Back to top

FLOORPLAN AND SECURITY AGREEMENT

Security Agreement

FLOORPLAN AND SECURITY AGREEMENT | Document Parties: HCA EQUIPMENT FINANCE LLC | MANITEX INTERNATIONAL, INC You are currently viewing:
This Security Agreement involves

HCA EQUIPMENT FINANCE LLC | MANITEX INTERNATIONAL, INC

. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here.
Title: FLOORPLAN AND SECURITY AGREEMENT
Governing Law: Connecticut     Date: 1/27/2009
Industry: Misc. Capital Goods     Sector: Capital Goods

FLOORPLAN AND SECURITY AGREEMENT, Parties: hca equipment finance llc , manitex international  inc
50 of the Top 250 law firms use our Products every day

Exhibit 10.1

FLOORPLAN AND SECURITY AGREEMENT (“Agreement”)

December 15, 2008 (DATED)

This Floorplan and Security Agreement is entered into by and between:

 

 

 

 

 

  

BORROWER:

 

 

 

  

MANITEX INTERNATIONAL, INC.

 

  

7402 W. 100 th Place

 

  

Bridgeview, IL 60455

 

  

(“ Borrower ”)

 

 

And

  

 

 

 

 

  

SECURED PARTY:

 

 

 

  

HCA EQUIPMENT FINANCE LLC

 

  

800 Connecticut Avenue

 

  

Norwalk, CT 06854

 

  

(“ Secured Party ”)

1. Extensions of Credit.

(a) Borrower hereby requests Secured Party, and Secured Party hereby agrees pursuant to the terms and conditions hereof, to extend credit to Borrower from time to time (each an “Extension of Credit” and collectively “Extensions of Credit” ), the proceeds of which will be used by Borrower to acquire a portion of the Borrower’s inventory. Any Extensions of Credit shall be made in amounts to be determined by Secured Party, in Secured Party’s sole discretion, and shall be conditioned upon Borrower’s delivery of such documents, agreements and instruments that Secured Party may require in its sole discretion, all in the form and substance satisfactory to Secured Party. Borrower acknowledges that no Extension of Credit previously made shall require Secured Party to make any future Extensions of Credit.

(b) Upon submission by Borrower of a Request for Extension of Credit in the form attached hereto as Exhibit A, Secured Party is hereby authorized and requested to pay on Borrower’s behalf, the cost of the item(s) of Borrower’s inventory set forth in such Request for Extension of Credit upon receipt by Secured Party of such notes, purchase orders, invoices, and other sale, lease or consignment agreements, documents, and other instruments ( “Underlying Agreement” ) required by Secured Party to evidence the Extension of Credit and the Collateral (as defined below) securing such Extension of Credit. NOTWITHSTANDING ANYTHING CONTAINED HEREIN TO THE CONTRARY, SECURED PARTY, IN ITS SOLE DISCRETION, SHALL DETERMINE THE

 

1


ELIGIBILITY OF ANY SUCH UNDERLYING AGREEMENT FOR ADVANCES PURSUANT TO THIS AGREEMENT, AND SHALL BE ENTITLED TO ASSUME THAT ALL SUCH UNDERLYING AGREEMENTS ARE GENUINE AND CORRECT, AND THAT ALL INVENTORY HAS BEEN DELIVERED TO BORROWER IN SATISFACTORY CONDITION. Payments, when so made by Secured Party for an item of Borrower’s Inventory, shall be deemed to be an Extension of Credit to Borrower and shall become due and payable by Borrower pursuant to the terms of this Agreement or the Underlying Agreement.

2. Collateral.

(a) The term “Collateral” as used herein shall include all of the following:

(1) All motor vehicles, machinery and equipment of the Borrower, of any kind or nature, financed by or leased from the Secured Party, wherever located, now or hereafter existing, and all parts thereof and all accessions and additions thereto and all replacements and substitutions therefor financed by or leased from the Secured Party (collectively, the “Equipment” );

(2) All inventory of the Borrower in all of its forms, financed by or leased from the Secured Party, wherever located, now or hereafter existing, including, but not limited to, (i) goods in which the Borrower has any right or interest of any kind, and (ii) goods which are returned to or repossessed by the Borrower and all accessions to, products of, and documents relating to any of the foregoing (collectively, “Inventory” );

(3) All of the Borrower’s accounts, contract rights, chattel paper, instruments, general intangibles, payment intangibles and other obligations of any kind, now or hereafter existing, arising out of or in connection with the use, sale or lease of Equipment or Inventory or the rendering of services related thereto, and all rights now or hereafter existing in and to all security agreements, leases and other contract rights, chattel paper, instruments, general intangibles and obligations ( “Related Contracts” );

(4) All choses in action, causes of action and all other intangible personal property, now or hereafter existing, arising out of or in connection with Equipment or Inventory, including, but not limited to, all contract rights, corporate or other business records, customer lists, tax refund claims on personal property, rights and claims against carriers and shippers, and rights to indemnification.

(5) All proceeds, products and profits of any and all of the foregoing Collateral and, to the extent not otherwise included, all payments under insurance, including returned or unearned premiums (whether or not the secured party is the loss payee thereof), or any indemnity, warranty or guaranty, payable by reason of loss or damage to or otherwise with respect to any of the foregoing Collateral.

(b) The Borrower hereby grants to the Secured Party, a continuing security interest, first in time and priority, in all of the Collateral specified in paragraph 2(a) above. The security interest granted herein shall secure the payment and performance of all

 

2


Extensions of Credit and all other outstanding debts, liabilities, and obligations of the Borrower to the Secured Party of any kind or nature including such as may be evidenced by the Underlying Agreements ( “Secured Obligations” ).

(c) The Collateral shall be security for the Secured Obligations. Until all of the Secured Obligations have been paid in full, the Secured Party’s security interest in the Collateral shall continue in full force and effect, except for those individual units of Equipment and Inventory that have been paid for by the Borrower in full.

The creation of any other security interest by Borrower in the Collateral violates the rights of the Secured Party.

3. Payment.

(a) Borrower shall repay, and does hereby promise to pay to the order of Secured Party, all Secured Obligations, together with interest thereon, in accordance with the terms set forth in this Agreement and the Underlying Agreement. Except as otherwise specified in any Underlying Agreement, interest shall accrue on any Secured Obligation from the date of disbursement by Secured Party and shall be computed on the basis of the actual days elapsed over a year of 365 days. All payments of principal and interest on any Secured Obligation shall be due and payable in lawful money of the United States on the date stated in the Underlying Agreement applicable to such Secured Obligation, and the term of such Secured Obligation shall additionally be stated in any such Underlying Agreement. All payments shall be applied first to interest and then to principal. The acceptance by Secured Party of any payment which is less than payment in full of all amounts due and owing at time shall not constitute a waiver of Secured Party’s right to receive payment in full at such time or any prior or subsequent time.

(b) Borrower’s obligation to pay Secured Party the entire amount of each Secured Obligation, together with any and all Interest thereon, shall be absolute and unconditional and shall not be subject to any offset, recoupment or other reduction. All amounts payable pursuant hereto are payable at Secured Party’s address set forth above or at such other address as Secured Party may specify from time to time in writing.

(c) Any payment of a Secured Obligation not made when due shall, at the option of Secured Party, bear late charges thereon calculated at the rate of 1-1/2% per month, but in no event greater than the highest rate permitted by applicable law; provided however if the Underlying Agreement contains a late charge that is different from the late charge contained in this paragraph 3(c), the late charge contained in such Agreement shall control.

4. Representations, Agreements and Covenants of Borrower.

(a) The Borrower hereby represents and warrants as of the date hereof that except for the security interest created by this Agreement, the Borrower is the owner of the Collateral free and clear of any lien, security interest or encumbrance, and that the Borrower will defend the Collateral against all claims and demands of all persons at any time claiming any interest therein.

 

3


(b) Borrower shall not sell, encumber, grant a security interest in or dispose of or permit the sale, encumbrance or disposal of any of the Collateral without the Secured Party’s prior written consent, except for sales of the Collateral financed by the Secured Party in the ordinary course of Borrower’s Business. The Borrower shall not transfer or create chattel paper without placing a legend thereon indicating Secured Party’s security interest therein.

(c) Borrower shall notify the Secured Party within ten (10) days of any change in location of the Collateral from its location as of the date of this Agreement.

(d) Borrower shall perform any and all steps requested or required by the Secured Party to perfect the Secured Party’s security interest in the Collateral, such as executing financing or continuation statements in form and substance satisfactory to the Secured Party. Borrower authorizes Secured Party, in its discretion, to file financing statements and any other documents executed by Borrower or to take other action required by the Uniform Commercial Code to perfect or maintain the Secured Party’s security interest in the Collateral. Borrower shall permit the Secured Party to inspect the Collateral during normal business hours with or without notice. Borrower hereby irrevocably appoints Secured Party its attorney-in-fact or agent to execute any financing statements or documents in Borrower’s name, in respect of this Security Agreement, to correct or render acceptable for filing or recording such financing statements or documents.

(e) Borrower hereby covenants that (1) the Borrower will promptly pay any and all taxes, assessments and governmental charges upon the Collateral prior to the date penalties are attached thereto, except to the extent that a protest of such taxes, assessments and charges shall be instituted and diligently prosecuted in good faith by the Borrower and (i) Borrower establishes a reserve with respect to such obligation on the books of Borrower in an amount that is reasonably satisfactory to the Secured Party, (ii) Borrower has given Secured Party notice of any such contest, and (iii) Secured Party is satisfied that while any such protest is pending there will be no impairment of the enforceability, validity, or priority of any of the Secured Party’s liens in and to the Collateral; (2) the Borrower will immediately notify the Secured Party of any event causing a substantial loss or diminution in the value of all or any material part of the Collateral and an estimate of the amount of such loss or diminution; and (3) the Borrower will endeavor to collect or cause to be collected from its customers all amounts owing under or on account of any customer receivable.

5. Default. Upon the occurrence of any default in respect of the Secured Obligations, unless such default has been waived in writing by the Secured Party, or upon the failure of Borrower to observe or perform any of the provisions of this Agreement, which default is not cured within ten (10) days of written notice in the event of a monetary default and twenty (20) days of written notice in the event of a non-monetary default from the Secured Party to the Borrower, Borrower shall be in default hereunder. In the event of such default, the Secured Party may exercise any and all rights and remedies of a secured party available under the Uniform Commercial Code and all other applicable law. The Secured Party and/or the holder of a Secured Obligation may be the purchaser of any or all of

 

4


the Collateral sold at any public sale, and thereafter hold the same absolutely free from any right or claim of any kind. At any such sale or other disposition, the Collateral may be sold in one lot as an entirety or in separate lots, as the Secured Party may, in its sole discretion, determine. The Secured Party shal


 
SITE SEARCH

AGREEMENTS / CONTRACTS

Document Title:

Entire Document: (optional)

Governing Law:(optional)


Try our advanced search >>
 

CLAUSES

Search Contract Clauses >>

Browse Contract Clause Library>>

Get Email Updates
Email:
This is only a partial view of this document. We have millions of legal documents and clauses drafted by top law firms. learn more search for free browse for free learn more