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SECURITY
AGREEMENT
_________________, _________________,
__________________
("Debtor"), and
______________, __________________,
___________,________________
("Secured Party").
1. SECURITY
INTEREST. Debtor
grants to Secured Party a
security interest in all inventory,
equipment, appliances,
furnishings, and fixtures now or
hereafter placed upon the
premises known as _________________,
located at _____________,
________________ (the
"Premises") or used in connection therewith
and in which Debtor now has or
hereafter acquires any right and
the proceeds therefrom.
As additional collateral, Debtor assigns
to Secured Party, a security interest
in all of its right, title,
and interest to any trademarks, trade
names, contract rights, and
leasehold interests in which Debtor now
has or hereafter
acquires. The
Security Interest shall secure the
payment and
performance of Debtor's promissory note
of even date herewith in
the principal amount of
_________________ ($___________) Dollars
and the payment and performance of all
other liabilities and
obligations of Debtor to Secured Party
of every kind and
description, direct or indirect,
absolute or contingent, due or
to become due now existing or hereafter
arising.
2.
COVENANTS.
Debtor hereby
warrants and covenants:
(a) The
collateral will be kept at
______________,
_____________________, _______________;
and that the collateral
will not be removed from the Premises
other than in the ordinary
course of business.
(b) The
Debtor's place of business is
_____________,
________________. ____________________,
and Debtor will
immediately notify Secured Party in
writing of any change in or
discontinuance of Debtor's place of
business.
(c) The
parties intend that the collateral is and
will
at all times remain personal property
despite the fact and
irrespective of the manner in which it
is attached to realty.
(d) The
Debtor will not sell, dispose, or
otherwise
transfer the collateral or any interest
therein without the prior
written consent of Secured Party, and
the Debtor shall keep the
collateral free from unpaid charges
(including rent), taxes, and
liens.
(e) The
Debtor shall execute alone or with
Secured Party
any Financing Statement or other
document or procure any
document, and pay the cost of filing
the same in all public
offices wherever filing is deemed by
Secured Party to be
necessary.
(f) Debtor
shall maintain insurance at all times
with
respect to all collateral against risks
of fire, theft, and other
such risks and in such amounts as
Secured Party may require. The
policies shall be payable to both the
Secured Party and the
Debtor as their interests appear and
shall provide for ten (10)
days written notice of cancellation to
Secured Party.
(g) The
Debtor shall make all repairs,
replacements,
additions, and improvements necessary
to maintain any equipment
in good working order and condition.
At its option, Secured Party
may discharge taxes, liens,
or other encumbrances at any time
levied or placed on the
collateral, may pay rent or insurance
due on the collateral and
may pay for the maintenance and
preservation of the collateral.
Debtor agrees to reimburse Secured
Party on demand for any
payment made, or any expense incurred
by Secured Party pursuant
to the foregoing authorization.
3. DEFAULT.
The Debtor shall be in default under
this
Agreement upon the happening of any of
the following:
(a) any
misrepresentation in connection with this
Agreement on the part of the Debtor.
(b) any
noncompliance with or nonperformance of
the
Debtor's
obligations under the Note or
this Agreement.
(c) if
Debtor is involved in any financial
difficulty as
evidenced by (i) an assignment for the
benefit of creditors, or
(ii) an attachment or receivership of
assets not dissolved within
thirty (30) days, or (iii) the
institution of Bankruptcy
proceedings, whether voluntary or
involuntary, which is not
dismissed within thirty (30) days from
the date on which it is
filed.
may declare all obligations secured
hereby immediately due and
payable and shall have the remedies of
a Secured Party under the
Uniform Commercial Code.
Secured Party may require the Debtor to
make it available to Secured Party at a
place which is mutually
convenient.
as a waiver of any other default or of
the same default on a
future occasion.
heirs, executors, administrators,
successors, and assigns of the
parties.
under seal.
NOTE: FILE FINANCING STATEMENTS IN OR
WITHIN FIVE (5) DAYS FROM
DATE. |