Common use of Assignment of Permits Clause in Contracts

Assignment of Permits. To secure the payment and performance of the Secured Obligations, Trustor hereby sells, assigns, grants, transfers and sets over to Beneficiary all of Trustor's right, title and interest in and to all Required Permits now or hereafter in effect, but only to the extent that the Required Permits may be lawfully assigned; and any and all substitutions therefor (and said Required Permits shall constitute "Collateral" hereunder). Trustor will, from time to time, execute upon request of the Beneficiary, any and all reasonable instruments requested by Beneficiary to carry this instrument into effect. Trustor agrees to pay all sums when due under each Required Permit relating to the Subject Property and promptly perform all covenants and obligations required of the licensee or permittee, as the case may be, under each such Required Permit. Beneficiary shall not be responsible for or liable upon any of the agreements, undertakings or obligations imposed upon Trustor under any Required Permit, including, but not limited to, the payment of fees, until such time as Beneficiary takes actual possession of the Subject Property and the Required Permits relating thereto. Upon or at any time after a Default, Trustor agrees (to the extent not prohibited by law) to turn over and give up possession of the assignable Required Permits relating to the Subject Property, and Beneficiary may without notice, either in person or by agent, with or without bringing any action or proceeding, or by a receiver to be appointed by a court or to the extent permitted under the terms of this Deed of Trust, enter upon the Subject Property, take possession of, and manage and operate the Subject Property; and in connection therewith: (x) Beneficiary may make, cancel, enforce or modify any Required Permit relating to the Subject Property or cause the same to be issued or reissued in its own name or the name of its designee or operator of the Subject Property or receiver, and otherwise do and perform any and all acts and things which Beneficiary may deem necessary or appropriate in the protection of such Required Permits or the enforcement of Beneficiary's rights hereunder or under the Loan Agreement or any other Loan Document; and any and all amounts expended by Beneficiary in connection with the foregoing shall constitute additional Secured Obligations secured by this Deed of Trust; and (y) the entering upon the Subject Property and taking possession of the same and the operation thereof under the assignable Required Permits relating thereto, and the exercise of any of the rights hereinabove specified shall not cure, waive, modify or affect any Default hereunder or under the Loan Agreement or any other Loan Document. Trustor shall keep each Required Permit relating to the Subject Property in full force and effect and will renew the same prior to expiration and pay all fees in connection therewith. Trustor hereby warrants and represents that with respect to each Required Permit relating to the Subject Property, the execution and delivery of this Deed of Trust (and the performance of Trustor's obligations hereunder) do not cause or create (1) a default with respect to any such Required Permit, (2) a right to terminate or revoke any such Required Permit or (3) any other event that after the giving of notice, the passage of time or both could constitute a default (or give rise to a right to terminate). At the request of Beneficiary, Trustor shall cause this Deed of Trust to be served upon the issuer of each assignable Required Permit relating to the Subject Property and shall use its best efforts to cause such issuer to acknowledge receipt of such notice. Without limiting anything contained herein, this Deed of Trust shall vest in Beneficiary a security interest in each such assignable Required Permit.

Assignment of Permits. To secure the payment and performance of the Secured Obligations, Trustor Grantor hereby sells, assigns, grants, transfers and sets over to Beneficiary all of TrustorGrantor's right, title and interest in and to all Required Permits now or hereafter in effect, but only to the extent that the Required Permits may be lawfully assigned; and any and all substitutions therefor (and said Required Permits shall constitute "Collateral" hereunder). Trustor Grantor will, from time to time, execute upon request of the Beneficiary, any and all reasonable instruments requested by Beneficiary to carry this instrument into effect. Trustor Grantor agrees to pay all sums when due under each Required Permit relating to the Subject Property and promptly perform all covenants and obligations required of the licensee or permittee, as the case may be, under each such Required Permit. Beneficiary shall not be responsible for or liable upon any of the agreements, undertakings or obligations imposed upon Trustor Grantor under any Required Permit, including, but not limited to, the payment of fees, until such time as Beneficiary takes actual possession of the Subject Property and the Required Permits relating thereto. Upon or at any time after a Default, Trustor Grantor agrees (to the extent not prohibited by law) to turn over and give up possession of the assignable Required Permits relating to the Subject Property, and Beneficiary may without notice, either in person or by agent, with or without bringing any action or proceeding, or by a receiver to be appointed by a court or to the extent permitted under the terms of this Deed of Trust, enter upon the Subject Property, take possession of, and manage and operate the Subject Property; and in connection therewith: (x) Beneficiary may make, cancel, enforce or modify any Required Permit relating to the Subject Property or cause the same to be issued or reissued in its own name or the name of its designee or operator of the Subject Property or receiver, and otherwise do and perform any and all acts and things which Beneficiary may deem necessary or appropriate in the protection of such Required Permits or the enforcement of Beneficiary's rights hereunder or under the Loan Agreement or any other Loan Document; and any and all amounts expended by Beneficiary in connection with the foregoing shall constitute additional Secured Obligations secured by this Deed of Trust; and (y) the entering upon the Subject Property and 11 taking possession of the same and the operation thereof under the assignable Required Permits relating thereto, and the exercise of any of the rights hereinabove specified shall not cure, waive, modify or affect any Default hereunder or under the Loan Agreement or any other Loan Document. Trustor Grantor shall keep each Required Permit relating to the Subject Property in full force and effect and will renew the same prior to expiration and pay all fees in connection therewith. Trustor Grantor hereby warrants and represents that with respect to each Required Permit relating to the Subject Property, the execution and delivery of this Deed of Trust (and the performance of TrustorGrantor's obligations hereunder) do not cause or create (1) a default with respect to any such Required Permit, (2) a right to terminate or revoke any such Required Permit or (3) any other event that after the giving of notice, the passage of time or both could constitute a default (or give rise to a right to terminate). At the request of Beneficiary, Trustor Grantor shall cause this Deed of Trust to be served upon the issuer of each assignable Required Permit relating to the Subject Property and shall use its best efforts to cause such issuer to acknowledge receipt of such notice. Without limiting anything contained herein, this Deed of Trust shall vest in Beneficiary a security interest in each such assignable Required Permit.

Assignment of Permits. To secure the payment and performance of the Secured Obligations, Trustor hereby sells, assigns, grants, transfers and sets over to Beneficiary The Parties intend that all of Trustor's right, title and interest in and to all Required Permits now or hereafter in effect, but only to the extent that the Required Permits may be lawfully assigned; and any and all substitutions therefor (and said Required Permits shall constitute "Collateral" hereunder). Trustor will, from time to time, execute upon request of the Beneficiary, any and all reasonable instruments requested by Beneficiary to carry this instrument into effect. Trustor agrees to pay all sums when due under each Required Permit relating to the Subject Property and promptly perform all covenants and obligations required of the licensee or permittee, as the case may be, under each such Required Permit. Beneficiary shall not be responsible for or liable upon any of the agreements, undertakings or obligations imposed upon Trustor under any Required Permit, including, but not limited to, the payment of fees, until such time as Beneficiary takes actual possession of the Subject Property and the Required Permits relating thereto. Upon or at any time after a Default, Trustor agrees (to the extent not prohibited by law) to turn over and give up possession of the assignable Required Permits relating to the Subject PropertyBusiness and/or the S&W Contributions, which are capable of being transferred and/or assigned to the Company, shall be transferred and assigned from S&W to the Company. At Closing, S&W and the Company shall execute an Assignment of Permits substantially in the form of Exhibit V attached hereto and incorporated herein by reference. To the extent any assignable Permits require any third-party consent to be effectively assigned to the Company, and Beneficiary may without noticesuch consent has not been received as of Closing, either in person or by agent, with or without bringing then after Closing S&W shall promptly use best efforts to secure any action or proceeding, or by a receiver to be appointed by a court or to such required third-party consents. To the extent permitted under the terms of this Deed of Trustthat any Permits are not assignable, enter upon the Subject Property, take possession of, S&W shall cooperate with and manage and operate the Subject Property; and in connection therewith: (x) Beneficiary may make, cancel, enforce or modify any Required Permit relating to the Subject Property or cause the same to be issued or reissued in its own name or the name of its designee or operator of the Subject Property or receiver, and otherwise do and perform provide any and all acts information, documentation and/assistance reasonably requested by VBO in respect of VBO’s application for any outstanding Permits. S&W shall retain, and things which Beneficiary may deem necessary or appropriate in shall indemnify, defend and hold the protection of such Required Permits or the enforcement of Beneficiary's rights hereunder or under the Loan Agreement or any other Loan Document; Company harmless from and against any and all amounts expended by Beneficiary in connection with the foregoing shall constitute additional Secured Obligations secured by this Deed of Trust; Liabilities (including any fines and (ypenalties) the entering upon the Subject Property and taking possession of the same and the operation thereof under the assignable Required Permits relating theretorelated to, and the exercise under, or arising out of any of the rights hereinabove specified shall not cure, waive, modify respective Permits (or affect any Default hereunder lack thereof) which accrue or under the Loan Agreement or any other Loan Document. Trustor shall keep each Required Permit relating otherwise related to the Subject Property in full force and effect and will renew the same period of time prior to expiration and pay all fees in connection therewith. Trustor hereby warrants and represents that with respect to each Required the “effective date” of transfer or assignment of such Permit relating to the Subject PropertyCompany, if applicable, or prior to the execution “effective date” of any replacement Permit acquired by VBO post-Closing if not assignable. The Company shall release S&W from, and delivery shall indemnify, defend and hold S&W harmless from and against any and all Liabilities (including fines and penalties) related to, under, or arising out of this Deed any of Trust (and the performance respective Permits which accrue or otherwise relate to the period of Trustor's obligations hereunder) do not cause or create (1) a default with respect to any such Required Permit, (2) a right to terminate or revoke any such Required Permit or (3) any other event that time after the giving “effective date” of notice, the passage transfer or assignment of time or both could constitute a default (or give rise to a right to terminate). At the request of Beneficiary, Trustor shall cause this Deed of Trust to be served upon the issuer of each assignable Required such Permit relating to the Subject Property and shall use its best efforts to cause such issuer to acknowledge receipt Company, if applicable, or after the “effective date” of such notice. Without limiting anything contained herein, this Deed of Trust shall vest in Beneficiary a security interest in each such assignable Required Permitany replacement Permit acquired by VBO post-Closing if not assignable.