Common use of Absolute and Present Assignment Clause in Contracts

Absolute and Present Assignment. The Assignor hereby bargains, grants, sells, transfers, conveys, sets over and assigns to the Assignee, it successors and assigns, as an Absolute Assignment and not merely one for security, all of the right, title and interest of the Assignor in and to (i) all of the rents, revenues, issues, profits, proceeds, receipts, income, accounts and other receivables arising out of or from the land legally described in Exhibit A attached hereto and made a part hereof and all buildings and other improvements located thereon (said land and improvements being hereinafter referred to collectively as the “Premises”), including, without limitation, lease termination fees, purchase option fees and other fees and expenses payable under any lease; (ii) all leases and subleases (collectively, “Leases”), now or hereafter existing, of all or any part of the Premises together with all guaranties of any of such Leases and all security deposits delivered by tenants thereunder, whether in cash or letter of credit; (iii) all rights and claims for damage against tenants arising out of defaults under the Leases, including rights to termination fees and compensation with respect to rejected Leases pursuant to Section 365(a) of the Federal Bankruptcy Code or any replacement Section thereof; and (iv) all tenant improvements and fixtures located on the Premises. This Assignment is an absolute perfected and present transfer and assignment of the foregoing interests to the Assignee, and not an assignment for security purposes only, which secures: (a) Payment by the Borrowers when due of (i) the indebtedness evidenced by the Note and any and all renewals, extensions, replacements, amendments, modifications and refinancings thereof; (ii) any and all other indebtedness and obligations that may be due and owing to the Assignee by the Borrowers under or with respect to the “Loan Documents” (as defined in the Loan Agreement); and (iii) all costs and expenses paid or incurred by the Assignee in enforcing its rights hereunder, including without limitation, court costs and reasonable attorneys’ fees actually incurred; (b) Observance and performance by the Borrowers of the covenants, conditions, agreements, representations, warranties and other liabilities and obligations of the Borrowers or any other obligor to or benefiting the Assignee which are evidenced or secured by or otherwise provided in the Note, this Assignment or any of the other Loan Documents, together with all amendments and modifications thereof; and (c) Payment when due of (i) the Operator Loan and any and all renewals, extensions, replacements, amendments, modifications and refinancings thereof; and (ii) any and all other indebtedness and obligations that may be due and owing to the Assignee by any of the Operators under or with respect to the Operator Loan Documents.

Absolute and Present Assignment. The Assignor hereby bargains, grants, sells, transfers, conveys, sets over and assigns to the Assignee, it successors and assigns, as an Absolute Assignment and not merely one for security, all of the right, title and interest of the Assignor in and to (i) all of the rents, revenues, issues, profits, proceeds, receipts, income, accounts and other receivables arising out of or from the land legally described in Exhibit A attached hereto and made a part hereof and all buildings and other improvements located thereon (said land and improvements being hereinafter referred to collectively as the “Premises”), including, without limitation, lease termination fees, purchase option fees and other fees and expenses payable under any lease; (ii) all leases and subleases (collectively, “Leases”), now or hereafter existing, of all or any part of the Premises together with all guaranties of any of such Leases and all security deposits delivered by tenants thereunder, whether in cash or letter of credit; (iii) all rights and claims for damage against tenants arising out of defaults under the Leases, including rights to termination fees and compensation with respect to rejected Leases pursuant to Section 365(a) of the Federal Bankruptcy Code or any replacement Section thereof; and (iv) all tenant improvements and fixtures located on the Premises. This Assignment is an absolute perfected and present transfer and assignment of the foregoing interests to the Assignee, and not an assignment for security purposes only, which secures: (a) Payment by the Borrowers when due of (i) the indebtedness evidenced by the Note and any and all renewals, extensions, replacements, amendments, modifications and refinancings thereof; (ii) any and all other indebtedness and obligations that may be due and owing to the Assignee by the Borrowers under or with respect to the “Loan Documents” (as defined in the Loan Agreement); and (iii) all costs and expenses paid or incurred by the Assignee in enforcing its rights hereunder, including without limitation, court costs and reasonable attorneys’ fees actually incurred;; and (b) Observance and performance by the Borrowers of the covenants, conditions, agreements, representations, warranties and other liabilities and obligations of the Borrowers or any other obligor to or benefiting the Assignee which are evidenced or secured by or otherwise provided in the Note, this Assignment or any of the other Loan Documents, together with all amendments and modifications thereof; and (c) Payment when due of (i) the Operator Loan and any and all renewals, extensions, replacements, amendments, modifications and refinancings thereof; and (ii) any and all other indebtedness and obligations that may be due and owing to the Assignee by any of the Operators under or with respect to the Operator Loan Documents.

Absolute and Present Assignment. The Assignor hereby bargains, grants, sells, transfers, conveys, sets over and assigns to the Assignee, it successors and assigns, as an Absolute Assignment and not merely one for security, all of the right, title and interest of the Assignor in and to (i) all of the rents, revenues, issues, profits, proceeds, receipts, income, accounts and other receivables arising out of or from the land legally described in Exhibit A attached hereto and made a part hereof and all buildings and other improvements located thereon (said land and improvements being hereinafter referred to collectively as the “Premises”), including, without limitation, lease termination fees, purchase option fees and other fees and expenses payable under any lease; (ii) all leases and subleases (collectively, “Leases”), now or hereafter existing, of all or any part of the Premises Premises, including but not limited to that certain Facility Lease dated November 30, 2011, between Assignor and Mountain Top ALF, LLC, a Georgia limited liability company together with all guaranties of any of such Leases and all security deposits delivered by tenants thereunder, whether in cash or letter of credit; (iii) all rights and claims for damage against tenants arising out of defaults under the Leases, including rights to termination fees and compensation with respect to rejected Leases pursuant to Section 365(a) of the Federal Bankruptcy Code or any replacement Section thereof; and (iv) all tenant improvements and fixtures located on the Premises. This Assignment is an absolute perfected and present transfer and assignment of the foregoing interests to the Assignee, and not an assignment for security purposes only, which secures: (a) Payment by the Borrowers when due of (i) the indebtedness evidenced by the Note and any and all renewals, extensions, replacements, amendments, modifications and refinancings thereof; (ii) any and all other indebtedness and obligations “Obligations” (as defined in the Loan Agreement) that may be due and owing to the Assignee by the Borrowers under or with respect to the “Loan Documents” (as defined in the Loan Agreement); and (iii) all costs and expenses paid or incurred by the Assignee in enforcing its rights hereunder, including without limitation, court costs and reasonable attorneys’ fees actually incurred; (b) Observance and performance by the Borrowers of the covenants, conditions, agreements, representations, warranties and other liabilities and obligations of the Borrowers or any other obligor to or benefiting the Assignee which are evidenced or secured by or otherwise provided in the Note, this Assignment or any of the other Loan Documents, together with all amendments and modifications thereof; and (c) Payment when due of (i) the Operator Loan and any and all renewals, extensions, replacements, amendments, modifications and refinancings thereof; and (ii) any and all other indebtedness and obligations that may be due and owing to the Assignee by any of the Operators under or with respect to the Operator Loan Documents.

Absolute and Present Assignment. The Assignor hereby bargains, grants, sells, transfers, conveys, sets over and assigns to the Assignee, it successors and assigns, as an Absolute Assignment and not merely one for security, all of the right, title and interest of the Assignor in and to (i) all of the rents, revenues, issues, profits, proceeds, receipts, income, accounts and other receivables arising out of or from the land legally described in Exhibit A attached hereto and made a part hereof and all buildings and other improvements located thereon (said land and improvements being hereinafter referred to collectively as the “Premises”), including, without limitation, lease termination fees, purchase option fees and other fees and expenses payable under any lease; (ii) all leases and subleases (collectively, “Leases”), now or hereafter existing, of all or any part of the Premises Premises, including but not limited to that certain Facility Lease dated April 1, 2012, between Assignor and Northridge Tenant, together with all guaranties of any of such Leases and all security deposits delivered by tenants thereunder, whether in cash or letter of credit; (iii) all rights and claims for damage against tenants arising out of defaults under the Leases, including rights to termination fees and compensation with respect to rejected Leases pursuant to Section 365(a) of the Federal Bankruptcy Code or any replacement Section thereof; and (iv) all tenant improvements and fixtures located on the Premises. This Assignment is an absolute perfected and present transfer and assignment of the foregoing interests to the Assignee, and not an assignment for security purposes only, which secures: (a) Payment by the Borrowers when due of (i) the indebtedness evidenced by the Note and any and all renewals, extensions, replacements, amendments, modifications and refinancings thereof; (ii) any and all other indebtedness and obligations “Obligations” (as defined in the Loan Agreement) that may be due and owing to the Assignee by the Borrowers under or with respect to the “Loan Documents” (as defined in the Loan Agreement); and (iii) all costs and expenses paid or incurred by the Assignee in enforcing its rights hereunder, including without limitation, court costs and reasonable attorneys’ fees actually incurred; (b) Observance and performance by the Borrowers of the covenants, conditions, agreements, representations, warranties and other liabilities and obligations of the Borrowers or any other obligor to or benefiting the Assignee which are evidenced or secured by or otherwise provided in the Note, this Assignment or any of the other Loan Documents, together with all amendments and modifications thereof; and (c) Payment when due of (i) the Operator Loan and any and all renewals, extensions, replacements, amendments, modifications and refinancings thereof; and (ii) any and all other indebtedness and obligations that may be due and owing to the Assignee by any of the Operators under or with respect to the Operator Loan Documents.

Absolute and Present Assignment. The Assignor hereby bargains, grants, sells, transfers, conveys, sets over and assigns to the Assignee, it successors and assigns, as an Absolute Assignment and not merely one for security, all of the right, title and interest of the Assignor in and to (i) all of the rents, revenues, issues, profits, proceeds, receipts, income, accounts and other receivables arising out of or from the land legally described in Exhibit A attached hereto and made a part hereof and all buildings and other improvements located thereon (said land and improvements being hereinafter referred to collectively as the “Premises”), including, without limitation, lease termination fees, purchase option fees and other fees and expenses payable under any lease; (ii) all leases and subleases (collectively, “Leases”), now or hereafter existing, of all or any part of the Premises Premises, including but not limited to that certain Facility Lease dated April 1, 2012, between Assignor and Woodland Hills Tenant, together with all guaranties of any of such Leases and all security deposits delivered by tenants thereunder, whether in cash or letter of credit; (iii) all rights and claims for damage against tenants arising out of defaults under the Leases, including rights to termination fees and compensation with respect to rejected Leases pursuant to Section 365(a) of the Federal Bankruptcy Code or any replacement Section thereof; and (iv) all tenant improvements and fixtures located on the Premises. This Assignment is an absolute perfected and present transfer and assignment of the foregoing interests to the Assignee, and not an assignment for security purposes only, which secures: (a) Payment by the Borrowers when due of (i) the indebtedness evidenced by the Note and any and all renewals, extensions, replacements, amendments, modifications and refinancings thereof; (ii) any and all other indebtedness and obligations “Obligations” (as defined in the Loan Agreement) that may be due and owing to the Assignee by the Borrowers under or with respect to the “Loan Documents” (as defined in the Loan Agreement); and (iii) all costs and expenses paid or incurred by the Assignee in enforcing its rights hereunder, including without limitation, court costs and reasonable attorneys’ fees actually incurred; (b) Observance and performance by the Borrowers of the covenants, conditions, agreements, representations, warranties and other liabilities and obligations of the Borrowers or any other obligor to or benefiting the Assignee which are evidenced or secured by or otherwise provided in the Note, this Assignment or any of the other Loan Documents, together with all amendments and modifications thereof; and (c) Payment when due of (i) the Operator Loan and any and all renewals, extensions, replacements, amendments, modifications and refinancings thereof; and (ii) any and all other indebtedness and obligations that may be due and owing to the Assignee by any of the Operators under or with respect to the Operator Loan Documents.

Absolute and Present Assignment. The Assignor hereby bargains, grants, sells, transfers, conveys, sets over and assigns to the Assignee, it successors and assigns, as an Absolute Assignment and not merely one for security, all of the right, title and interest of the Assignor in and to (i) all of the rents, revenues, issues, profits, proceeds, receipts, income, accounts and other receivables arising out of or from the land legally described in Exhibit A attached hereto and made a part hereof and all buildings and other improvements located thereon (said land and improvements being hereinafter referred to collectively as the “Premises”), including, without limitation, lease termination fees, purchase option fees and other fees and expenses payable under any lease; (ii) all leases and subleases (collectively, “Leases”), now or hereafter existing, of all or any part of the Premises Premises, including but not limited to that certain Facility Lease dated June 1, 2012, between Assignor and Abington Tenant, together with all guaranties of any of such Leases and all security deposits delivered by tenants thereunder, whether in cash or letter of credit; (iii) all rights and claims for damage against tenants arising out of defaults under the Leases, including rights to termination fees and compensation with respect to rejected Leases pursuant to Section 365(a) of the Federal Bankruptcy Code or any replacement Section thereof; and (iv) all tenant improvements and fixtures located on the Premises. This Assignment is an absolute perfected and present transfer and assignment of the foregoing interests to the Assignee, and not an assignment for security purposes only, which secures: (a) Payment by the Borrowers when due of (i) the indebtedness evidenced by the Note and any and all renewals, extensions, replacements, amendments, modifications and refinancings thereof; (ii) any and all other indebtedness and obligations “Obligations” (as defined in the Loan Agreement) that may be due and owing to the Assignee by the Borrowers under or with respect to the “Loan Documents” (as defined in the Loan Agreement); and (iii) all costs and expenses paid or incurred by the Assignee in enforcing its rights hereunder, including without limitation, court costs and reasonable attorneys’ fees actually incurred; (b) Observance and performance by the Borrowers of the covenants, conditions, agreements, representations, warranties and other liabilities and obligations of the Borrowers or any other obligor to or benefiting the Assignee which are evidenced or secured by or otherwise provided in the Note, this Assignment or any of the other Loan Documents, together with all amendments and modifications thereof; and (c) Payment when due of (i) the Operator Loan and any and all renewals, extensions, replacements, amendments, modifications and refinancings thereof; and (ii) any and all other indebtedness and obligations that may be due and owing to the Assignee by any of the Operators under or with respect to the Operator Loan Documents.