Common use of Account Collateral Clause in Contracts

Account Collateral. (a) Obligors hereby grant a perfected first-priority security interest in favor of Lender in and to the Account Collateral as security for the Debt, together with all rights of a secured party with respect thereto. Obligors shall execute any additional documents that Lender in its reasonable discretion may require and shall provide all other evidence reasonably requested by Lender to evidence or perfect its first-priority security interest in the Account Collateral. (b) So long as no Event of Default shall be continuing, Borrowers shall be permitted to direct the investment of the funds from time to time held in the Collateral Accounts in Permitted Investments and to sell and reinvest proceeds from the sale or liquidation of Permitted Investments in other Permitted Investments, with all such proceeds and reinvestments to be held in the applicable Collateral Account; provided, however, that the maturity of an adequate portion of the Permitted Investments on deposit in the Collateral Accounts shall be no later than the Business Day immediately preceding the date on which such funds are required to be withdrawn therefrom pursuant to this Agreement. All income and gains from the investment 144 146 of funds in the Collateral Accounts shall be credited to the Collateral Accounts from which they were derived. As between Borrowers and Lender, Borrowers shall treat all income, gains and losses from the investment of amounts in the Collateral Accounts as its income or loss for federal, state and local income tax purposes and Borrower shall receive all benefit from such income. (c) After the Loans and all other Debt have been paid in full, the Collateral Accounts shall be closed and the balances, if any, therein shall be disbursed to Borrowers.

Account Collateral. (a1) Obligors Borrower hereby grant grants a perfected first-priority security interest in favor of Lender in and to the Account Collateral as security for the Debt, together with all rights of a secured party with respect thereto. Obligors Borrower shall execute any additional documents that Lender in its reasonable discretion may require and shall provide all other evidence reasonably requested by Lender to evidence or perfect its first-priority security interest in the Account Collateral. (b2) So long as no Event of Default shall be continuing, Borrowers Borrower shall be permitted to direct the investment of the funds from time to time held in the Collateral Accounts in Permitted Investments and to sell and reinvest proceeds from the sale or liquidation of Permitted Investments in other Permitted Investments, with all such proceeds and reinvestments to be held in the applicable Collateral Account; provided, however, that the maturity of an adequate portion of the Permitted Investments on deposit in the Collateral Accounts shall be no later than the Business Day immediately preceding the date on which such funds are required to be withdrawn therefrom pursuant to this Agreement. All income and gains from the investment 144 146 of funds in the Collateral Accounts shall be credited to the Collateral Accounts from which they were derived. As between Borrowers Borrower and Lender, Borrowers Borrower shall treat all income, gains and losses from the investment of amounts in the Collateral Accounts as its income or loss for federal, state and local income tax purposes and Borrower shall receive all benefit from such income. (c3) After the Loans and all other Debt have been paid in full, or in the event of a Defeasance of the entire outstanding principal balance of the Note, the Collateral Accounts shall be closed and the balances, if any, therein shall be disbursed to BorrowersBorrower.