Common use of Collateral; Collateral Security Clause in Contracts

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. (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 other than Seller 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. (i) Immediately prior to the sale of any Loan by a Seller, such 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 Sellers 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 related Seller, Buyer shall have a fully perfected first priority security interest therein, in the Purchased Loan evidenced thereby and in such 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 Sellers as “DebtorDebtors”, 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 Sellers in, to and under such Purchased Items, which can be perfected by filing under the Uniform Commercial Code.

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. (i) Immediately The Seller has not assigned, pledged, or otherwise conveyed or encumbered any Purchased Asset to any other Person, and immediately prior to the sale of any Loan by Sellersuch Purchased Asset to the Buyer, the Seller was the sole owner of such Loan Purchased Asset 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 Liens granted in favor of the Loans to Buyer hereunder and no Person other than the Seller has any Lien on any LoanPurchased Asset. (ii) The provisions of this Agreement are effective to create in favor of the Buyer a valid security interest in all right, title and interest of the Seller in, to and under the Purchased ItemsCollateral. (iii) Upon receipt by the Custodian of each Note, endorsed in blank by a duly authorized officer of the Sellerpayee or last endorsee, the Buyer shall have a fully perfected first priority security interest therein, in the Purchased Loan evidenced thereby and in the Seller’s interest in the related Mortgaged Property. (iv) Upon the filing of financing statements on Form UCC-1 UCC-1, naming the Buyer as “Secured Party” and the Seller as “Debtor”, ” and describing the Purchased Items, in the jurisdictions and recording offices listed on Schedule 2 attached heretoCollateral, the security interests granted hereunder in the Purchased Items Collateral will constitute fully perfected first priority security interests under the Uniform Commercial Code in all right, title and interest of the Seller in, to and under such Purchased ItemsCollateral, which can be perfected by filing under the Uniform Commercial Code.

Collateral; Collateral Security. (i) Immediately The Seller has not assigned, pledged, or otherwise conveyed or encumbered any Purchased Asset to any other Person, and immediately prior to the sale of any Loan by Sellersuch Purchased Asset to the Buyer, the Seller was the sole owner of such Loan Purchased Asset 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 Liens granted in favor of the Loans to Buyer hereunder and no Person other than the Seller has any Lien on any LoanPurchased Asset. (ii) The provisions of this Agreement are effective to create in favor of the Buyer a valid security interest in all right, title and interest of the Seller in, to and under the Purchased ItemsCollateral. (iii) Upon receipt by the Custodian of each Note, endorsed in blank by a duly authorized officer of the Sellerpayee or last endorsee, the Buyer shall have a fully perfected first priority security interest therein, in the Purchased Loan evidenced thereby and in the Seller’s interest in the related Mortgaged Property. (iv) Upon receipt by the Custodian of each LLC Certificate, the Buyer shall have a fully perfected first priority security interest in the related LLC Interests. (v) Upon the filing of financing statements on Form UCC-1 UCC-1, naming the Buyer as “Secured Party” and the Seller as “Debtor”, ” and describing the Purchased Items, in the jurisdictions and recording offices listed on Schedule 2 attached heretoCollateral, the security interests granted hereunder in the Purchased Items Collateral will constitute fully perfected first priority security interests under the Uniform Commercial Code in all right, title and interest of the Seller in, to and under such Purchased ItemsCollateral, which can be perfected by filing under the Uniform Commercial Code.

Collateral; Collateral Security. (i) Immediately prior to the sale of any Loan or Participation Interest by SellerSellers, Seller United Shore was the sole owner of such Loan and Participation Seller was the sole owner of such Participation Interest, and in each case had good and marketable title thereto, free and clear of all Liens, Liens in each case except for Liens to be released simultaneously with the sale of the Loans such Loan or Participation Interest to Buyer hereunder hereunder, and no Person has other than Sellers have any Lien on any Loaninterest in the Purchased Assets. (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 Buyer of the SellerParticipation Certificate in the name of Buyer, 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 each 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. (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 other than Seller has any Lien on any Loan. (ii) The provisions of this Agreement are effective to create in favor of the Buyer a valid security interest in all right, title and interest of Seller in, to and under the Purchased Items. (iii) Upon receipt by the Custodian of each Note, endorsed in blank by a duly authorized officer of the Seller, the 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 the 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. (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 other than Seller has any Lien on any LoanLoan submitted for sale to Buyer. (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. (i) Immediately Seller has not assigned, pledged, or otherwise conveyed or encumbered any Purchased Asset to any other Person, and immediately prior to the sale of any Loan by Sellersuch Purchased Asset to Buyer, Seller was the sole owner of such Loan Purchased Asset 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 Liens granted in favor of the Loans to Buyer hereunder and no Person other than Seller has any Lien on any LoanPurchased Asset. (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 ItemsCollateral. (iii) Upon receipt by Custodian of each Note, endorsed in blank by a duly authorized officer of the Sellerpayee or last endorsee, 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 receipt by Custodian of each LLC Certificate, Buyer shall have a fully perfected first priority security interest in the related LLC Interests. (v) Upon the filing of financing statements on Form UCC-1 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 heretoCollateral, the security interests granted hereunder in the Purchased Items Collateral 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 ItemsCollateral, which can be perfected by filing under the Uniform Commercial Code.