Common use of CONTINUING SECURITY INTEREST; TRANSFER OF LOANS Clause in Contracts

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and the cancellation or termination of the Commitments, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination of the Commitments, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors’ expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments to evidence such termination.

Appears in 4 contracts

Samples: Pledge and Security Agreement, Pledge and Security Agreement (NewPage CORP), Pledge and Security Agreement (NewPage Holding CORP)

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CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations (other than contingent indemnity obligations not then due and the cancellation or termination of the Commitmentspayable), be binding upon each Grantor, its successors and permitted assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, permitted transferees and permitted assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations (other than contingent indemnity obligations not then due and payable) and to the cancellation or termination extent otherwise contemplated by Section 9.11 of the CommitmentsCredit Agreement, the security interest granted hereby shall shall, subject to Section 11.6 hereof, automatically terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors’ expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments to evidence such termination. Upon any disposition of property permitted by the Credit Agreement (other than any such disposition to another Grantor), the Liens granted herein shall be deemed to be automatically released and such property shall automatically revert to the applicable Grantor with no further action on the part of any Person. The Collateral Agent shall, at Grantor’s expense, execute and deliver or otherwise authorize the filing of such documents as Grantors shall reasonably request, in form and substance reasonably satisfactory to the Collateral Agent, including financing statement amendments to evidence such release.

Appears in 3 contracts

Samples: Pledge and Security Agreement, Credit Agreement (Zekelman Industries, Inc.), Term Loan Credit Facility (CommScope Holding Company, Inc.)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the after payment in full of all Secured Obligations and the cancellation (other than contingent indemnification obligations not then due or termination of the Commitmentsasserted), be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Administrative Agent hereunder, to the benefit of the Collateral Administrative Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation (other than contingent indemnification obligations not then due or termination of the Commitmentsasserted), the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination and/or release of Liens in accordance with the Collateral provisions of this Agreement or the Credit Agreement, the Administrative Agent shall, at Grantors’ expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such terminationtermination and/or release of Liens, as applicable.

Appears in 2 contracts

Samples: Credit Agreement (Edgen Group Inc.), Credit Agreement (Edgen Group Inc.)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors’ expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Vca Antech Inc), Patent Security Agreement (Services International LLC)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until as provided in the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsIntercreditor Agreement, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreementapplicable First Lien Documents, any Lender lender under a First Lien Document may assign or otherwise transfer any Loans loans or extensions of credit held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders Secured Parties herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination occurrence of the Commitmentsconditions set forth in the Intercreditor Agreement, the security interest granted hereby shall automatically terminate hereunder and of record and all rights to the Collateral shall revert to the Grantors. Upon any such termination the Collateral Agent shall, at the Grantors’ expense, execute and deliver to the Grantors or otherwise authorize the filing of such documents as the Grantors shall reasonably request, including financing statement amendments to evidence such termination.

Appears in 2 contracts

Samples: First Lien Pledge and Security Agreement (Alion Science & Technology Corp), Intercreditor Agreement (Alion Science & Technology Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsTermination Date, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsTermination Date, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors’ expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Paramount Acquisition Corp), Pledge and Security Agreement (Paramount Acquisition Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsObligations, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent Trustee hereunder, to the benefit of the Collateral Agent Trustee and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit AgreementIndenture, any Lender Noteholder may assign or otherwise transfer any Loans Notes held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders the Secured Parties herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsObligations, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to the Grantors. Upon any such termination the Collateral Agent Trustee shall, at the Grantors’ expense, execute and deliver to the Grantors or otherwise authorize the filing of such documents as the Grantors shall reasonably request, including financing statement amendments request to evidence such termination. Upon the release of any Lien on any Collateral in favor of the Collateral Trustee pursuant to the terms of the Indenture, such Collateral shall automatically be released from the Liens created by this Agreement.

Appears in 2 contracts

Samples: Securities Control Agreement (PRETIUM CANADA Co), Securities Control Agreement (PRETIUM CANADA Co)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Pledge Agreement shall create a continuing security interest in the Collateral and shall (a) remain in full force and effect until the payment in full of all Secured Obligations and the cancellation or termination of the Commitments, (b) be binding upon each GrantorPledgor, its successors and assigns, and (c) inure, together with the rights and remedies of the Collateral Agent Secured Party hereunder, to the benefit of the Collateral Agent Secured Party and its successors, transferees and assigns. Without limiting the generality of the foregoingforegoing clause (c), but subject to the terms provisions of Section 10.08 of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the Commitments, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to GrantorsPledgor. Upon any such termination the Collateral Agent shallSecured Party will, at Grantors’ Pledgor's expense, execute and deliver to Grantors or otherwise authorize the filing of Pledgor such documents as Grantors Pledgor shall reasonably request, including financing statement amendments request to evidence such terminationtermination and Pledgor shall be entitled to the return, upon its request and at its expense, against receipt and without recourse to Secured Party, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof.

Appears in 2 contracts

Samples: Credit Agreement (Apartment Investment & Management Co), Pledge Agreement (Apartment Investment & Management Co)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation, expiration or collateralization in a manner reasonably satisfactory to Collateral Agent of all outstanding Letters of Credit, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 2 contracts

Samples: Pledge and Security Agreement, Pledge and Security Agreement (Medical Device Manufacturing, Inc.)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and (other than unmatured indemnification obligations), the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors’ expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Easton-Bell Sports, Inc.), Pledge and Security Agreement (Bell Powersports, Inc.)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the Commitments, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent Secured Party hereunder, to the benefit of the Collateral Agent Secured Party and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the Commitments, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent Secured Party shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Tekoil & Gas Corp), Pledge and Security Agreement (Pacific Energy Resources LTD)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until as provided in the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsIntercreditor Agreement, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreementapplicable Third Lien Documents, any Lender lender under a Third Lien Document may assign or otherwise transfer any Loans loans or extensions of credit held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders Secured Parties herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination occurrence of the Commitmentsconditions set forth in the Intercreditor Agreement, the security interest granted hereby shall automatically terminate hereunder and of record and all rights to the Collateral shall revert to the Grantors. Upon any such termination the Collateral Agent shall, at the Grantors’ expense, execute and deliver to the Grantors or otherwise authorize the filing of such documents as the Grantors shall reasonably request, including financing statement amendments to evidence such termination.

Appears in 1 contract

Samples: Third Lien Pledge and Security Agreement (Alion Science & Technology Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall (a) remain in full force and effect until the payment in full of all the Secured Obligations Obligations, and the cancellation or termination of the Commitments, (b) be binding upon each Grantor, its successors and assigns, and (c) inure, together with the rights and remedies of the Collateral Agent Secured Party hereunder, to the benefit of the Collateral Agent Secured Parties and its their successors, transferees and assigns. Without limiting the generality of the foregoingforegoing clause (c), but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination of the Commitments, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to GrantorsGrantor. Upon any such termination the Collateral Agent shallSecured Party will, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (Convergent Communications Inc /Co)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, the security interest granted hereby shall terminate automatically hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the termination, Collateral Agent shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such instruments and documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (Kroll Inc)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. PLEDGE AND SECURITY AGREEMENT 434560-New York Server 3A EXECUTION This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all Outstanding Letters of Credit, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns, for the benefit and on behalf of the Secured Parties. Without limiting the generality of the foregoing, but any Secured Party may assign or otherwise transfer any Secured Obligations held by it to any other Person subject to and in compliance with the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders the Secured Parties herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all Outstanding Letters of Credit, the security interest and Liens granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (Mariner Health Care Inc)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsTerm Commitments and the cancellation or expiration of all outstanding Letters of Credit, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Term Collateral Agent hereunder, to the benefit of the Term Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Term Credit Agreement, any Term Lender may assign or otherwise transfer any Loans or Term Commitments held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination of the Commitments, the The security interest granted hereby shall terminate hereunder and of record and and, subject to the terms of the Intercreditor Agreement, all rights to the Collateral shall revert to GrantorsGrantors in accordance with the terms of the Intercreditor Agreement. Upon any such termination the Term Collateral Agent shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (Stanadyne Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall (a) remain in full force and effect until the payment in full of all the Secured Obligations and the cancellation or termination of the Commitments, (b) be binding upon each Grantor, its successors and assigns, and (c) inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoingforegoing clause (c), but subject to the terms of the Credit AgreementFinancing Agreements, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations then owing and the cancellation or termination of the Commitments, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to GrantorsGrantor. Upon any such termination the Collateral Agent shallwill, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (Northpoint Communications Group Inc)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall (a) remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of all Commitments and the Commitmentscancellation or expiration of all outstanding letters of credit issued pursuant to any of the Credit Agreements then secured by the Collateral, (b) be binding upon each Grantor, its successors and assigns, and (c) inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees successors and permitted assigns. Without limiting the generality of the foregoingforegoing clause (c), but subject to the terms provisions of subsection 10.1 of the Existing Credit AgreementAgreement and subsection 10.1 of the New Credit Agreement and any comparable provisions of any Successor Credit Agreement secured by the Collateral, any Lender may assign or otherwise transfer any Loans loans held by it under the applicable Credit Agreement to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding letters of credit referred to above, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to GrantorsGrantor. Upon any such termination the Collateral Agent shallwill, at Grantors’ Grantor's expense, execute and deliver to Grantors or otherwise authorize the filing of Grantor such documents as Grantors Grantor shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Credit Agreement (Dictaphone Corp /De)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, the security interest granted hereby shall automatically terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the termination, Collateral Agent shall, at Grantors’ expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments amendments, to evidence such termination.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Del Frisco's Restaurant Group, LLC)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsObligations, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination of the Commitments, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Connetics Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsRevolving Commitments and the cancellation or expiration of all outstanding Letters of Credit, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Revolving Collateral Agent hereunder, to the benefit of the Revolving Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Revolving Credit Agreement, any Revolving Lender may assign or otherwise transfer any Loans or Revolving Commitments held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination of the Commitments, the The security interest granted hereby shall terminate hereunder and of record and and, subject to the terms of the Intercreditor Agreement, all rights to the Collateral shall revert to GrantorsGrantors in accordance with the terms of the Intercreditor Agreement. Upon any such termination the Revolving Collateral Agent shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (Stanadyne Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall (a) remain in full force and effect until the payment in full of all the Secured Obligations and the cancellation or termination of the Commitments, (b) be binding upon each Grantor, its successors and assigns, and (c) inure, together with the rights and remedies of the Collateral Agent Secured Party hereunder, to the benefit of the Collateral Agent Secured Party and its successors, transferees and assigns. Without limiting the generality of the foregoingforegoing clause (c), but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations then owing and the cancellation or termination of the Commitments, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to GrantorsGrantor. Upon any such termination the Collateral Agent shallSecured Party will, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (Northpoint Communications Group Inc)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsObligations, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsObligations, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Thereafter, subject to the terms of the Intercreditor Agreement, this Agreement shall be reinstated if at any time any payment of any of SECOND LIEN PLEDGE AND SECURITY AGREEMENT EXECUTION the Obligations is rescinded or must otherwise be returned upon the insolvency, bankruptcy or reorganization of any Grantor or any other Person or otherwise, all as though the payment had not been made.Upon any such termination the Collateral Agent shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request in writing to evidence such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (American Reprographics CO)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and (other than unmatured indemnification obligations), the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (American Achievement Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until as provided in the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsIntercreditor Agreement, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreementapplicable Second Lien Documents, any Lender lender under a Second Lien Document may assign or otherwise transfer any Loans loans or extensions of credit held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders Secured Parties herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination occurrence of the Commitmentsconditions set forth in the Intercreditor Agreement, the security interest granted hereby shall automatically terminate hereunder and of record and all rights to the Collateral shall revert to the Grantors. Upon any such termination the Collateral Agent shall, at the Grantors’ expense, execute and deliver to the Grantors or otherwise authorize the filing of such documents as the Grantors shall reasonably request, including financing statement amendments to evidence such termination.

Appears in 1 contract

Samples: Second Lien Pledge and Security Agreement (Alion Science & Technology Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the Commitments, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent Secured Party hereunder, to the benefit of the Collateral Agent Secured Party and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the Commitments, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent Secured Party shall, at Grantors’ expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (Foothills Resources Inc)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall (a) remain in full force and effect until the payment in full of all the Secured Obligations (other than inchoate indemnification obligations with respect to claims, losses or liabilities which have not yet arisen) and the cancellation or termination of the Commitments, (b) be binding upon each Grantor, its successors and assigns, and (c) inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoingforegoing clause (c), but subject to the terms provisions of subsection 9.1 of the Amended Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations (other than inchoate indemnification obligations with respect to claims, losses or liabilities which have not yet arisen) and the cancellation or termination of the Commitments, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to GrantorsGrantor. Upon any such termination the Collateral Agent shallwill, at Grantors’ Grantor's expense, execute and deliver to Grantors or otherwise authorize the filing of Grantor such documents as Grantors Grantor shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Accounts Receivable Security Agreement (Benedek License Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent Trustee hereunder, to the benefit of the Collateral Agent Trustee and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent Trustee shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (Belden & Blake Corp /Oh/)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and (other than contingent indemnification obligations), the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, be binding upon each Grantor, its Grantor and each of their respective successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and (other than contingent indemnification obligations), the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to the applicable Grantors. Upon any such termination the Collateral Agent shall, at the Grantors’ expense, execute and deliver to Grantors or otherwise authorize the filing of any Grantor such documents as Grantors such Grantor shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Intercreditor Agreement (SafeNet Holding Corp)

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CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Pledged Collateral and shall remain in full force and effect until the payment in full date on which all of the Commitments are terminated and all Loans and other Secured Obligations and the cancellation or termination of the Commitments, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns(other than unasserted indemnity obligations) have been paid in full. Without limiting the generality of the foregoing, but subject to the terms of the Credit AgreementAgreement and any other Loan Document, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to the Lenders herein or otherwise. Upon the payment in full date on which all of the Commitments are terminated and all Loans and other Secured Obligations and the cancellation or termination of the Commitments(other than unasserted indemnity obligations) have been paid in full, the security interest granted hereby shall terminate hereunder and of record and all rights to the Pledged Collateral shall revert to Grantorsthe Pledgor. Upon any such termination termination, or any release of Pledged Collateral pursuant to Section 4.1 above, the Collateral Administrative Agent shall, at Grantors’ the Pledgor’s expense, execute and deliver to Grantors or otherwise authorize the filing of Pledgor such documents as Grantors the Pledgor shall reasonably request, including financing statement amendments request to evidence such terminationtermination (including UCC termination statements on form UCC-3) and will duly assign, transfer and deliver to the Pledgor any Pledged Collateral as may be in the possession or control of the Administrative Agent.

Appears in 1 contract

Samples: Pledge and Security Agreement (State Auto Financial CORP)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsTermination Date, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsTermination Date, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination or the consummation of Asset Sales permitted under the Credit Agreement, the Collateral Agent shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such terminationtermination or such release of Collateral.

Appears in 1 contract

Samples: Pledge and Security Agreement (Simmons Co /Ga/)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Bank Guarantees, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assignsassigns for the benefit and on behalf of the Secured Parties. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender Secured Party may assign or otherwise transfer any Loans Advances held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Bank Guarantees, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Share Pledge Agreement (Delta I Acquisition Inc)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Bank Guarantees, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assignsassigns for the benefit and on behalf of the Secured Parties. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender Secured Party may assign or otherwise transfer any Loans Advances held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders the Secured Parties herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Bank Guarantees, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Security and Pledge Agreement (Delta I Acquisition Inc)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assignsassigns permitted under the Credit Agreement. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other PersonPerson permitted under the Credit Agreement, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors’ expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (Kraton Polymers LLC)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation, expiration or cash collateralization (to the Collateral Agent's sole satisfaction) of all outstanding Letters of Credit, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns, for the benefit and on behalf of the Secured Parties. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Master Pledge and Security Agreement (Focal Communications Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsTermination Date, be binding upon each Grantorthe Pledgor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsTermination Date, the security interest granted hereby shall automatically terminate hereunder and of record and all rights to the Collateral shall automatically revert to Grantorsthe Pledgor. Upon any such termination the Collateral Agent shall, at Grantors’ Pledgor’s expense, execute and deliver to Grantors or otherwise authorize the filing of Pledgor such documents as Grantors the Pledgor shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge Agreement (Covanta Holding Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and the cancellation cancellation, cash collateralization or termination of the Commitments, be binding upon each Grantorthe Pledgor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit AgreementParity Lien Documents, any Lender Parity Lien Claimholders may assign or otherwise transfer any Loans Parity Lien Debt held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders Parity Lien Claimholders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination of the Commitments, the security interest granted hereby shall automatically terminate hereunder and of record and all rights to the Collateral shall automatically revert to Grantorsthe Pledgor. Upon any such termination the Collateral Agent shall, at Grantors’ Pledgor's expense, execute and deliver to Grantors or otherwise authorize the filing of Pledgor such documents as Grantors the Pledgor shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Credit Agreement (Danielson Holding Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsObligations, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Tranche B Term Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsObligations, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination. Unless an Event of Default shall have occurred and be continuing, upon request by the Company to the Collateral Agent in writing, the Collateral Agent shall release its security interest on any Collateral sold or disposed of, as permitted under the Credit Agreement in accordance with Section 9.8(a)(i) of the Credit Agreement.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Sanmina-Sci Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations (other than contingent indemnification obligations) and the cancellation or termination of the Commitments, be binding upon each Grantor, its Grantor and each of their respective successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations (other than contingent indemnification obligations) and the cancellation or termination of the Commitments, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to the applicable Grantors. Upon any such termination the Collateral Agent shall, at the Grantors’ expense, execute and deliver to Grantors or otherwise authorize the filing of any Grantor such documents as Grantors such Grantor shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Intercreditor Agreement (SafeNet Holding Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall (a) remain in full force and effect until the payment in full of all the Secured Obligations (other than inchoate indemnification obligations with respect to claims, losses or liabilities which have not yet arisen) existing under or arising out of or in connection with the Amended Credit Agreement and the other Loan Documents and the cancellation or termination of the Commitments, (b) be binding upon each Grantor, its successors and assigns, and (c) inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoingforegoing clause (c), but subject to the terms provisions of subsection 9.1 of the Amended Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and in each case such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations (other than inchoate indemnification obligations with respect to claims, losses or liabilities which have not yet arisen) and the cancellation or termination of the Commitments, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to GrantorsGrantor. Upon any such termination the Collateral Agent shallwill, at Grantors’ Grantor's expense, execute and deliver to Grantors or otherwise authorize the filing of Grantor such documents as Grantors Grantor shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: BCC Security Agreement (Benedek License Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall (a) remain in full force and effect until the payment in full of all the Secured Obligations and the cancellation (other than inchoate indemnification obligations with respect to claims, losses or termination of the Commitmentsliabilities which have not yet arisen), (b) be binding upon each Grantor, its successors and assigns, and (c) inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoingforegoing clause (c), but subject to the terms provisions of subsection 9.1 of the Amended Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation (other than inchoate indemnification obligations with respect to claims, losses or termination of the Commitmentsliabilities which have not yet arisen), the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to GrantorsGrantor. Upon any such termination the Collateral Agent shallwill, at Grantors’ Grantor's expense, execute and deliver to Grantors or otherwise authorize the filing of Grantor such documents as Grantors Grantor shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Acquired Assets Security Agreement (Benedek License Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsObligations, be binding upon each GrantorLoan Party, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent Lender hereunder, to the benefit of the Collateral Agent Lender and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans Promissory Notes held by it to any Affiliate of Lender or, if an Event of Default then exists, to any other Person, and such Affiliate or other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders Lender herein or otherwise. Notwithstanding the foregoing, Lender shall have the right at any time to sell one or more participations to any Person in all or any part of the Promissory Notes or in any other Obligation. Upon the payment in full of all Secured Obligations and the cancellation or termination of the Commitments(including a conversion pursuant to Section 2.3), the security interest granted hereby shall automatically terminate hereunder and of record and all rights to the Collateral shall revert to Grantorsthe Loan Parties. Upon any such termination the Collateral Agent Lender shall, at Grantorsthe Loan Parties’ expense, execute and deliver to Grantors the Loan Parties or otherwise authorize the filing of such documents as Grantors any Loan Party shall reasonably request, including financing statement amendments to evidence such termination.

Appears in 1 contract

Samples: Loan and Security Agreement and Guaranty (Allied Holdings Inc)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full Discharge of all Secured Obligations and the cancellation or termination of the CommitmentsObligations, be binding upon each Grantorthe Pledgor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full Discharge of all Secured Obligations and the cancellation or termination of the CommitmentsObligations, the security interest granted hereby shall automatically terminate hereunder and of record and all rights to the Collateral shall revert to Grantorsthe Pledgor. Upon any such termination the Collateral Agent shall, at Grantors’ the Pledgor’s expense, execute and deliver to Grantors or otherwise authorize the filing of Pledgor such documents as Grantors the Pledgor shall reasonably request, including financing statement amendments in form and substance reasonably satisfactory to evidence such terminationthe Collateral Agent.

Appears in 1 contract

Samples: Pledge Agreement (Grifols SA)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall (a) remain in full force and effect until the payment in full of all the Secured Obligations and the cancellation or termination of the CommitmentsCommitments and cancellation or expiration of all outstanding Letters of Credit, (b) be binding upon each Grantor, its successors and assigns, and (c) inure, together with the rights and remedies of the Collateral Administrative Agent hereunder, to the benefit of the Collateral Administrative Agent and its successors, transferees and assigns. Without limiting the generality of the foregoingforegoing clause (c), but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the indefeasible payment in full of all Secured Obligations and the cancellation or termination of the CommitmentsCommitments and cancellation or expiration of all outstanding Letters of Credit, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to GrantorsGrantor. Upon any such termination the Collateral Administrative Agent shallwill, at Grantors' expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (Muzak Finance Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the Commitments, be binding upon each the Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent Secured Party hereunder, to the benefit of the Collateral Agent Secured Party and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and the cancellation or termination of the Commitments, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantorsthe Grantor. Upon any such termination the Collateral Agent Secured Party shall, at Grantors’ Grantor's expense, execute and deliver to Grantors or otherwise authorize the filing of Grantor such documents as Grantors the Grantor shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge Agreement (Tekoil & Gas Corp)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation or expiration of all outstanding Letters of Credit, be binding upon each Grantor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation, expiration or collateralization in a manner reasonably satisfactory to Collateral Agent of all outstanding Letters of Credit, the security interest granted hereby shall terminate hereunder and of record and all rights to the Collateral shall revert to Grantors. Upon any such termination the Collateral Agent shall, at Grantors’ expense, execute and deliver to Grantors or otherwise authorize the filing of such documents as Grantors shall reasonably request, including financing statement amendments to evidence such termination.hereby

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Medical Device Manufacturing, Inc.)

CONTINUING SECURITY INTEREST; TRANSFER OF LOANS. This Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect until the payment in full of all Secured Obligations and Obligations, the cancellation cancellation, cash collateralization or termination of the CommitmentsCommitments and the cancellation, cash collateralization or expiration of all outstanding Letters of Credit, be binding upon each GrantorThe Pledgor, its successors and assigns, and inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and its successors, transferees and assigns. Without limiting the generality of the foregoing, but subject to the terms of the Credit Agreement, any Lender may assign or otherwise transfer any Loans held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to Lenders herein or otherwise. Upon the payment in full of all Secured Obligations and Obligations, the cancellation or termination of the CommitmentsCommitments and the cancellation, cash collateralization or expiration of all outstanding Letters of Credit, the security interest granted hereby shall automatically terminate hereunder and of record and all rights to the Collateral shall automatically revert to Grantorsthe Pledgor. Upon any such termination the Collateral Agent shall, at Grantors’ Pledgor’s expense, execute and deliver to Grantors or otherwise authorize the filing of Pledgor such documents as Grantors the Pledgor shall reasonably request, including financing statement amendments request to evidence such termination.

Appears in 1 contract

Samples: Pledge Agreement (Covanta Holding Corp)

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