This Security Agreement definition

This Security Agreement is a "security agreement" within the meaning of the UCC. Each Grantor, by executing and delivering this Security Agreement, has granted to the Secured Party, as security for the Secured Obligations, a security interest in the Security Property in which it has an interest to the full extent that a security interest may be granted under applicable law.

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This Security Agreement or "ANY SECURITY AGREEMENT" shall mean and refer to any Equipment Schedule which incorporates the terms of this Master Security Agreement, together with all exhibits, addenda, schedules, certificates, riders and other documents and instruments executed and delivered in connection with such Equipment Schedule, all as the same may be amended or modified from time to time. Each Equipment Schedule shall constitute a separate, distinct and independent security agreement and contractual obligation of Customer. "AFFILIATE" means, with respect to any person, firm or entity, any other person, firm or entity controlling, controlled by, or under common control with such person, firm or entity, and for this purpose, "control" means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of any such person, firm or entity, whether through the legal or beneficial ownership of voting securities, by contract or otherwise. Notwithstanding anything to the contrary, Seitel, Inc. and its wholly-owned subsidiaries shall not be an Affiliate of Customer for purposes of this Security Agreement. "COLLATERAL" means the Equipment and all present or future additions, attachments, accessions or accessories thereto and replacements thereof, all tools, manuals, service records, software and similar information and materials related to such Equipment, and the proceeds, from the sale, lease or other disposition of the Equipment, in the form of goods, accounts, chattel paper, documents, instruments and general intangibles, and insurance proceeds payable in respect of loss or damage to such Collateral. "EQUIPMENT" means machinery and equipment now owned or hereafter acquired by Customer, wherever the same may be located, which is described in one or more Equipment Schedules entered into from time to time by the parties hereto. The term "ITEM OF EQUIPMENT" shall mean each functionally integrated and marketable group or unit of Equipment; and any determination of the outstanding principal balance of the Note

This Security Agreement is entered into with respect to a Senior Secured Note in the principal amount of $250,000 (the "SENIOR NOTE") delivered to ▇▇▇▇ (a) by Debtor pursuant to a 8.5% Senior Secured Note Purchase Agreement, as the same may be amended, modified or supplemented from time to time in accordance with the terms thereof (the "SENIOR PURCHASE AGREEMENT") dated the same date as this Security Agreement, and (b) a 9.5% Secured Convertible Note of even date herewith in the principal amount of $250,000 (the "CONVERTIBLE NOTE" and collectively with the Senior Note, the "NOTES", and individually a "NOTE") delivered to Garlikov by Debtor pursuant to a 9.5% Secured Note Convertible Note Purchase Agreement, as the same may be amended, modified or supplemented from time to time in accordance with the terms thereof (the "CONVERTIBLE PURCHASE AGREEMENT", and collectively with the Senior Purchase Agreement, the "PURCHASE AGREEMENTS" and individually a "PURCHASE AGREEMENT"). Capitalized terms not otherwise defined herein shall have the meaning(s) ascribed to them in the Purchase Agreement. Secured Party and Debtor agree as follows:

Examples of This Security Agreement in a sentence

• This Security Agreement may be executed in any number of counterparts, all of which taken together shall constitute one agreement, and any of the parties hereto may execute this Security Agreement by signing any such counterpart.

• This Security Agreement Supplement shall be governed by, and construed in accordance with, the laws of the State of New York.

• This Security Agreement may be executed in any number of counterparts, each of which where so executed and delivered shall be an original, but all of which shall constitute one and the same instrument.

• This Security Agreement may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract.

• This Security Agreement may be executed by the parties hereto in several counterparts, each of which shall be deemed to be an original and all of which shall constitute together but one and the same agreement.

• This Security Agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract.

• This Security Agreement may be executed by one or more of the parties to this Security Agreement on any number of separate counterparts (including by facsimile or other electronic transmission), and all of said counterparts taken together shall be deemed to constitute one and the same instrument.

• This Security Agreement may be executed in any number of counterparts and by the different parties hereto on separate counterparts and each such counterpart shall be deemed to be an original, but all such counterparts shall together constitute but one and the same Security Agreement.

• This Security Agreement shall in all respects be a continuing, absolute, unconditional and irrevocable grant of security interest, and shall remain in full force and effect until the Termination Date.

• This Security Agreement has been executed in a number of identical counterparts, each of which shall be deemed an original for all purposes and all of which constitute, collectively, one agreement; but, in making proof of this Security Agreement, it shall not be necessary to produce or account for more than one such counterpart.

More Definitions of This Security Agreement

This Security Agreement is given simultaneously with that certain Loan Agreement between the Debtor, the Secured Party, and certain other parties, dated of even date herewith (the "Loan Agreement"). In addition, to further secure the Note (hereinafter defined), the Debtor has executed that certain Deed of Trust, Assignment of Rents and Security Agreement, dated of even date herewith, with respect to certain real property now owned by the Debtor and located in Beaufort County, North Carolina and described in Exhibit B attached hereto and incorporated herein by reference (the "Real Property") (such deed of trust being referred to as the "Deed of Trust") and has also executed certain other loan documents in connection with the Indebtedness. In consideration of the promises herein contained and certain other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Debtor and Secured Party hereby agree as follows:

This Security Agreement is given in connection with the loan evidenced by the certain Loan Agreement between the Fountain Powerboats, Inc., a North Carolina corporation (the "Borrower"), the Secured Party, the Debtor and certain other parties, dated December 31, 1996 (the "Loan Agreement"). The Borrower has previously executed that certain Master Security Agreement, dated December 31, 1996 (the "Borrower's Security Agreement").

This Security Agreement the "Agreement" or "any Security Agreement" shall mean and refer to any Loan Schedule and Supplemental Security Agreement which incorporates the terms of this Master Loan and Security Agreement, together with all exhibits, addenda, schedules, certificates, riders and other documents and instruments executed and delivered in connection with such Loan Schedule and Supplemental Security Agreement, all as the same may be amended or modified from time to time. Each Loan Schedule shall constitute a separate, distinct and independent security agreement and contractual obligation of Debtor. The security interest granted herein shall attach to each item of Collateral at the earlier of (i) Debtor's execution and delivery of the Note, Loan Schedule and Supplemental Security Agreement with respect to such item of Collateral; or (ii) the time that Secured Party advances any funds to or on behalf of Debtor in complete or partial payment for items of Equipment set forth on the respective Loan Schedule and Supplemental Security Agreement.

This Security Agreement means this Security Agreement including any schedules hereto and the terms "herein", "hereto", "hereof", "hereby", "hereunder" and similar terms refer to this Security Agreement so defined and any reference to a particular Section shall mean the appropriate Section of this Security Agreement.

This Security Agreement. Code" shall mean the Uniform Commercial Code, as enacted in the State of Connecticut and as amended from time to time. "Collateral" shall mean all cash provided, submitted, wired or otherwise transferred by the Debtor to the Secured Party from time to time in satisfaction of, or in compliance with, any of the Debtor's obligations under the NEPOOL Financial Assurance Policies, and the products and proceeds thereof. "NEPOOL Financial Assurance Policies" shall mean each of the Financial Assurance Policies in the NEPOOL Tariff, as amended, supplemented or restated from time to time, including but not limited to the Financial Assurance Policies in Attachments L, M and O to the NEPOOL Tariff. "NEPOOL Tariff" shall mean the Restated NEPOOL Open Access Transmission Tariff as filed with the Federal Energy Regulatory Commission on July 22, 1998 and as amended, supplemented and/or restated from time to time. "Obligations" shall mean any and all amounts due from the Debtor from time to time under the Restated NEPOOL Agreement, the NEPOOL Tariff, the Interim Independent System Operator Agreement between the Participants and ISO New England Inc. (the "ISO"), the ISO's Tariff for Capital Funding, and the ISO's Tariff for Transmission Dispatch and Power Administration Services. "Participants" shall have the meaning set forth in the Restated NEPOOL Agreement. "Restated NEPOOL Agreement" shall have the meaning set forth in preamble to this Security Agreement.