Common use of Certain Security Clause in Contracts

Certain Security. For the purpose of securing WFBC in the payment of any and all sums of money that may become due and owing WFBC from Seller by reason of this Agreement and securing WFBC in the performance by Seller of Seller’s obligations hereunder, Seller hereby grants to WFBC a security interest in (i) all of Seller’s present and future inventory, accounts, account and contract rights, contracts and the proceeds therefrom, together with all notes, drafts, acceptances, documents, instruments, chattel paper, general intangibles and products and proceeds thereof including all returned or repossessed goods, (ii) all amounts withheld by WFBC pursuant to Section 7 hereof and (iii) all funds of Seller in the possession or control of WFBC, from whatever source (all, the “Collateral”). Seller agrees to execute and deliver such financing statements under the applicable UCC and other documents, and make such entries and markings in its books and records and to take all such other actions, as WFBC may request to further evidence, perfect, preserve or protect the security interest granted to WFBC hereunder. WFBC shall have all rights and remedies in respect of the security interest herein granted as are provided in this Agreement, the UCC and other applicable law, including the right at any time, before or after any default by Seller of any of its obligations hereunder, to notify account debtors and obligors on instruments to make payments to WFBC (or its designee) and to take control of proceeds to which WFBC is entitled, and to apply proceeds to (in addition to other obligations of Seller to WFBC) the reasonable attorneys’ fees and legal expenses incurred by WFBC in connection with the disposition of collateral or the other exercise of rights and remedies by WFBC. In the event a security interest has heretofore been granted and given to WFBC by Seller in a prior agreement(s) to secure certain obligations, then, in such event, and not withstanding anything in this Agreement to the contrary, including paragraph 16 hereof, the security interest granted and given to WFBC is in renewal and extension, and not in extinguishment of, all such prior security interests and are valid and subsisting liens to secure all prior, existing and new obligations of Seller to WFBC hereunder and under any such prior agreements, which obligations are likewise herein renewed and extended.

Appears in 3 contracts

Samples: Account Transfer Agreement (Corporate Resource Services, Inc.), Account Transfer Agreement (Hyperion Energy, Inc.), Account Transfer Agreement (Hyperion Energy, Inc.)

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Certain Security. For the purpose of securing WFBC in the payment of any and all sums of money that may become due and owing WFBC from Seller by reason of this Agreement and securing WFBC in the performance by Seller of Seller’s 's obligations hereunder, Seller hereby grants to WFBC a security interest in (i) all of Seller’s 's present and future inventory, accounts, account and contract rights, contracts and the proceeds therefrom, together with all notes, drafts, acceptances, documents, instruments, chattel paper, general intangibles and products and proceeds thereof including all returned or repossessed goods, (ii) all amounts withheld by WFBC pursuant to Section 7 hereof and (iii) all funds of Seller in the possession or control of WFBC, from whatever source (all, the "Collateral"). Seller agrees to execute and deliver such financing statements under the applicable UCC and other documents, and make such entries and markings in its books and records and to take all such other actions, as WFBC may request to further evidence, perfect, preserve or protect the security interest granted to WFBC hereunder. WFBC shall have all rights and remedies in respect of the security interest herein granted as are provided in this Agreement, the UCC and other applicable law, including the right at any time, before or after any default by Seller of any of its obligations hereunder, to notify account debtors and obligors on instruments to make payments to WFBC (or its designee) and to take control of proceeds to which WFBC is entitled, and to apply proceeds to (in addition to other obligations of Seller to WFBC) the reasonable attorneys' fees and legal expenses incurred by WFBC in connection with the disposition of collateral or the other exercise of rights and remedies by WFBC. In the event a security interest has heretofore been granted and given to WFBC by Seller in a prior agreement(s) to secure certain obligations, then, in such event, and not withstanding anything in this Agreement to the contrary, including paragraph 16 hereof, the security interest granted and given to WFBC is in renewal and extension, and not in extinguishment of, all such prior security interests and are valid and subsisting liens to secure all prior, existing and new obligations of Seller to WFBC hereunder and under any such prior agreements, which obligations are likewise herein renewed and extended.

Appears in 1 contract

Samples: Account Transfer Agreement (Cargo Connection Logistics Holding, Inc.)

Certain Security. For the purpose of securing WFBC KBK (a) in the payment of any ------------------ and all sums of money that may become due and owing WFBC KBK from Seller by reason of this Agreement and securing WFBC Agreement, (b) in the performance by Seller of Seller’s 's obligations hereunder, and under any other agreement, contract, document, note or other instrument in favor of KBK or its assignees and (c) in the performance of all the obligations of all Affiliates (as hereinafter defined) under each Affiliate's agreements, contracts, documents, notes or other instruments in favor of KBK or its assigns, Seller hereby grants to WFBC KBK a security interest in (i) all of Seller’s 's present and future accounts and proceeds (including accounts but excluding cash) created from the sale by the Seller of inventory, accounts, account and contract rights, contracts and the proceeds therefrom, together with all notes, drafts, acceptances, documents, instruments, chattel paper, general intangibles and all products and proceeds thereof therefrom, including all returned resumed or repossessed goods, as well as all books and records pertaining to all of the foregoing, (ii) all amounts due as Residual Payments or withheld by WFBC KBK as the Reserve pursuant to Section 7 hereof 6 hereof, and (iiiid) all money and other funds of Seller now or hereafter in the possession possession, custody or control of WFBCKBK, from whatever source (allsource. The term "Affiliate" shall mean with respect to any person or entity in question, the “Collateral”)any other person or entity owned or controlled by, or which owns or controls or is under common control or is otherwise affiliated with such person or entity in question. Seller agrees to execute and deliver such financing statements under the applicable UCC and other documents, and make such entries and markings in its books and records and to take all such other actions, as WFBC KBK may request to further evidence, perfect, preserve or protect the security interest granted to WFBC KBK hereunder. WFBC KBK shall have all rights and remedies in respect of the lien and security interest herein granted as are provided in this Agreement, the UCC and other applicable law, including the right at any time, before or after any default by Seller of any of its obligations hereunder, to notify account debtors and obligors on instruments to make payments payment to WFBC KBK (or its designee) and to take control of proceeds to which WFBC KBK is entitled, and to apply proceeds to (in addition to other obligations of Seller to WFBCKBK) the reasonable attorneys' fees and legal expenses incurred by WFBC KBK in connection with the disposition of collateral or the other exercise of rights and remedies by WFBCKBK. Seller herein acknowledges and warrants to KBK that it has received and will receive, direct and indirect benefits by and from granting this security interest to KBK to secure the obligations of any Affiliate to KBK. In the event a security interest has heretofore been granted and given to WFBC KBK by Seller in a prior agreement(s) or document(s) to secure certain obligations, then, in such event, and not withstanding notwithstanding anything in this Agreement to the contrary, including paragraph 16 Section 23 hereof, the lien and security interest herein granted and given to WFBC KBK is in renewal and extension, and not in extinguishment of, all such prior liens and security interests and are valid and subsisting liens and security interests to secure all prior, existing and new obligations of Seller to WFBC KBK hereunder and under any such prior agreements, which obligations are likewise herein renewed and extended, in any manner, including any action required in connection with or by virtue of the United States Bankruptcy Code (the "Bankruptcy Code").

Appears in 1 contract

Samples: Account Transfer and Purchase Agreement (Boots & Coots International Well Control Inc)

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Certain Security. For the purpose of securing WFBC KBK (a) in the payment of any and all sums of money that may become due and owing WFBC KBK from Seller by reason of this Agreement Agreement, and securing WFBC (b) in the performance by Seller of Seller’s 's obligations hereunder, Seller hereby grants to WFBC KBK a security interest in (i) all of Seller’s 's present and future inventory, accounts, account and contract rights, contracts and the proceeds therefrom, together with all notescontracts, drafts, acceptances, documents, instruments, chattel paper, deposit accounts, general intangibles and all products and proceeds thereof therefrom, including all returned or repossessed goods, as well as all books and records pertaining to all of the foregoing, (ii) all amounts due as Residual Payments or withheld by WFBC KBK as the Reserve pursuant to Section 7 6 hereof and (iii) all money and other funds of Seller now or hereafter in the possession possession, custody, or control of WFBCKBK, from whatever source (all, the “Collateral”)source. Seller agrees to execute and deliver such financing statements under the applicable UCC and other documents, and make such entries and markings in its books and records and to take all such other actions, as WFBC KBK may request to further evidence, perfect, preserve or protect the security interest granted to WFBC KBK hereunder. WFBC KBK shall have all rights and remedies in respect of the lien and security interest herein granted to KBK hereunder. KBK shall have all rights and remedies in respect of the lien and security interest herein granted as are provided in this Agreement, the UCC and other applicable law, including the right at any time, before or after any default by Seller of any of its obligations hereunder, to notify account debtors and obligors on instruments to make payments payment to WFBC KBK (or its designee) and to take control of proceeds to which WFBC KBK is entitled, and to apply proceeds to (in addition to other obligations of Seller to WFBCKBK) the reasonable attorneys' fees and legal expenses incurred by WFBC KBK in connection with the disposition disposing of collateral or the other exercise of rights and remedies by WFBCKBK. In the event a security interest has heretofore been granted and given to WFBC KBK by Seller in a prior agreement(s) or document(s) to secure certain obligations, then, in such event, and not withstanding notwithstanding anything in this Agreement to the contrary, including paragraph 16 Section 23 hereof, the lien and security interest herein granted and given to WFBC KBK is in renewal and extension, and not in extinguishment of, all such prior liens and security interests and are valid and subsisting liens and security interests to secure all prior, existing existing, and new obligations of Seller to WFBC KBK hereunder and under any such prior agreements, which obligations are likewise herein renewed and extended, in any manner, including any action required in connection with or by virtue of the United States Bankruptcy Code (the "Bankruptcy Code").

Appears in 1 contract

Samples: Account Transfer and Purchase Agreement (H E R C Products Inc)

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