XXXXX XX SECURITY INTEREST. The Lease Agreement and this Supplement constitute a financing agreement intended as security. In consideration of the agreements contained therein and in the Operative Documents, Lessee hereby grants, bargains, assigns, transfers, conveys and pledges to Lessor a security interest in and Lien upon all of its rights, title and interest in, to and under the Equipment, the subleases related to such Equipment, Lessee's interest in any bill xx sale and in each manufacturer's, vendor's or dealer's warranty for the Equipment, and all proceeds thereof, including, without limitation, all rentals, income and profits in respect of the Items of Equipment, whether under such subleases or otherwise, all credits granted by any manufacturer, vendor or dealer with respect to the return of any Item of Equipment and the proceeds of any insurance payable with respect to the Items of Equipment as collateral security for the payment and performance by Lessee of obligations owed to Lessor under the Operative Documents. Dated: ____________, ____. BRL UNIVERSAL EQUIPMENT 2001 A, L.P., as Lessor By BRL Universal Equipment Management, Inc. Its General Partner By: ---------------------------------------- Name: Title: UNIVERSAL COMPRESSION, INC. Lessee By: ---------------------------------------- Name: Title: Schedule 1 to Lease Supplement FORM OF SCHEDULE OF EQUIPMENT TO LEASE SUPPLEMENT LOCATION NATURAL TRANCHE A TRANCHE B ACQUISITION ESTIMATED UNIT (STATE & COMPRESSOR GAS DRIVER DEBT DEBT EQUITY COST RESIDUAL NUMBER COUNTY) HP RATING MFR. MFR. MODEL MFR. MODEL COMPONENT COMPONENT COMPONENT ---$--- VALUE ------ ------- --------- ---- ----- ----- ---- ----- --------- --------- --------- ------- ----- EXHIBIT B to Lease Agreement [FORM OF] NOTICE OF SUBSTITUTION [Date] Universal Compression, Inc. ("Lessee") hereby gives BRL Universal Equipment 2001 A, L.P., ("Lessor") notice that as of the date hereof Lessee has substituted the following Equipment in accordance with Section 13 of the Equipment Lease Agreement ("Lease Agreement") dated as of February 9, 2001 between Lessor and Lessee: Replaced Equipment: Natural Gas Driver Unit Number HP Rating Mfr. Compressor Mfr. Model Mfr. Model Acquisition Cost Residual Value ----------- --------- ---- --------------------- ---------- ---------------- -------------- Replacement Equipment: Location Natural Gas Tranche A Tranche B Estimated Estimated (state & Compressor Driver Debt Debt Equity Acquisition Fair Market Residual county) Unit Number HP R...
XXXXX XX SECURITY INTEREST. 1. To secure payment, performance and observance in fu11 of all Obligations, Borrower hereby grants to Bank a continuing security interest in, a lien upon, and a right of set-off against, and Borrower hereby assigns, transfers, pledges and sets over to Bank all of the Collateral. All Collateral shall be security for the payment, performance and observance of all Obligations notwithstanding the maintenance of separate accounts by Bank or the existence of any instruments evidencing any of the Obligations.
XXXXX XX SECURITY INTEREST. Pursuant to Section 1.1, without limiting the generality thereof, Grantor pledges, hypothecates, assigns, charges, mortgages, delivers, and transfers to Administrative Agent and grants to Administrative Agent a present, absolute, unconditional and continuing security interest in all of the following property (collectively, "Pledged Equity Collateral"):
XXXXX XX SECURITY INTEREST. Pursuant to Section 1.1 (and subject to the limitations set forth in the last paragraph thereof), without limiting the generality thereof, Grantor collaterally assigns to Administrative Agent all of Grantor's right, title and interest in and to all of Grantor's contracts, licenses, leases and other agreements and all rights, interests, powers, privileges and other benefits thereunder (including the rights to receive all proceeds and payments under each such contract, license, lease and other agreement). This assignment of each contract, license, lease and other agreement constitutes a fully perfected, absolute, unconditional and present assignment, provided, however, that prior to the occurrence of an Event of Default, Grantor may exercise any rights and powers under and may receive all payments and enjoy all other benefits of each such contract, license, lease and other agreement, subject to the terms and provisions of this Security Agreement and the other Loan Documents.
XXXXX XX SECURITY INTEREST. 1.1 Borrower hereby grants to Standard Federal a continuing security interest in the property and interests in property described in Section 2.1 below (hereinafter referred to as the "Collateral") to secure the payment of all loans and advances including any renewals or extensions thereof from Standard Federal to Borrower and all obligations of any and every kind and nature heretofore, now or hereafter owing from Borrower to Standard Federal, however incurred or evidenced, whether primary, secondary, contingent or otherwise, whether arising under this Agreement, under any other security agreement(s), promissory note(s), guarantee(s), mortgage(s), lease(s), instrument(s), document(s), contract(s), letter(s) of credit or similar agreement(s) heretofore, now or hereafter executed by Borrower and delivered to Standard Federal, or by oral agreement or by operation of law plus all interest, costs, expenses and reasonable attorney fees which may be made or incurred by Standard Federal in the disbursement, administration or collection of such obligations and in the protection, maintenance and liquidation of the Collateral (hereinafter collectively called "Liabilities").
XXXXX XX SECURITY INTEREST. 1. To secure payment, performance and observance in full of all Obligations, Borrower hereby grants to Bank a continuing security interest in, a lien upon, and a right of set-off against, and Borrower hereby assigns, transfers, pledges and sets over to Bank all of the Collateral. All Collateral shall be security for the payment, performance and observance of all Obligations notwithstanding the maintenance of separate accounts by Bank or the existence of any instruments evidencing any of the Obligations.
XXXXX XX SECURITY INTEREST. The Trust hereby pledges to and grants the Custodian a security interest in the assets of any Fund to secure the payment of any liabilities of the Trust to the Custodian, whether acting in its capacity as Custodi an or otherwise, or on account of money borrowed from the Custodian. This pledge is in addition to any other pledge of collateral by the Trust to the Custodian.
XXXXX XX SECURITY INTEREST. The Lease Agreement and this Supplement constitute a financing agreement intended as security. In consideration of the agreements contained therein and in the Operative Documents, Lessee hereby grants, bargains, assigns, transfers, conveys and pledges to Lessor a security interest in and Lien upon all of its rights, title and interest in, to and under the Equipment, the subleases related to such Equipment, Lessee's interest in any bill xx sale and in each manufacturer's, vendor's or dealer's warranty for the Equipment, and all proceeds thereof, including, without limitation, all rentals, income and profits in respect of the Items of Equipment, whether under such subleases or otherwise, all credits granted by any manufacturer, vendor or dealer with respect to the return of any Item of Equipment and the proceeds of any insurance payable with respect to the Items of Equipment as collateral security for the payment and performance by Lessee of obligations owed to Lessor under the Operative Documents. Dated: ____________, ____. BRL UNIVERSAL EQUIPMENT 2001 A, L.P., as Lessor By BRL Universal Equipment Management, Inc. Its General Partner By: -------------------------------------- Name: Title: UNIVERSAL COMPRESSION, INC., Lessee By: -------------------------------------- Name: Title:
XXXXX XX SECURITY INTEREST. To the extent the Borrower has any rights in or to any of the Collateral, the Borrower hereby grants to the Bank a security interest in and to the Collateral in accordance with and subject to the terms and provisions of this Security Agreement. Any and all interests or rights which the Borrower may have in or to the Collateral shall be, at all times, inferior, subordinate, and subject to the security interests of the Bank therein or thereto and shall be extinguished or terminated following, or as a result of, the Bank's exercise of its rights and remedies under this Security Agreement.
XXXXX XX SECURITY INTEREST. 1.1 To secure the Borrower's prompt, punctual, and faithful performance of all and each of the Borrower's Liabilities (as the term is defined herein) to the Bank, Borrower hereby grants to the Bank a continuing security interest in and to, and assigns to the Bank, the following, and each item thereof, whether now owned or now due, or in which the borrower has an interest or hereafter, at any time in the future, acquired, arising, or to become due, or in which the Borrower obtains an interest, and all products,proceeds, substitutions, and accession of or to any of the following (all of which, together with anyother property in which the Bank may in the future be granted a security interest pursuant hereto, is referred to hereinafter as the "Collateral"):
