Title, Security Interest and Lien Sample Clauses

Title, Security Interest and Lien. Dealer will cause an application for title of the Vehicle to be submitted to the appropriate government agency within the time periods required by applicable law, including, without limitation, the time periods necessary to prevent the avoidance of the lien in a bankruptcy proceeding of the applicable Buyer. Further, Dealer will take all steps necessary under applicable law to ensure that Company or its designee, as applicable, will have a valid and properly perfected first priority security interest in such Vehicle, and that such lien will be enforceable.
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Title, Security Interest and Lien. Each Assignor (a) shall preserve, warrant, and defend title to and ownership of its Pledged Intercompany Notes and Pledged Stock and the Lien therein created hereby against the claims of all Persons whomsoever; (b) except as may be otherwise permitted by the Credit Agreement, shall not at any time sell, assign, transfer, or otherwise dispose of its right, title and interest in and to any of the Collateral; (c) other than actions permitted under the Credit Agreement, will not do or suffer any matter or thing whereby the Liens created by this Agreement in and to the Collateral are impaired; and (d) shall not at any time, directly or indirectly, create, assume, or suffer to exist any Lien, warrant, put, option, or other rights of third Persons and restrictions in and to the Pledged Securities or any part thereof, other than (i) Permitted Liens and (ii) restrictions on transferability imposed by applicable state and federal securities laws, rules and regulations.
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Title, Security Interest and Lien. The Pledgor (a) will preserve, warrant, and defend title to and ownership of the Pledged Stock and the Lien in the Collateral created hereby against the claims of all Persons whomsoever; (b) will not at any time assign, transfer, or otherwise dispose of its right, title and interest in and to any of the Collateral; (c) will not do or suffer any matter or thing whereby the Lien created by this Pledge Agreement in and to the Collateral might or could be impaired; and (d) will not at any time, directly or indirectly, create, assume, or suffer to exist any Lien, warrant, put, option, or other rights of third Persons and restrictions in and to the Collateral or any part thereof other than (i) those Liens arising under this Pledge Agreement, (ii) restrictions on transferability imposed by applicable state and Federal securities laws, rules and regulations, (iii) Permitted Liens referred to in clauses (i), (ii), (xviii) and (xix) of the definition of that term in the Loan Agreement, and (iv) the restrictions contained in the Shareholders' Agreement.
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Title, Security Interest and Lien. (i) Dealer shall cause an application for title of the Vehicle that is the subject of the Contract to be submitted to the appropriate government agency within the time periods required by applicable law, including, without limitation, the time periods necessary to prevent the avoidance of the lien in a bankruptcy proceeding of the applicable Buyer and (ii) Dealer shall take all steps necessary under applicable law to ensure that NSF will have a valid and property perfected first priority security interest in such Vehicle, and that such lien shall be enforceable.
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Title, Security Interest and Lien. The Borrower (a) will preserve, warrant, and defend title to and ownership of the Pledged Stock and the Lien in the Collateral created hereby against the claims of all Persons whomsoever; (b) will not at any time assign, transfer, or otherwise dispose of its right, title and interest in and to any of the Collateral; (c) will not do or suffer any matter or thing whereby the Lien created by this Pledge Agreement in and to the Collateral might or could be impaired; and (d) will not at any time, directly or indirectly, create, assume, or suffer to exist any Lien, warrant, put, option, or other rights of third Persons and restrictions in and to the Collateral or any part thereof other than (i) those Liens arising under this Pledge Agreement and (ii) restrictions on transferability imposed by applicable state and Federal securities laws, rules and regulations.
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Related to Title, Security Interest and Lien

  • Security Interest and Collateral In order to secure the payment and performance of the Secured Obligations, the Debtor hereby grants to the Secured Party a security interest (herein called the “Security Interest”) in and to the following property (hereinafter collectively referred to as the “Collateral”): SEE EXHIBIT A ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE.

  • First Priority Security Interest The Administrative Agent, for the benefit of the Lenders, has a first priority perfected security interest in the collateral pledged by the Borrower pursuant to the Security Agreement.

  • Valid Security Interest This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Sold Property in favor of the Issuer, which is prior to all other Liens, other than Permitted Liens, and is enforceable against creditors of and purchasers from the Depositor.

  • Security Interest/Priority This Security Agreement creates a valid security interest in favor of the Administrative Agent, for the benefit of the holders of the Secured Obligations, in the Collateral of such Grantor and, when properly perfected by filing, shall constitute a valid perfected security interest in such Collateral, to the extent such security interest can be perfected by filing under the UCC, free and clear of all Liens except for Permitted Liens.

  • Security Interests No party to this Escrow Agreement shall grant a security interest in any monies or other property deposited with the Escrow Agent under this Escrow Agreement, or otherwise create a lien, encumbrance or other claim against such monies or borrow against the same.

  • Collateral; Security Interest (a) Pursuant to the Custodial Agreement, the Custodian shall hold the Mortgage Loan Documents as exclusive bailee and agent for the Lender pursuant to terms of the Custodial Agreement and shall deliver to the Lender Trust Receipts (as defined in the Custodial Agreement) each to the effect that it has reviewed such Mortgage Loan Documents in the manner and to the extent required by the Custodial Agreement and identifying any deficiencies in such Mortgage Loan Documents as so reviewed.

  • The Security Interests In order to secure the full and punctual observance and performance of the covenants and agreements contained herein and in the Securities Contract:

  • Security Interest Absolute All rights of the Secured Party and all Obligations of the Company hereunder, shall be absolute and unconditional, irrespective of: (a) any lack of validity or enforceability of this Agreement, the Notes, the Warrants or any agreement entered into in connection with the foregoing, or any portion hereof or thereof; (b) any change in the time, manner or place of payment or performance of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Notes, the Warrants or any other agreement entered into in connection with the foregoing; (c) any exchange, release or nonperfection of any of the Intellectual Property, or any release or amendment or waiver of or consent to departure from any other Intellectual Property for, or any guaranty, or any other security, for all or any of the Obligations; (d) any action by the Secured Party to obtain, adjust, settle and cancel in its sole discretion any insurance claims or matters made or arising in connection with the Intellectual Property; or (e) any other circumstance which might otherwise constitute any legal or equitable defense available to the Company, or a discharge of all or any part of the Security Interest granted hereby. Until the Obligations shall have been paid and performed in full, the rights of the Secured Party shall continue even if the Obligations are barred for any reason, including, without limitation, the running of the statute of limitations or bankruptcy. The Company expressly waives presentment, protest, notice of protest, demand, notice of nonpayment and demand for performance. In the event that at any time any transfer of any Intellectual Property or any payment received by the Secured Party hereunder shall be deemed by final order of a court of competent jurisdiction to have been a voidable preference or fraudulent conveyance under the bankruptcy or insolvency laws of the United States, or shall be deemed to be otherwise due to any party other than the Secured Party, then, in any such event, the Company's obligations hereunder shall survive cancellation of this Agreement, and shall not be discharged or satisfied by any prior payment thereof and/or cancellation of this Agreement, but shall remain a valid and binding obligation enforceable in accordance with the terms and provisions hereof. The Company waives all right to require the Secured Party to proceed against any other person or to apply any Intellectual Property which the Secured Party may hold at any time, or to marshal assets, or to pursue any other remedy. The Company waives any defense arising by reason of the application of the statute of limitations to any obligation secured hereby.

  • Security Interest and Guarantee The Holder has been granted a security interest (i) in certain assets of the Borrower and its Subsidiaries as more fully described in the Master Security Agreement dated as of the date hereof and (ii) pursuant to the Stock Pledge Agreement dated as of the date hereof. The obligations of the Borrower under this Note are guaranteed by certain Subsidiaries of the Borrower pursuant to the Subsidiary Guaranty dated as of the date hereof.

  • Perfected Security Interests (a) As of the Closing Date (or such later date as permitted under Section 5.14) and as of the date of each Borrowing, the Security Documents, taken as a whole, are effective to create in favor of the Collateral Agent for the benefit of the Secured Parties a legal, valid and enforceable first priority security interest in all of the Collateral to the extent purported to be created thereby.

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