|
SECURITY AGREEMENT
<br />This SECURITY AGREEMENT ("Agreement") is made to be effective as of June 17, 2013, by ALLIANCE
<br />MACHINE, INC., a Minnesota corporation ("Debtor") and THE ECONOMIC DEVELOPMENT AUTHORITY OF
<br />THE CITY OF ELK RIVER (the "Secured Party").
<br />AGREEMENT
<br />In consideration of the above recitals, and the promises set forth in this Agreement, the parties agree as
<br />follows:
<br />1. OBLIGATIONS. "Obligations" means collectively each debt, liability and obligation of every type and
<br />nature which Debtor may now or at any time hereafter owe to Secured Party (including without limitation the
<br />obligations created under the loan agreement and the promissory note of the Debtor to Secured Party of even
<br />date herewith and all amendments, replacements, restatements, and substitutions therefore), whether now
<br />existing or hereafter created or arising, and whether direct or indirect, due or to become due, absolute or
<br />contingent, and the repayment or performance of any of the foregoing if any such payment or performance is
<br />at any time avoided, rescinded, set aside, or recovered from or repaid by Secured Party, in whole or in part, in
<br />any bankruptcy, insolvency, or similar proceeding instituted by or against Debtor or any guarantor of any
<br />Obligation, or otherwise, including but not limited to all principal, interest, fees, expenses and other charges.
<br />2. COLLATERAL. "Collateral" means collectively all of the following property of Debtor, whether now
<br />owned or hereafter acquired and wherever located: (a) equipment specified on the attached Exhibit A;
<br />(b) accessions, additions and improvements to, replacements of, and substitutions for any of the foregoing;
<br />(c) all products and proceeds of any of the foregoing; and (d) books, records and data in any form relating to
<br />any of the foregoing.
<br />3. SECURITY INTEREST. Debtor grants to Secured Party a security interest ("Security Interest") in the
<br />Collateral to secure the payment and performance of the Obligations. The Security Interest continues in effect
<br />until this Agreement is terminated in writing by Secured Party.
<br />4. REPRESENTATIONS, WARRANTIES AND COVENANTS. Debtor represents, warrants and agrees that:
<br />4.1 Principal Office/Residence. Debtor's chief executive office/residence is located at the address
<br />specified on the signature pages to this Agreement. Debtor will give Secured Party written notice
<br />prior to any change in the location of Debtor's principal office/residence.
<br />4.2 Organization: Authority. Debtor is a corporation, duly organized, existing and in good standing
<br />under the laws of the state of its organization and has full power and authority to enter into this
<br />Agreement. Debtor's state of organization/residence is Minnesota and its exact legal name is as set
<br />forth on the signature page to this Agreement. Debtor will not change its state of organization, form
<br />of organization or name without Secured Party's prior written consent.
<br />4.3 Perfection of Security Interest. Debtor will execute and deliver, and irrevocably appoints Secured
<br />Party (which appointment is coupled with an interest) Debtor's attorney-in-fact to execute and
<br />deliver in Debtor's name, all financing statements (including, but not limited to, amendments,
<br />terminations and terminations of other security interests in any of the Collateral), control agreements
<br />and other agreements which Secured Party may at any time reasonably request in order to secure,
<br />protect, perfect, collect or enforce the Security Interest. Debtor shall, at any time and from time to
<br />time, take such steps as Secured Party may reasonably request for Secured Party: (i) to obtain an
<br />acknowledgement, in form and substance reasonably satisfactory to Secured Party, of any bailee
<br />having possession of any of the Collateral that such bailee holds such Collateral for Secured Party;
<br />(ii) to obtain "control" of any investment property, deposit accounts, letter -of -credit rights or
<br />electronic chattel paper (as such terms are defined in the UCC, as hereinafter defined), with any
<br />agreements establishing control to be in form and substance reasonably satisfactory to Secured
<br />
|