Collateral; Collateral Security Clause Samples

Collateral; Collateral Security. (a) Borrower has not assigned, pledged, or otherwise conveyed or encumbered any of the Collateral to any Person other than Lender, and immediately prior to the pledge of such Collateral, Borrower was the sole owner of its Collateral and had good and marketable title thereto, free and clear of all Liens, in each case except for Liens that have been released or are to be released simultaneously with the Liens granted in favor of Lender hereunder and except for Permitted Property Liens. (b) The provisions of this Loan Agreement are effective to create in favor of Lender a valid security interest in all right, title and interest of Borrower in, to and under the Collateral. (c) Upon the filing (to the extent such interest can be perfected by filing under the Uniform Commercial Code) of financing statements on Form UCC-1 naming Lender as “Secured Party” and Borrower as “Debtor”, and describing the Collateral, in the jurisdictions and recording offices listed on Schedule 5 attached hereto, the security interests and Liens granted hereunder in the Collateral will constitute fully perfected first-priority security interests under the Uniform Commercial Code in all right, title and interest of Borrower in, to and under such Collateral.

Collateral; Collateral Security. (i) Immediately prior to the sale of any Loan by Seller, Seller was the sole owner of such Loan and had good and marketable title thereto, free and clear of all Liens, in each case except for Liens to be released simultaneously with the sale of the Loans to Buyer hereunder and no Person has any Lien on any Loan. (ii) The provisions of this Agreement are effective to create in favor of Buyer a valid security interest in all right, title and interest of Seller in, to and under the Purchased Items. (iii) Upon receipt by Custodian of each Note, endorsed in blank by a duly authorized officer of the Seller, Buyer shall have a fully perfected first priority security interest therein, in the Purchased Loan evidenced thereby and in Seller’s interest in the related Mortgaged Property. (iv) Upon the filing of financing statements on Form UCC-1 naming Buyer as “Secured Party” and Seller as “Debtor”, and describing the Purchased Items, in the jurisdictions and recording offices listed on Schedule 2 attached hereto, the security interests granted hereunder in the Purchased Items will constitute fully perfected first priority security interests under the Uniform Commercial Code in all right, title and interest of Seller in, to and under such Purchased Items, which can be perfected by filing under the Uniform Commercial Code.

Collateral; Collateral Security. (a) Such Relevant Party has not assigned, pledged, or otherwise conveyed or encumbered any Contributed Property to any other Person, and such any Relevant Party is the sole owner of the Contributed Properties and has good and marketable title thereto. Each Contributed Property is free and clear of all Liens other than the Lien of Lender and any Permitted Liens. (b) Immediately prior to the pledge of any such Pledged Equity to Lender, Parent Borrower was the sole owner of, and had good and marketable title to, the Borrower Pledged Equity and Parent SPE was the sole owner of, and had good and marketable title to, the Parent Borrower Pledged Equity, in each case free and clear of all Liens, except for Liens to be released simultaneously with the Liens granted in favor of Lender hereunder. (c) The provisions of this Loan Agreement are effective to create in favor of Lender a valid security interest in all right, title and interest of such Relevant Party in, to and under the Collateral except to the extent that any Collateral consists of real property in which a security interest cannot be created under Article 9 of the Uniform Commercial Code and for which a mortgage is required in order to create any lien thereon. (d) Upon the filing of financing statements on Form UCC-1 naming Lender as “Secured Party” and each Borrower as “Debtor,” and describing the Collateral, in the jurisdictions and recording offices listed on Schedule 2 attached hereto, the security interests granted hereunder in the Collateral will constitute fully perfected first priority security interests under the Uniform Commercial Code in all right, title and interest of each Borrower in, to and under such Collateral, to the extent the Collateral can be perfected by filing under the Uniform Commercial Code. Upon the taking of possession of all certificated securities representing the Pledged Equity, Lender’s security interests in the Pledged Equity will constitute fully perfected first priority security interests under the Uniform Commercial Code. Upon the execution and delivery of the Concentration Account Control Agreement and the Collection Account Control Agreement, Lender’s security interest in the Concentration Account and the Collection Account will constitute a fully perfected first priority security interest under the Uniform Commercial Code. (e) Without limiting the generality of the foregoing, each Borrower will no earlier than six (6) months or later than three (3) months before the ...

Collateral; Collateral Security. 36 6.11 Chief Executive Office/Jurisdiction of Organization.......... 36 6.12 Location of Books and Records................................ 36 6.13 Regulatory Status............................................ 37 6.14 True and Complete Disclosure................................. 37 6.15

Collateral; Collateral Security. 28 6.13 Chief Executive Office; Chief Operating Office.........................29 6.14 Location of Books and Records..........................................29 6.15

Collateral; Collateral Security. (A) If the Transactions are recharacterized as secured financings, the provisions of this Agreement are effective to create in favor of Buyer a valid security interest in all right, title and interest of Seller in, to and under the Collateral. (B) Upon receipt by Custodian of each Mortgage Note, endorsed in blank by a duly authorized officer of Seller, Buyer shall have a fully perfected first priority security interest therein, in the Purchased Mortgage Loan evidenced thereby, and Seller's interest in the related Mortgaged Property. (C) Financing Statements on Form UCC-1 having been filed naming Buyer as "Secured Party" and Seller as "Debtor", and describing the Collateral, the security interests granted hereunder in the Collateral (other than Mortgage Notes) will constitute fully perfected first priority security interests under the Uniform Commercial Code in all right, title and interest of Seller in, to and under such Collateral, which can be perfected by filing under the Uniform Commercial Code.

Collateral; Collateral Security. 39 6.11 Chief Executive Office................................................................40 6.12 Location of Books and Records.........................................................40 6.13 True and Complete Disclosure..........................................................40 6.14 Tangible Net Worth....................................................................40 6.15 ERISA.................................................................................40 Section 7 Covenants of the Borrower.............................................................40

Collateral; Collateral Security. (a) The Borrower has not assigned, pledged, or otherwise conveyed or encumbered the Eligible Collateral to any other person, and immediately prior to the granting of security over the Eligible Collateral to the Security Trustee, the Borrower was the sole owner of the Eligible Collateral and had good and marketable title thereto, free and clear of all security interests and other Encumbrances, in each case except for such security interests that were to be released simultaneously with the security interests which are to be granted in favour of the Security Trustee to secure the Secured Obligations. No Eligible Collateral granted by way of security to the Security Trustee under the Debenture or any other Finance Document was acquired (by purchase or otherwise) by the Borrower or from one of its Affiliates. (b) The provisions of the Debenture and the other Finance Documents are effective to create in favour of the Security Trustee a valid security interest in all right, title and interest of the Borrower in, to and under the Eligible Collateral.

Collateral; Collateral Security. 26 6.11 Chief Executive Office/Jurisdiction of Organization...........27 6.12