Security Interest/Collateral. As security for the payment of the Notes and all Obligations whatsoever of Borrower to Lender and the performance by Borrower of all covenants and requirements hereunder and under the other Loan Documents, Borrower hereby grants to Lender a continuing, general lien upon and security interest in and to the following described Property, wherever located, whether now existing or hereafter acquired or arising (herein, the "COLLATERAL"), ---------- namely: (a) the Accounts Receivable Collateral; (b) the Inventory Collateral; (c) the Equipment Collateral; (d) the Balances Collateral; and (e) all products and/or proceeds of any and all of the foregoing, including, without limitation, insurance or condemnation proceeds, all Property received wholly or partly in trade or exchange for any of the foregoing, and all rents, revenues, issues, profits and proceeds arising from the sale, lease, license, encumbrance, collection or any other temporary or permanent disposition of any of the foregoing or any interest therein (but the foregoing is not intended, and shall not be construed to permit, any of the foregoing transactions to the extent otherwise prohibited or restricted pursuant hereto or to any other Loan Documents). The term "COLLATERAL," as used herein, shall also include the right, ---------- title and interest of Borrower in and to the New Facility in which Lender is being granted a security title and Lien pursuant to the Mortgage.
Appears in 1 contract
Sources: Loan and Security Agreement (DSG International LTD)
Security Interest/Collateral. As security for the payment of the Notes and all Obligations whatsoever of Borrower to Lender and the performance by Borrower of all covenants and requirements hereunder and under the other Loan Documents, Borrower hereby grants to Lender a continuing, general lien upon and security interest in and to the following described Property, wherever located, whether now existing or hereafter acquired or arising (herein, the "COLLATERAL"), ---------- namely:
(a) the Accounts Receivable Collateral; (b) the Inventory Collateral; (c) the Equipment Collateral; (d) the Balances Collateral; and (e) all products and/or proceeds of any and all of the foregoing, including, without limitation, insurance or condemnation proceeds, all Property received wholly or partly in trade or exchange for any of the foregoing, and all rents, revenues, issues, profits and proceeds arising from the sale, lease, license, encumbrance, collection or any other temporary or permanent disposition of any of the foregoing or any interest therein (but the foregoing is not intended, and shall not be construed to permit, any of the foregoing transactions to the extent otherwise prohibited or restricted pursuant hereto or to any other Loan Documents). The term "COLLATERALCollateral," as used herein, shall also include the right, ---------- title and interest of Borrower in and to the New Facility in which Lender is being granted a security title and Lien pursuant to the Mortgage.
Appears in 1 contract
Sources: Loan and Security Agreement (DSG International LTD)
Security Interest/Collateral. As security for (a) If Borrower obtains the consent of CapitalSource (the "CAPITALSOURCE CONSENT"), the payment and performance of the Notes and all Obligations whatsoever of Borrower to Lender and the performance (as hereinafter defined) by Borrower shall be secured by a continuing security interest in and lien upon, and pledge to Lender, of all covenants of Borrower's right, title and requirements hereunder and under the other Loan Documents, Borrower hereby grants to Lender a continuing, general lien upon and security interest in and to the following described Property, wherever located, whether now existing or hereafter acquired or arising (hereincollectively and each individually, the "COLLATERAL"), ---------- namelywhich security interest is intended to be a second priority security interest (the "SECOND LIEN"), subordinate and junior to the security interest of CapitalSource in such Collateral. If the CapitalSource Consent is obtained, the Collateral shall consent of the following:
(a) the Accounts Receivable Collateral; (b) the Inventory Collateral; (c) the Equipment Collateral; (d) the Balances Collateral; and (ei) all products and/or proceeds of any Borrower's tangible personal property, including without limitation all present and future inventory and equipment (including items of equipment which are or become fixtures), now owned or hereafter acquired, and all documents of the foregoing, including, without limitation, insurance title or condemnation proceeds, all Property received wholly or partly in trade or exchange for other documents representing any of the foregoing, and all rentscollateral security and guaranties of any kind, revenuesnow or hereafter in existence, issuesgiven by any person with respect to any of the foregoing;
(ii) all of Borrower's intangible personal property, profits including without limitation, all present and proceeds future accounts (as defined in the Uniform Commercial Code in effect in the State of Florida from time to time (the "UCC")) of Borrower, including accounts, accounts receivable, credit card receivables, monies due or to become due and obligations in any form (whether arising in connection with contracts, contract rights, instruments, general intangibles or chattel paper) in each case arising out of goods sold or services rendered or from the sale, lease, license, encumbrance, collection or any other temporary transaction and whether or permanent disposition not earned by performance, now or hereafter in existence, and all documents of title or other documents representing any of the foregoing, and all collateral security and guaranties of any kind, now or hereafter in existence, given by any person with respect to any of the foregoing (collectively, "ACCOUNTS"); securities; contract rights; licenses, leases, powers, permits, franchises, certificates, authorizations, approvals, certificates of need, provider numbers and other rights (collectively, "PERMITS"); general intangibles; chattel paper (as defined in Section 9-102 of the UCC); documents; instruments; any promissory note receivables; deposit accounts; letter-of-credit rights and supporting obligations; rights to the payment of money or other forms of consideration of any kind; tax refunds; insurance proceeds, now owned or hereafter acquired, and all intangible and tangible personal property relating to or arising out of any of the foregoing foregoing, except for the advances related to the split dollar key man life insurance;
(iii) all of Borrower's present and future contracts with the United States Government or with any interest therein (but the foregoing is not intendedagency thereof, all amendments thereto, and all rights thereunder and the related Accounts arising out of or with respect to any government contract, and all proceeds thereof, now or hereafter owned or acquired by Borrower; provided, however, that Lender shall not have a security interest in any rights under any government contract of Borrower or in the related Account where the taking of such security interest would be a violation of an express prohibition contained in the government contract (for purposes of this limitation, the fact that a government contract is subject to, or otherwise refers to, Title 31, ss. 203 or Title 41, ss. 15 of the United States Code shall not be construed deemed an express prohibition against assignment thereof) or is prohibited by applicable law; and
(iv) any and all additions to permit, any of the foregoing transactions to foregoing, and any and all replacements, products and proceeds (including insurance proceeds) of any of the extent otherwise prohibited or restricted pursuant hereto or to any other Loan Documents). The term "COLLATERAL," as used herein, shall also include the right, ---------- title and interest of Borrower in and to the New Facility in which Lender is being granted a security title and Lien pursuant to the Mortgageforegoing.
Appears in 1 contract