrangements of the foregoing; and (iv) all interest (including, without limitation, interest accruing at any post-default rate and interest accruing after the filing of any petition in bankruptcy, or the commencement of any insolvency, reorganization or like proceeding, whether or not a claim for post-filing or post-petition interest is allowed in such proceeding) in respect of all of the obligations described in this Section 1.1 and all costs of collection or attorneys’ fees, all as provided herein and in the other Transaction Documents; and
(d) any and all other present or future indebtedness, obligations and liabilities of Mortgagor incurred under, arising out of or in connection with all other debts, obligations and liabilities of every nature whatsoever presently or at any time due or accruing due, hereafter owing by under the Corporation to the Collateral AgentPurchase Agreement, the Administrative Agent and the Lenders Transaction Documents, or hereunder or under any other indebtedness by Mortgagor pursuant to the GuaranteeTransaction Documents, and whether direct or indirect, primary or secondary, fixed or contingent, arising from guaranty, endorsement, suretyship, assignment or otherwise, it being expressly contemplated that Mortgagee, may from time to the Collateral Agent, the Trustee and the Noteholders pursuant time hereafter make additional advances to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of Mortgagor and that Mortgagor may from time to time hereafter otherwise become further obligated or indebted to Mortgagee.
1.2. This Mortgage shall secure any additional indebtedness, not to exceed the Collateral Agentamount of Six Million and 00/100 Dollars ($6,000,000.00), in addition to and over and above the original principal amount of the Debentures, which Mortgagor may owe to Mortgagee, whether direct, indirect, existing, future, contingent or otherwise and whether arising under this Mortgage or otherwise.
1.3. Mortgagor specifically waives presentment, protest, notices of dishonor, intention to accelerate and acceleration.
1.4. The Purchase Agreement, Debentures, this Mortgage and the other documents now or hereafter delivered by the Mortgagor to, or for the benefit of, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, Mortgagee in connection with this Debenture, Obligations are included within the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as Transaction Documents. All capitalized terms not defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as herein are defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the ObligationsPurchase Agreement.
Appears in 1 contract
Obligations Secured. (a) The pledge Lien granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt hereby is to secure payment and complete payment, performance of any and satisfaction by the Corporation of all indebtednessobligations, liabilities and Indebtedness (as defined in Section 15(n) below) of Loan Parties to Lender under this Agreement and the Loan Documents (as defined in Section 4(n) below), and also any and all other obligations, present liabilities and Indebtedness of Loan Parties to Lender (whether or futurenot such obligations are related to the transactions described in this Agreement), direct of any and every kind and nature, howsoever created, arising or evidenced and howsoever owned, held or acquired, whether now or hereafter existing, whether now due or to become due, whether primary, secondary, direct, indirect, absolute absolute, contingent or contingentotherwise (including, matured without limitation, obligations of performance), whether several, joint or unmatured, at any time due or accruing due, owing by the Corporation to the Collateral Agent, the Administrative Agent joint and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currencyseveral, and whether incurred prior toarising or existing under written or oral agreement or by operation of law, at including, without limitation, all interest and fees that accrue after the time commencement by or against any Loan Party of an Insolvency or subsequent to the execution hereof Liquidation Proceeding (as defined in Section 2(b) below), regardless of whether such interest and fees are allowed claims therein (collectively, the “Obligations”). Without limiting the generality of the foregoing, the Obligations of Loan Parties under the Loan Documents include the obligation to pay (i) the principal of the loans and together with advances to Borrowers, (ii) interest accrued on the expensesloans and advances to Borrowers, (iii) costs and charges set out expenses payable pursuant to this Agreement and under the other Loan Documents, (iv) fees payable under the Agreement or any of the other Loan Documents, and (v) indemnities and other amounts payable by any Loan Party under any Loan Document. Any reference in Section 2.2(b)the Agreement or in the Loan Documents to the Obligations shall include all or any portion thereof and any extensions, the "Obligations")modifications, renewals, or alterations thereof, both prior and subsequent to any Insolvency or Liquidation Proceeding.
(b) All expenses, costs As used in this Section 2 and charges incurred by or on behalf of the Collateral Agentelsewhere in this Agreement, the Trustee, following terms shall have the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.following meanings:
Appears in 1 contract
Sources: Loan and Security Agreement (Industrial Services of America Inc)
Obligations Secured. ▇▇▇▇▇▇▇▇▇ makes this grant and assignment for the purpose of securing the following obligations (each, a “Secured Obligation” and collectively, the “Secured Obligations”):
(a) The pledge granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt and complete payment, performance and satisfaction by the Corporation payment to Mortgagee of all indebtedness, liabilities and obligations, present or future, direct or indirect, absolute or contingent, matured or unmatured, sums at any time due owing and performance of all other obligations arising under or accruing duein connection with the Note with interest as provided therein, owing executed by the Corporation ▇▇▇▇▇▇▇▇▇ and payable to the Collateral AgentMortgagee or its order, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expensespayment and performance of any other indebtedness or obligations incurred in connection with the credit accommodation evidenced by the Note, costs and charges set out in Section 2.2(b), the "Obligations").whether or not specifically referenced therein; and
(b) All expensespayment and performance of all obligations of Mortgagor under this Mortgage, costs together with all advances, payments or other expenditures made by Mortgagee as or for the payment or performance of any such obligations of Mortgagor; and
(c) payment and charges incurred by performance of all obligations, if any, and the contracts under which they arise, which any rider attached to and recorded with this Mortgage recites are secured hereby; and
(d) payment to Mortgagee of all liability, whether liquidated or on behalf unliquidated, defined, contingent, conditional or of the Collateral Agentany other nature whatsoever, the Trusteeand performance of all other obligations, the Noteholdersarising under any swap, the Administrative Agent derivative, foreign exchange or the Lenders, hedge transaction or arrangement (or other similar transaction or arrangement howsoever described or defined) at any of them, time entered into with Mortgagee in connection with this Debentureany Secured Obligation; and
(e) payment and performance of all obligations of Mortgagor under the Loan Documents, together with all advances, payments or other expenditures made by Mortgagee as or for the Security Interest payment or performance of any such obligations of Mortgagor; and
(f) payment and performance of all future advances and other obligations that the realization then record owner of the CollateralMortgaged Property may agree to pay and/or perform (whether as principal, includingsurety or guarantor) for the benefit of Mortgagee, after the occurrence when any such advance or other obligation is evidenced by a writing which recites that it is secured by this Mortgage; and
(g) all modifications, extensions and during the continuance renewals of a Default (as defined therein) any of the nature set forth in Section 8.1.9 Secured Obligations (including without limitation, (i) modifications, extensions or renewals at a different rate of interest, or (ii) deferrals or accelerations of the Term Loan Agreement required principal payment dates or a Default (as defined therein) of the nature set forth interest payment dates or both, in Section 501(10) of the Indenture, whole or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may bepart), all legal feeshowever evidenced, court costswhether or not any such modification, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering extension or obtaining payment of the Collateral shall be added to and form renewal is evidenced by a part of the Obligationsnew or additional promissory note or notes.
Appears in 1 contract
Sources: Leasehold Mortgage, Assignment of Leases and Rents, Security Agreement (MGP Ingredients Inc)
Obligations Secured. (a) The pledge granted Liabilities," which shall mean all of the indebtedness evidenced ----------- by this Agreement (the "Pledge") shall be continuing collateral security for the dueand each Loan Schedule hereunder, prompt and complete payment, performance and satisfaction by the Corporation of together with all other indebtedness, liabilities and obligationsobligations of any kind of the Borrower (or any partnership or other group of which the Borrower is a member) to the Lender, whether (i) for the Lender's own account, (ii) acquired directly or indirectly by the Lender from the Borrower or others, (iii) absolute or contingent, joint or several, secured or unsecured, liquidated or unliquidated, due or not due, contractual or tortious, now existing or hereafter arising, or (iv) incurred by the Borrower as principal, surety, endorser, guarantor, borrower, Borrower or otherwise, and including (without limitation) all expenses and attorneys' fees incurred by the Lender in connection with any such indebtedness, liabilities or obligations or any of the Collateral (including any sale or other disposition of the Collateral);
(b) the prompt payment, when due, of all present and future obligations and indebtedness of the Borrower to the Lender under this Agreement and/or any Loan Schedule, as the same may hereafter be amended or futuremodified, and under any other agreement or instrument executed by the Borrower in favor of the Lender, whether direct or indirect, absolute or contingent, matured or unmatured, at any time due or accruing due, owing ; and
(c) the strict performance and observance by the Corporation Borrower of all warranties, covenants and agreements contained in this Agreement or any Loan Schedule and any instrument or other agreement delivered by the Borrower to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations")Lender.
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 1 contract
Sources: Master Note and Security Agreement (SQL Financials International Inc /De)
Obligations Secured. (a) The pledge granted by this Agreement (THIS ASSIGNMENT is made for the purpose of securing the "PledgeObligations" as follows:
A. The payment of the principal sum, interest at variable rates, charges and indebtedness evidenced by a promissory note or notes (collectively, the "Note") shall be continuing collateral security for dated as of even date herewith, including any extensions, renewals, replacement or replacements, modifications and amendments thereof, in the due, prompt and complete original amount of up to THIRTY THREE MILLION ($33,000,000.00) DOLLARS given by Borrower to the order of Lender;
B. The payment, performance performance, discharge and satisfaction of each covenant, warranty, representation, undertaking and condition to be paid, performed, satisfied and complied with by Borrower under and pursuant to this Assignment, or the Corporation Loan Agreement and also by Borrower under and pursuant to each of the other Loan Documents referred to in, or executed in connection with, the Loan Agreement;
C. The payment of all indebtednesscosts, expenses, legal fees and liabilities incurred by Lender in connection with the enforcement of any of Lender's rights or remedies under this Assignment, the other Loan Documents, or any other instrument, agreement or document which evidences or secures any other Obligations or collateral therefor, whether now in effect or hereafter executed; and
D. The payment, performance, discharge and satisfaction of all other liabilities and obligationsobligations of Borrower to Lender, present whether now existing or futurehereafter arising, direct or indirect, absolute or contingent, matured and including, but without limitation express or unmatured, at any time due or accruing due, owing by implied upon the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf generality of the Collateral Agentforegoing, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or each such liability and obligation of Borrower under any of themthe Loan Documents and each amendment, extension, modification, replacement or recasting of any one or more of the instruments, agreements and documents referred to herein or therein or executed in connection with this Debenture, the Security Interest transactions contemplated hereby or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligationsthereby.
Appears in 1 contract
Sources: Acquisition and Construction Loan Agreement (Praecis Pharmaceuticals Inc)
Obligations Secured. (a) The pledge security interest, lien and other interests granted by to Secured Party pursuant to this Agreement (shall secure the "Pledge") shall be continuing collateral security for the dueprompt performance, prompt observance and complete payment, performance payment in full of any and satisfaction by the Corporation of all indebtednessobligations, liabilities and obligationsindebtedness of every kind, present nature and description owing by Debtors to Lenders and Secured Party and/or their affiliates, including principal, interest, charges, fees, costs and expenses, however evidenced, whether as principal, surety, endorser, guarantor or futureotherwise, arising under this Agreement, the Loan Agreement, or any of the other Loan Documents or the "Bank Product Agreements" (as defined in the Loan Agreement), whether now existing or hereafter arising, whether arising before, during or after the initial or any renewal term of the Loan Agreement or after the commencement of any case with respect to any Debtor under the United States Bankruptcy Code or any similar statute (including, without limitation, the payment of interest and other amounts which would accrue and become due but for the commencement of such case), whether direct or indirect, absolute or contingent, matured joint or unmaturedseveral, due or not due, primary or secondary, liquidated or unliquidated, secured or unsecured, and however acquired by Lenders or Secured Party (all of the foregoing being collectively referred to herein as the "Obligations"). As long as Debtors are not in Default under the Loan Agreement, Secured Party hereby grants Debtors a fully paid-up exclusive license under all Copyrights identified as Collateral herein, and notwithstanding the above paragraph, such exclusive license includes: (a) all present and future license and distribution agreements pertaining to the Copyrights, (b) the right to all income, fees, royalties, and other payments or proceeds at any time due or accruing duepayable with respect thereto, owing by (c) the Corporation right to ▇▇▇ for past, present and future infringement of the Collateral Agent, the Administrative Agent and the Lenders pursuant to the GuaranteeCopyrights, and to the Collateral Agent, the Trustee (d) any and the Noteholders pursuant to the Indenture, and all other proceeds of any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agentforegoing, the Trusteeincluding without limitation, the Noteholders, the Administrative Agent damages and payments or the Lenders, claims by any Debtor against third parties for past or any of them, in connection with this Debenture, the Security Interest or the realization future infringement of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the ObligationsCopyrights.
Appears in 1 contract
Sources: Copyright Collateral Assignment and Security Agreement (Aegis Communications Group Inc)
Obligations Secured. (a) The pledge granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt and complete payment, performance and satisfaction by the Corporation Collateral secures payment of all indebtednessloans, liabilities advances, debts, liabilities, obligations, covenants and obligationsduties owing from the Pledgor (sometimes referred to herein, collectively and individually as the context may require, as the “Borrower”) to the Secured Party and/or Lenders or to any other direct or indirect subsidiary of The PNC Financial Services Group, Inc., of any kind or nature, present or futurefuture (including any interest accruing thereon after maturity, or after the filing of any petition in bankruptcy, or the commencement of any insolvency, reorganization or like proceeding relating to the Pledgor or the Borrower, whether or not a claim for post-filing or post-petition interest is allowed in such proceeding), whether direct or indirectindirect (including those acquired by assignment or participation), absolute or contingent, matured joint or unmaturedseveral, at any time due or accruing to become due, owing now existing or hereafter arising, whether or not (i) evidenced by any note, guaranty or other instrument, (ii) arising under any agreement, instrument, or document, including, without limitation the Corporation to Credit Agreement dated as of the Collateral Agentdate hereof by and among Pledgor, the Administrative Agent Secured Party, and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) a party thereto (as amended, restated, supplemented, or otherwise modified from time to time, the “Credit Agreement”) (iii) for the payment of money, (iv) arising by reason of an extension of credit, opening of a letter of credit, loan, equipment lease or guarantee, (v) under any interest or currency swap, future, option or other interest rate protection or similar agreement, (vi) under or by reason of any foreign currency transaction, forward, option or other similar transaction providing for the purchase of one currency in exchange for the sale of another currency, or in any other manner, or (vii) arising out of overdrafts on deposit or other accounts or out of electronic funds transfers (whether by wire transfer or through automated clearing houses or otherwise) or out of the nature set forth in Section 8.1.9 return unpaid of, or other failure of the Term Loan Agreement Secured Party or any Lender to receive final payment for, any check, item, instrument, payment order or other deposit or credit to a Default (as defined therein) deposit or other account, or out of the nature set forth Secured Party’s or any Lender’s non-receipt of or inability to collect funds or otherwise not being made whole in Section 501(10) connection with depository or other similar arrangements; and any amendments, extensions, renewals and increases of or to any of the Indentureforegoing, and all reasonable costs and expenses of the Secured Party or an Event of Default (as defined any Lender incurred in the Term Loan Agreement or documentation, negotiation, modification, enforcement, collection and otherwise in connection with any of the Indentureforegoing, including reasonable attorneys’ fees and expenses (hereinafter referred to collectively as the case may be“Obligations”), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 1 contract
Obligations Secured. (a) The pledge security interest granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt hereby is to secure payment and complete payment, performance and satisfaction by the Corporation of all indebtednessRevolving Loans and the Term Loan, debts, liabilities and obligationsobligations of Borrower to Bank hereunder and also any and all other debts, present or futureliabilities and obligations of Borrower to Bank of every kind and description, direct or indirect, absolute or contingent, matured primary or unmaturedsecondary, at any time due or accruing to become due, owing now existing or hereafter arising, including without limitation those obligations under the Notes, i.e, that certain Revolving Note in the maximum principal amount of Twenty-Five Million ($25,000,000.00) Dollars from Borrower to Bank, and that certain Deferred Draw Term Note in the maximum principal amount of Ten Million ($10,000,000.00) Dollars from the Borrower to Bank, both being dated December 31, 2019, whether or not such obligations are related to the transactions described in this Agreement, by class, or kind, or whether or not contemplated by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, parties at the time of the granting of this security interest, regardless of how they arise or subsequent by what agreement or instrument they may be evidenced or whether evidenced by any agreement or instrument, and includes obligations to perform acts and refrain from taking action as well as obligations to pay money including, without limitation, all interest, fees, charges, expenses and overdrafts, and also including, without limitation, all obligations and liabilities which Bank may incur or become liable for, on account of, or as a result of, any transactions between Bank and Borrower including any which may arise out of any Letter of Credit, acceptance or similar instrument or obligation issued for the account of Borrower and also including obligations arising out of any foreign exchange contracts, interest rate swap, cap, floor or hedging agreements and all obligations of Borrower to Bank arising out of or in connection with any Automated Clearing House ("ACH") agreements relating to the execution hereof (collectivelyprocessing of ACH transactions, and together with the fees, expenses, costs charges and charges set out in Section 2.2(b), other amounts owing or chargeable to Borrower under the ACH agreements (all hereinafter called "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 1 contract
Obligations Secured. This Agreement is made, and the security interest created hereby is granted to Lender, to secure full payment and performance of any and all indebtedness and other obligations of Pledgor to Lender, direct or contingent, however evidenced or denominated, and however or whenever incurred, including without limitation (a) The pledge granted by this Agreement indebtedness incurred pursuant to any past, present or future commitment of Lender to Pledgor, including without limitation that certain Eleven Million Dollar (the "Pledge"$11,000,000.00) shall be continuing collateral security for the dueterm loan and that certain Three Million Dollar ($3,000,000.00) revolving loan, prompt and complete payment, performance and satisfaction both governed by the Corporation Loan Agreement, and all other indebtedness or obligations of Pledgor or Bank (hereinafter defined) under or evidenced by the Notes, Loan Agreement and other Loan Documents, as each of them may be amended from time to time and (b) all indebtedness, liabilities and liabilities, obligations, present covenants and duties of Pledgor to the Lender, of every kind, nature and description arising under of in respect of any Lender Product (hereinafter defined) (including arising under or futurein respect of any guaranty thereof), whether direct or indirect, absolute or contingent, matured or unmatured, at any time due or accruing not due, owing contractual or tortious, liquidated or unliquidated, in each case now existing or hereafter arising (all of the foregoing, collectively, the “Obligations”); except that the indebtedness and other liabilities secured by the Corporation this Agreement shall not include any indebtedness subject to the Collateral Agent, disclosure requirements of the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, Federal Truth-in-Lending Act if at the time such indebtedness is created or incurred, any legally required disclosure of this security interest shall not have been made. As used herein, "Lender Products" means any of the following that the Lender provides, to or subsequent enters into with the Pledgor: (i) any deposit, lockbox, Cash Management Services (hereinafter defined), or other cash management agreement, (ii) any Swap Contract, (iii) any credit cards, purchase cards and/or debit cards, and (iv) any other product, service or agreement pursuant to which Pledgor is indebted to the execution hereof (collectivelyLender. As used herein, and together with "Cash Management Services" means any services provided from time to time by the expenses, costs and charges set out in Section 2.2(b), the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, Lender to Pledgor in connection with this Debenturethe operating, the Security Interest collections, payroll, trust or the realization of the Collateralother depository or disbursement accounts, includingincluding automated clearinghouse, after the occurrence e-payable, electronic funds transfer, wire transfer, controlled disbursement, overdraft, depository, information reporting, lockbox and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining stop payment of the Collateral shall be added to and form a part of the Obligationsservices.
Appears in 1 contract
Sources: Pledge and Security Agreement (Citizens Community Bancorp Inc.)
Obligations Secured. This instrument is executed and delivered by the Trustor to secure and enforce the irrevocable, full, punctual and complete payment and performance when due (whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise) of:
(a) The pledge granted by this Agreement (All amounts due or to become due under the "Pledge") shall be continuing collateral security for Credit Agreement, including the due, prompt and complete payment, performance and satisfaction by the Corporation payment of all indebtedness, liabilities and obligationsamounts due or to become due under the Credit Agreement, present in the original principal amount of Thirty Million Dollars ($30,000,000) and under any other Credit Document, together with any amendment, modification, renewal, restatement, replacement, extension or futureincrease thereof, direct and all advances shall be governed by NRS Sections 106.380 through 106.400. Notwithstanding the amount outstanding at any particular time, this Deed of Trust secures all amounts due under the Credit Agreement plus all costs, fees, expenses and charges provided therein, which is made a part hereof by reference. All advances under the Credit Agreement are obligatory and are secured by this Deed of Trust. All such obligatory advances, including future advances, and interest, fees, costs and charges thereon will have the same priority as the funds initially advanced under the Credit Agreement;
(b) Any and all other or indirectadditional indebtedness, absolute liabilities or contingentsums for which Trustor is now or may become liable to any Beneficiary or Trustee in any manner, whether under this instrument, the Guarantee, the Credit Agreement, any Credit Document or any other or future instrument or document, either primarily or secondarily, absolutely or contingently, directly or indirectly, jointly, severally, or jointly and severally, and whether matured or unmatured, at any time due and whether or accruing due, owing not created after payment in full of the Obligations if this instrument shall not have been released of record by Beneficiary;
(c) All sums advanced and costs and expenses incurred by the Corporation to Beneficiary or the Collateral AgentTrustee (directly or indirectly), including all legal, accounting, engineering, management, or the Obligations or any part thereof, any amendment, modification, renewal, restatement, replacement or extension thereof, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and acquisition or perfection of any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of security therefor or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, otherwise in connection with this Debenturethe administration, the Security Interest or the preservation, perfection, enforcement and realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) rights of the nature set forth in Section 8.1.9 Trustee or the Beneficiary hereunder or under any of the Term Loan Agreement or a Default other obligations secured hereby, including reasonable attorneys fees, courts costs and other litigation and foreclosure expenses;
(as defined thereind) of the nature set forth in Section 501(10) of the IndentureAll renewals, extensions, amendments, modifications, restatements and changes of, or an Event of Default (as defined in the Term Loan Agreement substitutions or the Indenture, as the case may be)replacements for, all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a any part of the items described above; and
(e) Each and every covenant and agreement of Trustor contained in any Credit Document. The indebtedness, liabilities and obligations secured hereby, as described in the foregoing clauses (a) – (e) are sometimes referred to herein as the “Obligations”.
Appears in 1 contract
Sources: Loan Agreement (Gryphon Gold Corp)
Obligations Secured. (a) The pledge security interest granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt hereby is to secure payment and complete payment, performance and satisfaction by the Corporation of all indebtednessdebts, liabilities and obligationsobligations of Borrowers to Agent and/or the Lenders for the Revolving Loans and the Letters of Credit and also any and all other debts, present or futureliabilities and obligations of Borrowers to Agent and to Lenders of every kind and description arising under this Agreement and the Other Documents, direct or indirect, absolute or contingent, matured primary or unmaturedsecondary, at any time due or accruing to become due, owing now existing or hereafter arising, by class, or kind, or whether or not contemplated by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, parties at the time of or subsequent to the execution hereof (collectivelygranting of this security interest, and together with the expensesincludes obligations to perform acts and refrain from taking action as well as obligations to pay money including, costs without limitation, all interest, including, without limitation, interest which occurs during any bankruptcy or insolvency proceeding, whether or not such interest is allowed in such proceeding, fees, charges, expenses and charges set out in Section 2.2(b)overdrafts, the "Obligations").
(b) All expensesand also including, costs without limitation, all obligations and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative liabilities which Agent or the Lendersany Lender may incur or become liable for, on account of, or as a result of, any transactions between Agent, or any of them, in connection with Lender and Borrowers under this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the IndentureOther Documents, as including any which may arise out of any Letter of Credit issued or caused to be issued for the case may be), all legal fees, court costs, Receiver's remuneration account of Borrowers and also including Hedging Obligations and other expenses obligations arising out of taking possession ofany foreign exchange contracts, repairinginterest rate swap, protectingcap, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering floor or obtaining payment Hedging Contracts of the Collateral shall be added any Borrower to and form a part Agent or any Lender (or any Affiliate of the any Lender party to any such Hedging Contracts) (all hereinafter called “Obligations”).
Appears in 1 contract
Sources: Loan and Security Agreement (GT Solar International, Inc.)
Obligations Secured. (a) The pledge granted by this Agreement (the "Pledge") shall be Collateral hereunder constitutes and will constitute continuing collateral security for the due, prompt and complete paymentpayment and performance when due (whether at stated maturity, performance by acceleration or otherwise) of the Obligations (as defined in the Indenture) of the Issuers with respect to the Notes, the Indenture and satisfaction by the Corporation Security Documents, including without limitation, the unpaid principal of and interest owing under the Notes and all indebtednessother obligations and liabilities of Company or any Guarantor thereunder and under the Indenture and the Security Documents (including, liabilities without limitation, interest accrued at the then applicable rate provided in the Notes after the filing of a petition in bankruptcy or the commencement of any voluntary or involuntary case or proceeding under the Bankruptcy Code with respect to Company or any of the Guarantors and obligationsany other voluntary or involuntary insolvency, present bankruptcy, receivership, custodianship, liquidation, dissolution, reorganization, assignment for the benefit of creditors, appointment of a custodian, receiver, trustee or futureother officer with similar powers or any other proceeding for the liquidation, dissolution or other winding up of Company or any of the Guarantors, whether or not a claim for post-filing or post-petition interest is allowed in such proceeding), whether direct or indirect, absolute or contingent, matured or unmatured, at any time due or accruing to become due, owing by or now existing or hereafter incurred, which may arise under, out of, or in connection with, the Corporation Indenture and the Security Documents, in each case whether on account of principal, interest, reimbursement obligations, fees, indemnities, costs, expenses or otherwise, including, without limitation, all fees and disbursements of counsel to the Collateral Agent, the Administrative Agent and fees, expenses and indemnities of the Lenders Collateral Agent that are required to be paid pursuant to the Guarantee, and to terms of the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and Indenture or any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof other Security Document (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations").
. To the extent any payment with respect to the Obligations (b) All expenses, costs and charges incurred whether by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the IndentureCompany, as proceeds of security, enforcement of any right of setoff or otherwise) is declared to be fraudulent or preferential in any respect, set aside or required to be paid to a debtor in possession, trustee, receiver or similar Person, then the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering obligation or obtaining payment of the Collateral part thereof originally intended to be satisfied shall be added deemed to be reinstated and form a part of the Obligationsoutstanding as if such payment had not occurred.
Appears in 1 contract
Obligations Secured. (a) The pledge security interest granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt hereby is to secure payment and complete payment, performance and satisfaction by the Corporation of all indebtednessRevolving Loans and the Term Loan, debts, liabilities and obligationsobligations of Borrower to Bank hereunder and also any and all other debts, present or futureliabilities and obligations of Borrower to Bank of every kind and description, direct or indirect, absolute or contingent, matured primary or unmaturedsecondary, at any time due or accruing to become due, owing now existing or hereafter arising, including without limitation those obligations under that certain Amended and Restated Revolving Note in the maximum principal amount of $23,000,000.00 from Borrower to Bank, and that certain $15,500,000.00 Term Note from the Borrower to Bank, both being dated on or about of even date of the Third Amendment to this Loan and Security Agreement, whether or not such obligations are related to the transactions described in this Agreement, by class, or kind, or whether or not contemplated by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, parties at the time of the granting of this security interest, regardless of how they arise or subsequent by what agreement or instrument they may be evidenced or whether evidenced by any agreement or instrument, and includes obligations to perform acts and refrain from taking action as well as obligations to pay money including, without limitation, all interest, fees, charges, expenses and overdrafts, and also including, without limitation, all obligations and liabilities which Bank may incur or become liable for, on account of, or as a result of, any transactions between Bank and Borrower including any which may arise out of any Letter of Credit, acceptance or similar instrument or obligation issued for the account of Borrower and also including obligations arising out of any foreign exchange contracts, interest rate swap, cap, floor or hedging agreements and all obligations of Borrower to Bank arising out of or in connection with any Automated Clearing House (“ACH”) agreements relating to the execution hereof (collectivelyprocessing of ACH transactions, and together with the fees, expenses, costs charges and charges set out in Section 2.2(b), other amounts owing or chargeable to Borrower under the "ACH agreements (all hereinafter called “Obligations"”).
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.”
Appears in 1 contract
Obligations Secured. (a) The pledge security interest granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt hereby is to secure payment and complete payment, performance and satisfaction by the Corporation of all indebtednessdebts, liabilities and obligationsobligations of Borrower to Bank hereunder and under the Line of Credit Note, present or futureand also any and all other debts, liabilities and obligations of Borrower to Bank of every kind and description, direct or indirect, absolute or contingent, matured primary or unmaturedsecondary, at any time due or accruing to become due, owing now existing or hereafter arising, whether or not such obligations are related to the transactions described in this Agreement, by class, or kind, or whether or not contemplated by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, parties at the time of the granting of this security interest, regardless of how they arise or subsequent to the execution hereof (collectivelyby what agreement or instrument they may be evidenced or whether evidenced by any agreement or instrument, and together with the expensesincludes obligations to perform acts and refrain from taking action as well as obligations to pay money including, costs without limitation, all interest, fees, charges, expenses and charges set overdrafts, and also including, without limitation, all obligations and liabilities which Bank may incur or become liable for, on account of, or as a result of, any transactions between Bank and Borrower including any which may arise out in Section 2.2(bof any letter of credit, acceptance or similar instrument or obligation issued or caused to be issued pursuant to this Agreement, and further including any obligations arising under any credit card receivables, currency swaps, electronic fund transfers (whether through automated clearing houses or otherwise), the "Obligations").
(b) All expensesprovisional credit, costs and charges incurred by check cashing, foreign exchange transactions, futures, options, collars, interest rate swaps, caps, floors, forward rate or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lendersother interest rate protection agreements, or any similar agreements and all obligations of them, Borrower to Bank arising out of or in connection with this Debentureany Automated Clearing House (“ACH”) agreements relating to the processing of ACH transactions, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), together with all legal fees, court costsexpenses, Receiver's remuneration charges and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering amounts owing by or obtaining payment of the Collateral shall be added chargeable to and form a part of the Borrower under any ACH agreements (all hereinafter called “Obligations”).
Appears in 1 contract
Sources: Loan and Security Agreement (Star Equity Holdings, Inc.)
Obligations Secured. (a) The pledge lien and security interest herein granted by this Agreement (to the "Pledge") shall be continuing collateral security Collateral Agent for the dueratable benefit of the Secured Parties is made and given to secure, and shall secure, the prompt payment and complete paymentperformance in full when due (whether by lapse of time, performance acceleration or otherwise) of (i) any and satisfaction by the Corporation of all indebtedness, obligations and liabilities of any Grantor to the Bank Agent, the Issuing Lender or the Lender Banks under or in connection with or evidenced by the Bank Documents or this Agreement, in each case whether now existing or hereafter arising (and obligationswhether arising before or after the filing of a petition in bankruptcy), present due or futureto become due, direct or indirect, absolute or contingent, matured and howsoever evidenced, held or unmaturedacquired, at (ii) all indebtedness, obligations and liabilities of any time due or accruing due, owing by the Corporation Grantor to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of under or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with or evidenced by the Noteholder Documents or this DebentureAgreement, the Security Interest in each case whether now existing or the realization of the Collateral, including, hereafter arising (and whether arising before or after the occurrence and during the continuance filing of a Default petition in bankruptcy), due or to become due, direct or indirect, absolute or contingent, and howsoever evidenced, held or acquired, (as defined thereiniii) all indebtedness, obligations and liabilities of the nature set forth any Grantors to any Additional Noteholders under or in Section 8.1.9 of the Term Loan connection with or evidenced by each Additional Note Agreement or this Agreement, in each case whether now existing or hereafter arising (and whether arising before or after the filing of a Default (as defined therein) of the nature set forth petition in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may bebankruptcy), all legal feesdue or to become due, court costsdirect or indirect, Receiver's remuneration absolute or contingent, and other expenses of taking possession ofhowever evidenced, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering held or obtaining payment of the Collateral shall be added to and form a part of the Obligations.acquired,
Appears in 1 contract
Obligations Secured. (a) The pledge granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt and complete payment, performance and satisfaction by the Corporation Collateral secures payment of all indebtednessloans, liabilities ------------------- advances, debts, liabilities, obligations, covenants and obligationsduties owing to the Agent or any Lender or to any other direct or indirect subsidiary of PNC Bank Corp. from the Pledgor and from any Borrower, of any kind or nature, present or future (including any interest accruing thereon after maturity, or after the filing of any petition in bankruptcy, or the commencement of any insolvency, reorganization or like proceeding relating to the Pledgor or any Borrower, whether or not a claim for post-filing or post- petition interest is allowed in such proceeding), whether or not evidenced by any note, guaranty or other instrument, whether arising under any agreement, instrument or document, whether or not for the payment of money, whether arising by reason of an extension of credit, opening of a letter of credit, loan, equipment lease or guarantee, under any interest or currency swap, future, option or other interest rate protection or similar agreement, or in any other manner, whether arising out of overdrafts on deposit or other accounts or electronic funds transfers (whether through automated clearing houses or otherwise) or out of Agent's non-receipt of or inability to collect funds or otherwise not being made whole in connection with depository transfer check or other similar arrangements, whether direct or indirectindirect (including those acquired by assignment or participation), absolute or contingent, matured joint or unmaturedseveral, at any time due or accruing to become due, owing by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenturenow existing or hereafter arising, and any ultimate unpaid balance thereofamendments, respectivelyextensions, renewals or increases and all costs and expenses of Agent incurred in the documentation, negotiation, modification, enforcement, collection or otherwise in connection with any currencyof the foregoing, including reasonable attorneys' fees and whether incurred prior to, at the time of or subsequent to the execution hereof expenses (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 1 contract
Obligations Secured. (a) The pledge granted by this This Agreement (the "Pledge") shall be continuing collateral security is made for the duebenefit of the Bank ------------------- to secure the full and prompt payment when due (whether at the stated maturity, prompt by acceleration or otherwise) of (i) all reimbursement obligations and complete paymentUnpaid Drawings with respect to the Letter of Credit issued under the Letter of Credit Agreement and all Letter of Credit Fees and other Fees with respect thereto (including, performance in each case, all interest thereon), (ii) all other obligations and satisfaction by indebtedness (including, without limitation, indemnities, other fees and interest thereon) of the Corporation of all indebtednessAssignor, liabilities and obligations, present whether now existing or futurehereinafter incurred, direct or indirect, absolute or contingent, secured or unsecured, matured or unmatured, at any time under, arising out of, or in connection with, the Letter of Credit Agreement or the obligations described in the preceding clause (i) and the due or accruing due, owing performance and compliance with the terms of the Letter of Credit Agreement by the Corporation Assignor, (iii) any and all sums advanced by the Bank in order to preserve the Collateral Agent(as hereinafter defined) or preserve its security interest in the Collateral, (iv) in the event of any proceeding for the collection or enforcement of any indebtedness, obligations or liabilities of the Assignor referred to in clauses (i) or (ii) above, after an Event of Default shall have occurred and be continuing, the Administrative Agent and reasonable expenses of retaking, holding, preparing for sale or lease, selling or otherwise disposing of or realizing on the Lenders pursuant to the GuaranteeCollateral, and to or of any exercise by the Collateral AgentAgent of its rights hereunder, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expenses, reasonable attorneys' fees and court costs and charges set out (v) all amounts paid by any Indemnitee (as hereinafter defined) as to which such Indemnitee has the right to reimbursement under Section 10 of this Agreement (all such obligations, liabilities, sums and expenses referred to in Section 2.2(b), clauses (i) through (v) above are hereinafter called the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 1 contract
Obligations Secured. (a) The pledge granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt and complete payment, performance and satisfaction by the Corporation Collateral secures payment of all indebtednessloans, liabilities advances, debts, liabilities, obligations, covenants and obligationsduties owing from the Pledgor to the Secured Party, of any kind or nature, present or futurefuture (including any interest accruing thereon after maturity, or after the filing of any petition in bankruptcy, or the commencement of any insolvency, reorganization or like proceeding relating to the Pledgor, whether or not a claim for post-filing or post-petition interest is allowed in such proceeding), whether direct or indirectindirect (including those acquired by assignment or participation), absolute or contingent, matured joint or unmaturedseveral, at any time due or accruing to become due, owing by now existing or hereafter arising, under the Corporation to line of credit established under that Letter Agreement between the Collateral AgentPledgor and the Secured Party dated as of the date hereof (as hereafter amended, modified or supplemented, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b“Credit Agreement”), the "Obligations"Reimbursement Agreement for Letters of Credit from the Pledgor in favor of the Secured Party dated as of the date hereof (as hereafter amended, modified or supplemented, the “Reimbursement Agreement”).
, the Letters of Credit (bas such term is defined in the Credit Agreement) All expensesheretofore or hereafter issued pursuant thereto; and any amendments, extensions, renewals and increases of or to any of the foregoing, and all costs and charges incurred by or on behalf expenses of the Collateral AgentSecured Party incurred in the documentation, the Trusteenegotiation, the Noteholdersmodification, the Administrative Agent or the Lendersenforcement, or any of them, collection and otherwise in connection with this Debenture, the Security Interest or the realization any of the Collateralforegoing, including, after the occurrence including reasonable attorneys’ fees and during the continuance of a Default expenses (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, hereinafter referred to collectively as the case may be“Obligations”), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 1 contract
Obligations Secured. The Collateral and the security interest created hereunder shall secure payment in full when due of (a) The pledge granted by this Agreement all obligations of the Grantor under the Guaranty and (b) the "Pledge"unpaid principal of and interest on (including interest accruing on or after the filing of any petition in bankruptcy, or the commencement of any insolvency, reorganization or like proceeding, relating to the Grantor, the Borrower or any Subsidiary, whether or not a claim for post-filing or post-petition interest is allowed in such proceeding) shall be continuing collateral security the Loans, any reimbursement obligation or indemnity of the Borrower on account of Letters of Credit or any accommodation extended with respect to applications for Letters of Credit, including all Reimbursement Obligations, and (c) all other obligations and liabilities of the dueGrantor and the Borrower or any Subsidiary to the Secured Parties, prompt and complete payment, performance and satisfaction by the Corporation of all indebtedness, liabilities and obligations, present or future, whether direct or indirect, absolute or contingent, matured or unmatured, at any time due or accruing to become due, owing by or now existing or hereafter incurred, which may arise under, out of, or in connection with this Security Agreement, the Corporation Credit Agreement, the Notes, the Letters of Credit, any other Loan Document and any other document made, delivered or given in connection herewith or therewith, and each other obligation and liability, whether direct or indirect, absolute or contingent, due or to become due, or now existing or hereafter incurred, whether on account of principal, interest, fees, indemnities, costs or expenses (including, without limitation, all fees and disbursements of counsel to the Collateral AgentAgent or the other Secured Parties), of the Administrative Agent and Grantor or any Subsidiary to the Lenders Secured Parties, pursuant to the Guaranteeterms of the Credit Agreement, and to this Security Agreement or any of the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof other Loan Documents (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 1 contract
Sources: Credit Agreement (Ameristeel Corp)
Obligations Secured. (a) The pledge granted by this Agreement (the "Pledge") shall be continuing collateral security This Deed of Trust is given for the duepurpose of securing the payment and performance in full when due (whether at stated maturity, prompt and complete paymentupon redemption or required repurchase, performance and satisfaction by the Corporation acceleration or otherwise) of all indebtednessobligations of every type and nature of Trustor to Trustee, liabilities any other trustee under any other Deed of Trust, or Beneficiary for the benefit of the Lender Group (including without limitation any and obligationsall amounts which may at any time be or become due and payable and any and all interest accruing before, present at, or futureafter the maturity of the Loan Agreement and any and all interest accruing after the filing of any petition in bankruptcy, or the commencement of any insolvency, reorganization or like proceeding, relating to Trustor, whether or not a claim for post-filing or post-petition interest is allowed in such proceeding and interest, to the extent permitted by law, on the unpaid interest), whether direct or indirect, absolute or contingent, matured or unmatured, at any time due or accruing to become due, owing by or now existing or hereafter incurred, which may arise under, out of, or in connection with, the Corporation Loan Agreement, this Deed of Trust, the other Transaction Documents, or any other document made, delivered or given in connection therewith, including but not limited to any promissory note, in each case whether on account of principal, premium, interest, fees, liquidated damages, indemnities, costs, expenses or otherwise (including without limitation all fees and disbursements of counsel to Trustee or to the Collateral Agent, the Administrative Agent and the Lenders Lender Group that are required to be paid by Trustor pursuant to the Guaranteeterms of the Loan Agreement, and to this Deed of Trust, any other Transaction Document, or any other document entered into by Trustor, or either of them, in connection with any of the Collateral Agentforegoing) (the foregoing, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations").
(b) All expenses. The Beneficiary will produce the Loan Agreement, costs and charges incurred by or on behalf such other evidence of debt, to support Beneficiary's written request for full or partial release of this Deed of Trust or for the sale of the Collateral AgentTrust Property by Trustee. Trustor shall pay and perform the Obligations at the times and places and in the manner specified in the Loan Agreement and the other Transaction Documents. This Deed of Trust shall secure unpaid balances of all loans and other such extensions of credit made to Trustor under the Transaction Documents, whether made pursuant to an obligation of Beneficiary or the Lender Group to make such loans or extensions or otherwise. Such Obligations and other extensions of credit may or may not be evidenced by notes executed pursuant to the Loan Agreement. All future advances will have the same priority as the original advance. Any agreement hereafter made by Trustor and Beneficiary pursuant to this Deed of Trust shall be superior to the rights of the holder of any intervening Lien or encumbrance to the extent allowed by law. PROVIDED, HOWEVER, that if the principal and interest and all other sums due or to become due under the Transaction Documents shall have been indefeasibly paid in full at the time and in the manner stipulated herein and all other sums payable hereunder and all other indebtedness secured hereby shall have been indefeasibly paid in full, then, in such case, the Trusteeestate, right, title and interest of Trustee and Beneficiary in the NoteholdersTrust Property shall cease, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization and upon written notice from Beneficiary that all of the Collateralindebtedness secured hereby has been indefeasibly paid in full, including, after the occurrence surrender of this Deed of Trust and during the continuance of a Default (as defined therein) copy of the nature set forth in Section 8.1.9 Loan Agreement to Trustee and payment by Trustor of Trustee's fees and costs, all other amounts payable to Trustee hereunder and all recording costs, Trustee shall release this Deed of Trust and the Trust Property shall become wholly free of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indentureliens, or an Event of Default (as defined in the Term Loan Agreement or the Indenturesecurity interests, as the case may be), all legal fees, court costs, Receiver's remuneration conveyances and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to assignments created and form a part of the Obligationsevidenced hereby.
Appears in 1 contract
Obligations Secured. The security interests granted to the Lender in the Stock Collateral are granted to the Lender and any subsequent holders of any of the Notes to secure (a) The pledge granted by this Agreement the payment and performance of the Loans and all other Obligations now or hereafter owing, including the principal of and interest on (including interest accruing after the "Pledge"filing of any bankruptcy or similar petition) shall be continuing collateral security for the dueNotes, prompt and complete paymentall other fees and commissions (including attorneys' fees), performance charges, indebtedness, loans, liabilities, financial accommodations, and satisfaction letter of credit reimbursement obligations, and all other obligations, covenants and duties now or hereafter owing by the Corporation Borrower to the Lender of all indebtednessevery kind, liabilities nature and obligations, present or futuredescription, direct or indirect, absolute or contingent, matured or unmatured, at any time due or accruing to become due, owing by the Corporation to the Collateral Agentwhether now existing or hereafter incurred, the Administrative Agent and the Lenders pursuant to the Guaranteecontractual or tortious, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currencyliquidated or unliquidated, and whether or not evidenced by any note, and whether or not for the payment of money, (b) all obligations of Pledgor owed to Lender pursuant to this Pledge Agreement and (c) all reasonable costs and expenses, including, without limitation, reasonable attorneys’ fees incurred prior by the Lender for taxes and/or insurance relating to, at or maintenance or preservation of, the time Stock Collateral or any part thereof or incurred by the Lender arising from or in connection with the modification, workout, collection or enforcement of any of the Obligations, including, without limitation, any such collection or subsequent to enforcement of the execution hereof Obligations by any action or participation in, or in connection with a case or proceeding under, Chapter 7 or Chapter 11 of the U.S. Bankruptcy Code or any successor statute (collectively, and together with the expenses, costs and charges set out in Section 2.2(b“Secured Obligations”), the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations..
Appears in 1 contract
Sources: Pledge Agreement (Western Acquisition Ventures Corp.)
Obligations Secured. (a) The pledge granted by this Agreement (security interest created hereby in the "Pledge") shall be Collateral constitutes continuing collateral security for (i) the due"Obligations" as defined in the Credit Agreement, prompt and complete paymentall amounts from time to time owing by Debtor under the Credit Agreement, performance the Note and satisfaction the other Loan Documents whether now existing or hereafter arising, (ii) all other loans and future advances made by the Corporation Secured Party, any Affiliate of Bank One, Texas, N.A. or any Lender to Debtor and all indebtednessother debts, obligations and liabilities of every kind and obligationscharacter of Debtor now or hereafter existing in favor of Secured Party or Lenders, present whether such debts, obligations or future, liabilities be direct or indirect, absolute primary or secondary, joint or several, fixed or contingent, matured and whether originally payable to Lenders or unmatured, at any time due or accruing due, owing to a third party and subsequently acquired by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currencya Lender, and whether incurred prior tosuch debts, at obligations or liabilities are evidenced by notes, open account, overdraft, endorsement, security agreement, guaranty, or otherwise (it being contemplated that Debtor may hereafter become indebted to Lenders in further sum or sums but Lenders shall have no obligation to extend further indebtedness by reason of this Agreement), (iii) the due performance and observance by Debtor of all of its other obligations from time to time existing under or in respect of any of the Loan Documents, and (iv) the payment and performance of any and all present or subsequent future obligations of Debtor according to the execution hereof terms of any present or future interest rate or currency rate swap, rate cap, rate floor, rate collar, exchange transaction, forward rate agreement, or other exchange rate protection agreements or any option with respect to any such transaction now existing or hereafter entered into between Debtor, any Subsidiary of Debtor, and one or more parties constituting Secured Party or any Lender (or any affiliate of any Lender) (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Secured Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 1 contract
Sources: Credit Agreement (E-Dentist Com Inc)
Obligations Secured. (a) The pledge security interest, lien and other interests granted by to Secured Party pursuant to this Agreement (shall secure the "Pledge") shall be continuing collateral security for the dueprompt performance, prompt observance and complete payment, performance payment in full of any and satisfaction by the Corporation of all indebtednessobligations, liabilities and obligationsindebtedness of every kind, present nature and description owing by Debtors to Lenders and Secured Party and/or their affiliates, including principal, interest, charges, fees, costs and expenses, however evidenced, whether as principal, surety, endorser, guarantor or futureotherwise, arising under this Agreement, the Notes, or any of the other Loan Documents, whether now existing or hereafter arising, whether arising before, during or after the initial or any renewal term of the Notes or after the commencement of any case with respect to any Debtor under the United States Bankruptcy Code or any similar statute (including, without limitation, the payment of interest and other amounts which would accrue and become due but for the commencement of such case), whether direct or indirect, absolute or contingent, matured joint or unmaturedseveral, due or not due, primary or secondary, liquidated or unliquidated, secured or unsecured, and however acquired by Lenders or Secured Party (all of the foregoing being collectively referred to herein as the "Obligations"). As long as Debtors are not in Default under the Notes (or either of them), Secured Party hereby grants Debtors a fully paid-up exclusive license under all Copyrights identified as Collateral herein, and notwithstanding the above paragraph, such exclusive license includes: (a) all present and future license and distribution agreements pertaining to the Copyrights, (b) the right to all income, fees, royalties, and other payments or proceeds at any time due or accruing duepayable with respect thereto, owing by (c) the Corporation right to ▇▇▇ for past, present and future infringement of the Collateral Agent, the Administrative Agent and the Lenders pursuant to the GuaranteeCopyrights, and to the Collateral Agent, the Trustee (d) any and the Noteholders pursuant to the Indenture, and all other proceeds of any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agentforegoing, the Trusteeincluding without limitation, the Noteholders, the Administrative Agent damages and payments or the Lenders, claims by any Debtor against third parties for past or any of them, in connection with this Debenture, the Security Interest or the realization future infringement of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the ObligationsCopyrights.
Appears in 1 contract
Sources: Copyright Collateral Assignment and Security Agreement (Aegis Communications Group Inc)
Obligations Secured. ▇▇▇▇▇▇▇▇▇ makes this grant and assignment for the purpose of securing the following obligations (each, a “Secured Obligation” and collectively, the “Secured Obligations”):
(a) The pledge granted by this Agreement (the "Pledge") shall be continuing collateral security for the due, prompt and complete payment, performance and satisfaction by the Corporation payment to Mortgagee of all indebtedness, liabilities and obligations, present or future, direct or indirect, absolute or contingent, matured or unmatured, sums at any time due owing and performance of all other obligations arising under or accruing duein connection with that certain promissory note (“Note”) dated as of July 21, owing 2009, in the principal amount of Twenty Five Million and N0/100 Dollars ($25,000,000), with interest as provided therein, executed by the Corporation Mortgagor and payable to the Collateral AgentMortgagee or its order, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expensespayment and performance of any other indebtedness or obligations incurred in connection with the credit accommodation evidenced by the Note, costs and charges set out in Section 2.2(b), the "Obligations").whether or not specifically referenced therein; and
(b) All expensespayment and performance of all obligations of Mortgagor under this Mortgage, costs together with all advances, payments or other expenditures made by Mortgagee as or for the payment or performance of any such obligations of Mortgagor; and
(c) payment and charges incurred by performance of all obligations, if any, and the contracts under which they arise, which any rider attached to and recorded with this Mortgage recites are secured hereby; and
(d) payment to Mortgagee of all liability, whether liquidated or on behalf unliquidated, defined, contingent, conditional or of the Collateral Agentany other nature whatsoever, the Trusteeand performance of all other obligations, the Noteholdersarising under any swap, the Administrative Agent derivative, foreign exchange or the Lenders, hedge transaction or arrangement (or other similar transaction or arrangement howsoever described or defined) at any of them, time entered into with Mortgagee in connection with this Debenture, any Secured Obligation; and
(e) payment and performance of all future advances and other obligations that the Security Interest or the realization then record owner of the CollateralSubject Property may agree to pay and/or perform (whether as principal, includingsurety or guarantor) for the benefit of Mortgagee, after the occurrence when any such advance or other obligation is evidenced by a writing which recites that it is secured by this Mortgage; and
(f) all modifications, extensions and during the continuance renewals of a Default (as defined therein) any of the nature set forth in Section 8.1.9 Secured Obligations (including without limitation, (i) modifications, extensions or renewals at a different rate of interest, or (ii) deferrals or accelerations of the Term Loan Agreement required principal payment dates or a Default (as defined therein) of the nature set forth interest payment dates or both, in Section 501(10) of the Indenture, whole or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may bepart), all legal feeshowever evidenced, court costswhether or not any such modification, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering extension or obtaining payment of the Collateral shall be added to and form renewal is evidenced by a part of the Obligationsnew or additional promissory note or notes.
Appears in 1 contract
Sources: Mortgage, Assignment of Rents and Leases, Security Agreement (MGP Ingredients Inc)
Obligations Secured. The security interest and pledges and assignments as applicable granted hereby are to secure punctual payment and performance of the following (aall of which are herein separately and collectively referred to as the “Obligations”):
(i) The pledge granted Loan Agreement;
(ii) That certain Revolving Line of Credit Note of even date herewith in the principal sum of Ten Million and No/100 Dollars ($10,000,000.00), executed by this Agreement Debtors and payable to the order of Secured Party, and any and all modifications, renewals, extensions, amendments, restatements and rearrangements thereof;
(the "Pledge"iii) shall be continuing collateral security The repayment of any amounts that Secured Party may advance or spend for the duemaintenance or preservation of the Collateral (as such term is hereinafter defined), prompt and complete paymentany other expenditures that Secured Party may make under the provisions of the Loan Agreement or this Security Agreement or for the benefit of Debtors, performance or any of them;
(iv) Any and satisfaction by the Corporation of all other indebtedness, liabilities and obligationsobligations whatsoever of Debtors, present or futureany of them, to Secured Party, whether direct or indirect, absolute or contingent, matured primary or unmaturedsecondary, at any time liquidated or unliquidated, due or accruing dueto become due and whether now existing or hereafter arising and howsoever evidenced or acquired, owing by the Corporation to the Collateral Agentwhether joint or several, the Administrative Agent or joint and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currencyseveral, and whether incurred prior toin connection with the Loan Agreement or another transaction, at the time of including derivative-foreign exchange transactions or subsequent to the execution hereof any treasury management or other services provided by Secured Party or its affiliates, successors or assigns (collectivelyincluding, without limitation, controlled disbursement, automated clearinghouse transactions, return items, overdrafts and interstate network services), and together with the expenseswhether evidenced by note, costs and charges set out draft, acceptance, guaranty, open account, commercial credit card, stored value card, merchant card, letter of credit, surety agreement, interest rate hedging agreement, ISDA Master Agreement, interest rate swap agreement, interest rate cap agreement, interest rate collar agreement, all other agreements or arrangements designed to protect against fluctuations in Section 2.2(b)interest rates or currency exchange rates, the "Obligations").
or other document related to a Rate Management Transaction (b) All expensesall obligations, costs and charges incurred by contingent or on behalf otherwise, whether now existing or hereafter arising, of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the LendersDebtors, or any of them, to Secured Party arising under or in connection with this Debentureany Rate Management Transaction being expressly included in the definition of “Obligations”);
(v) All amounts owed under any modifications, the Security Interest or the realization renewals, extensions, amendments, restatements and rearrangements of any of the Collateral, including, foregoing; and
(vi) Any of the foregoing that arises after the occurrence and during the continuance filing of a Default (as defined therein) petition by or against a Debtor under the Bankruptcy Code, even if the obligations do not accrue because of the nature set forth in automatic stay under Bankruptcy Code Section 8.1.9 362 or otherwise. Debtors acknowledge that the security interests hereby granted (a) equally secure (i) any Rate Management Agreement and (ii) the principal amount of the Term Loan Agreement or a Default other Obligations and (b) shall secure all future advances as defined therein) well as any and all other indebtedness, liabilities and obligations of the nature set forth in Section 501(10) of the IndentureDebtors, or an Event any of Default (as defined them, to Secured Party whether now in the Term Loan Agreement existence or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligationshereafter arising.
Appears in 1 contract
Obligations Secured. (a) The pledge security interest, lien and other interests granted by to Pledgee pursuant to this Pledge Agreement (shall secure the "Pledge") shall be continuing collateral security for the due, prompt and complete payment, performance and satisfaction by the Corporation payment in full of any and all indebtednessobligations, liabilities and obligationsindebtedness of every kind, present nature and description owing by any Issuer or futurePledgor to Pledgee and/or its affiliates, including principal, interest, charges, fees, costs and expenses, however evidenced, whether as principal, surety, endorser, guarantor or otherwise, arising under this Pledge Agreement, the Guarantee, the Loan Agreement or the other Financing Agreements, whether now existing or hereafter arising, whether arising before, during or after the initial or any renewal term of the Loan Agreement or after the commencement of any case with respect to Pledgor or any Issuer under the United States Bankruptcy Code or any similar statute or under any insolvency, reorganization, receivership, readjustment of debt, dissolution or liquidation law or statute of any jurisdiction now or hereafter in effect, whether at law or in equity (including, without limitation, the payment of interest and other amounts which would accrue and become due but for the commencement of such case), whether direct or indirect, absolute or contingent, matured joint or unmaturedseveral, at any time due or accruing not due, owing by the Corporation to the Collateral Agentprimary or secondary, the Administrative Agent and the Lenders pursuant to the Guaranteeliquidated or unliquidated, secured or unsecured, and however acquired by Pledgee (all of the foregoing being collectively referred to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(b), herein as the "Obligations").
(b) All expenses, costs and charges incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenture, the Security Interest or the realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) of the nature set forth in Section 8.1.9 of the Term Loan Agreement or a Default (as defined therein) of the nature set forth in Section 501(10) of the Indenture, or an Event of Default (as defined in the Term Loan Agreement or the Indenture, as the case may be), all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a part of the Obligations.
Appears in 1 contract
Sources: Pledge and Security Agreement (Little Switzerland Inc/De)
Obligations Secured. This instrument is executed and delivered by the Grantor to secure and enforce the irrevocable, full, punctual and complete payment and performance when due (whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise) of:
(a) The pledge granted by this Agreement (All amounts due or to become due under the "Pledge") shall be continuing collateral security for Loan Agreement, including the due, prompt and complete payment, performance and satisfaction by the Corporation payment of all indebtedness, liabilities and obligationsamounts due or to become due under the Loan Agreement, present in the original principal amount of up to Fifty Million Dollars ($50,000,000) and under any other Loan Document, together with any amendment, modification, renewal, restatement, replacement or futureextension thereof, direct and all advances shall be governed by New Mexico Statutes §48-7-9. Notwithstanding the amount outstanding at any particular time, this Mortgage secures all amounts due under the Loan Agreement plus all costs, fees, expenses and charges provided therein, which is made a part hereof by reference. All advances under the Loan Agreement are obligatory and are secured by this Mortgage. All such obligatory advances, including future advances, and interest, fees, costs and charges thereon will have the same priority as the funds initially advanced under the Loan Agreement;
(b) Any and all other or indirectadditional indebtedness, absolute liabilities or contingentsums for which Grantor is now or may become liable to any Lender in any manner, whether under this instrument, the Guarantee, the Loan Agreement, any Loan Document or any other or future instrument or document, either primarily or secondarily, absolutely or contingently, directly or indirectly, jointly, severally, or jointly and severally, and whether matured or unmatured, at any time due and whether or accruing due, owing not created after payment in full of the Obligations if this instrument shall not have been released of record by ▇▇▇▇▇▇;
(c) All sums advanced and costs and expenses incurred by the Corporation to the Collateral Agent, the Administrative Agent and the Lenders pursuant to the Guarantee, and to the Collateral Agent, the Trustee and the Noteholders pursuant to the Indenture, and any ultimate unpaid balance thereof, respectively, and in any currency, and whether incurred prior to, at the time of Lender (directly or subsequent to the execution hereof (collectively, and together with the expenses, costs and charges set out in Section 2.2(bindirectly), the "Obligations").
(b) All expensesincluding all legal, costs accounting, engineering, management, consulting or like fees and charges expenses made or incurred by or on behalf of the Collateral Agent, the Trustee, the Noteholders, the Administrative Agent or the Lenders, or any of them, in connection with this Debenturethe Loan Documents or the Obligations or any part thereof, any amendment, modification, renewal, restatement, replacement or extension thereof, the Security Interest acquisition or perfection of any security therefor or otherwise in connection with the administration, preservation, perfection, enforcement and realization of the Collateral, including, after the occurrence and during the continuance of a Default (as defined therein) rights of the nature set forth in Section 8.1.9 Lender hereunder or under any of the Term Loan Agreement or a Default other obligations secured hereby, including reasonable attorneys fees, courts costs and other litigation and foreclosure expenses;
(as defined thereind) of the nature set forth in Section 501(10) of the IndentureAll renewals, extensions, amendments, modifications, restatements and changes of, or an Event of Default (as defined in the Term Loan Agreement substitutions or the Indenture, as the case may be)replacements for, all legal fees, court costs, Receiver's remuneration and other expenses of taking possession of, repairing, protecting, insuring, preparing for disposition, realizing, collecting, selling, transferring, delivering or obtaining payment of the Collateral shall be added to and form a any part of the items described above; and
(e) Each and every covenant and agreement of Grantor contained in any Loan Document. The indebtedness, liabilities and obligations secured hereby, as described in the foregoing clauses (a) – (e) are sometimes referred to herein as the “Obligations”.
Appears in 1 contract