Conveyances and Security Interests. In order to secure the prompt payment and performance of the Obligations, Grantor (a) irrevocably and unconditionally grants, conveys, transfers and assigns to Trustee, in trust, for the benefit of Beneficiary (as agent for Lenders), with power of sale and right of entry and possession, all estate, right, title and interest that Grantor now has or may later acquire in and to the Real Property; (b) grants to Beneficiary (as agent for Lenders) a security interest in the Personalty; (c) assigns to Beneficiary (as agent for Lenders) , and grants to Beneficiary (as agent for Lenders) a security interest in, all Condemnation Awards and all Insurance Proceeds; and (d) assigns to Beneficiary (as agent for Lenders), and grants to Beneficiary (as agent for Lenders) a security interest in, all of Grantor’s right, title and interest in, but not any of Grantor’s obligations or liabilities under, all Design and Development Documents, all Contracts of Sale and all Refinancing Commitments. All Persons who may have or acquire an interest in all or any part of the Property will be deemed to have notice of, and will be bound by, the terms of the Obligations and each other agreement or instrument made or entered into in connection with each of the Obligations. Such terms include any provisions in the Notes, the Loan Agreement or any Swap Contract which provide that the interest rate on one or more of the Obligations may vary from time to time. Unless Administrative Agent and Required Lenders (as defined in the Loan Agreement) otherwise agree in writing, Grantor’s (or its affiliate’s, as the case may be) obligations under any Swap Contract shall continue to be secured by this Deed of Trust notwithstanding that the counterparty under such Swap Contract ceases to be a Lender (or an affiliate of a Lender) under the Loan Agreement.
Conveyances and Security Interests. In order to secure the prompt payment and performance of the Obligations, Borrower:
(a) hereby irrevocably and unconditionally grants, mortgages, conveys, transfers and assigns to Lender, under and subject to the terms and conditions set forth herein, for the benefit of Lender, with power of sale and right of entry and possession (to the extent permitted by Law), the leasehold estate created by the Lease and all other tenancy, term, right, title and interest of Borrower, of whatever character (whether vested or contingent), in and to (1) the real property described on Exhibit A and Exhibit B attached hereto together with any and all rights, privileges and benefits, of whatever character derived by Borrower, or to which Borrower may be entitled, under or by virtue of the Lease, including, without limitation: (i) any and all rights to exercise options (including, without limitation, options to purchase, renew, extend, terminate, reject or assume), give consents and receive payments, reimbursements and refunds; (ii) any and all rights to modify, change, supplement, alter, amend, terminate, cancel, sever or surrender the Lease and any and all rights to release or discharge the Landlord of or from the obligations, covenants, conditions and agreements by the Landlord to be kept, observed or performed thereunder; (iii) any and all claims and rights to the payment of damages that may presently exist or hereafter arise under or in connection with the Lease or the rights of Borrower thereunder, including, without limitation, any such claim or right that may arise as a result of the rejection or disaffirmance of the Lease by the Landlord, or by any trustee of the Landlord, pursuant to the United States Bankruptcy Code, 11 U.S.C. §§ 101 et seq., as amended (the “Code”); (iv) any and all rights, privileges and benefits, of whatever character, to which Borrower may hereafter be entitled pursuant to Section 365 of the Code, including, without limitation, all of Borrower’s rights to remain in possession after rejection or disaffirmance of the Lease by the Landlord or by any trustee of the Landlord (collectively, the “Land”) and (2) all buildings, structures and other improvements now or hereafter existing, erected or placed on the Land, together with any on-site improvements and off-site improvements in any way used or to be used in connection with the use, enjoyment, occupancy or operation of the Land (collectively, excluding the Excluded Improvements (as defined in the ...
Conveyances and Security Interests. In order to secure the prompt payment and performance of the Obligations, Mortgagor (a) irrevocably and unconditionally mortgages, grants, conveys, transfers and assigns to Mortgagee, with power of sale and right of entry and possession, all estate, right, title and interest that Mortgagor now has or may later acquire in and to the Real Property; (b) grants to Mortgagee a security interest in the Personalty; (c) assigns to Mortgagee, and grants to Mortgagee a security interest in, all Condemnation Awards and all Insurance Proceeds; and (d) assigns to Mortgagee , and grants to Mortgagee a security interest in, all of Mortgagor’s right, title and interest in, but not any of Mortgagor’s obligations or liabilities under, all Design and Development Documents, all Contracts of Sale and all Refinancing Commitments. All Persons who may have or acquire an interest in all or any part of the Property will be deemed to have notice of, and will be bound by, the terms of the Obligations and each other agreement or instrument made or entered into in connection with each of the Obligations. Such terms include any provisions in the Note, the Loan Agreement or any Swap Contract which provide that the interest rate on one or more of the Obligations may vary from time to time. Unless Lender otherwise agrees in writing, Mortgagor’x xxxxxxtions under any Swap Contract shall continue to be secured by this Mortgage notwithstanding that Lender hax xxxx, participated, syndicated or otherwise transferred or released some or all of its interest in the Loan to another person.
Conveyances and Security Interests. The aggregate unpaid principal amount of the Obligations outstanding at any particular time (after having given effect to all advances and all repayments made prior to such time) which is secured by this Deed of Trust shall not aggregate in excess of $145,000,000.00 (the "Total Maximum Principal Amount"). The Total Maximum Principal Amount does not in any way imply that Lenders are obligated to make any future advances to Grantor at any time unless specifically so provided in the Loan Documents. In order to secure the prompt payment and performance of the Obligations, Grantor (a) hereby irrevocably and unconditionally grants, conveys, transfers and assigns the Real Property unto Trustee, IN TRUST, for the benefit of Beneficiary, for the ratable benefit of Lenders, with power of sale and right of entry and possession, all estate, right, title and interest that Grantor now has or may later acquire in and to the Real Property; (b) grants to Beneficiary, for the ratable benefit of Lenders, a security interest in the Personalty; (c) assigns to Beneficiary, and grants to Beneficiary, for the ratable benefit of Lenders, a security interest in, all Condemnation Awards and all Insurance Proceeds; and (d) assigns to Beneficiary, and grants to Beneficiary, for the ratable benefit of Lenders, a security interest in, all of Grantor's right, title and interest in, but not any of Grantor's obligations or liabilities under, all Design and Construction Documents, all Contracts of Sale and all Refinancing Commitments. All Persons who may have or acquire an interest in all or any part of the Property will be deemed to have notice of, and will be bound by, the terms of the Obligations and each other agreement or instrument made or entered into in connection with each of the Obligations. Such terms include any provisions in the Note, the Loan Agreement or any Swap Contract which provide that the interest rate on one or more of the Obligations may vary from time to time. Grantor agrees and acknowledges that Lenders may elect (without any obligation to do so) to make additional advances under the terms of the Notes or otherwise, and that any such future advances shall be subject to, and secured by, this Deed of Trust.
Conveyances and Security Interests. In order to secure the prompt payment and performance of the Obligations, Grantor (a) hereby irrevocably and unconditionally grants, conveys, transfers and assigns to Trustee, in trust, for the benefit of Beneficiary, with power of sale and right of entry and possession, all estate, right, title and interest that Grantor now has or may later acquire in and to the Real Property; (b) grants to Beneficiary a security interest in the Personalty; (c) assigns to Beneficiary, and grants to Beneficiary a security interest in, all Condemnation Awards and all Insurance Proceeds; and (d) assigns to Beneficiary, and grants to Beneficiary a security interest in, all of Grantor’s right, title and interest in, but not any of Grantor’s obligations or liabilities under, all Design and Construction Documents, all Contracts of Sale and all Refinancing Commitments. All Persons who may have or acquire an interest in all or any part of the Property will be deemed to have notice of, and will be bound by, the terms of the Obligations and each other agreement or instrument made or entered into in connection with each of the Obligations. Such terms include any provisions in the Note, the Loan Agreement or any Swap Contract which provide that the interest rate on one or more of the Obligations may vary from time to time.
Conveyances and Security Interests. Except for the AIR Trust Provisions and the conveyances hereunder, it will not sell, pledge, assign or transfer to any other Person, or grant, create, incur, assume or suffer to exist any Lien, on any of the Trust Assets, whether now existing or hereafter created, or any interest therein or on the legal title to any Premium Finance Obligation or the Receivable under which is part of the Trust Assets; it will immediately notify the Indenture Trustee of the existence of any Lien on any of the Trust Assets, on the legal title to any Premium Finance Obligation or the Receivables under which are part of the Trust Assets and on the legal title to the Transferor Certificate; and it shall defend the right, title and interest of the Issuer and the Indenture Trustee in, to and under the Trust Assets, whether now existing or hereafter created, against all claims of third parties; provided, however, that nothing in this subsection 2.05(b) shall prevent or be deemed to prohibit the Seller from suffering to exist upon any of the Trust Assets any Liens for municipal or other local taxes not in excess of $5,000,000 if such taxes shall not at the time be due and payable or if the Seller shall currently be contesting the validity thereof in good faith by appropriate proceedings and shall have set aside on its books adequate reserves with respect thereto or from suffering to exist the encumbrance of the Underlying Receivables by the Pooling and Servicing Agreement; provided that once any such Lien is either no longer being contested or the appropriate Governmental Authority has entered a final non-appealable decision or order in connection therewith, such Lien will no longer be permitted; provided, further, that it shall not be prohibited hereby from conveying, assigning, selling, exchanging or otherwise transferring Originator Receivables and related Premium Finance Obligation in connection with a transaction complying with the provisions of Section 7.02.
Conveyances and Security Interests. In order to secure the prompt payment and performance of the Obligations, Grantor, as tenants in common, (a) irrevocably and unconditionally grants, conveys, transfers and assigns to Trustee, in trust, for the benefit of Beneficiary, with power of sale and right of entry and possession, all estate, right, title and interest that Grantor now has or may later acquire in and to the Real Property; (b) grants to Beneficiary a security interest in the Personalty; (c) assigns to Beneficiary, and grants to Beneficiary a security interest in, all Condemnation Awards and all Insurance Proceeds; and (d) assigns to Beneficiary, and grants to Beneficiary a security interest in, all of Grantor’s right, title and interest in, but not any of Grantor’s obligations or liabilities under, all Design and Development Documents, all Contracts of Sale and all Refinancing Commitments. All Persons who may have or acquire an interest in all or any part of the Property will be deemed to have notice of, and will be bound by, the terms of the Obligations and each other agreement or instrument made or entered into in connection with each of the Obligations. Such terms include any provisions in the Note, the Loan Agreement or any Swap Contract which provide that the interest rate on one or more of the Obligations may vary from time to time. Unless Lender otherwise agrees in writing, Grantor’s obligations under any Swap Contract shall continue to be secured by this Deed of Trust notwithstanding that Lender has sold, participated, syndicated or otherwise transferred or released some or all of its interest in the Loan to another person.
Conveyances and Security Interests. In order to secure the prompt payment and performance of the Obligations, Mortgagor (a) hereby irrevocably and unconditionally, grants, bargains, sells, conveys, transfers and assigns to Mortgagee with power of sale and right of entry and possession, all estate, right, title and interest that Mortgagor now has or may later acquire in and to the Real Property; (b) grants to Mortgagee a security interest in the Personalty; and (c) assigns to Mortgagee, and grants to Mortgagee a security interest in, all Condemnation Awards and all Insurance Proceeds, to have and to hold to the use, benefit and behoof of Mortgagee forever, in fee simple, subject to the terms, provisions and conditions herein. All Persons who may have or acquire an interest in all or any part of the Property will be deemed to have notice of, and will be bound by, the terms of the Obligations and each other agreement or instrument made or entered into in connection with each of the Obligations. Such terms include any provisions in the Notes, the Loan Agreement or any Swap Contract which provide that the interest rate on one or more of the Obligations may vary from time to time. The definition of "Obligations" includes future advances.
Conveyances and Security Interests. Except for the conveyances hereunder or under the Original Agreement, it will not sell, pledge, assign or transfer to any other Person, or grant, create, incur, assume or suffer to exist any Lien, on any of the Trust Assets, whether now existing or hereafter created, or any interest therein or on the legal title to any Loan the Receivable under which is part of the Trust Assets; it will immediately notify the Trustee of the existence of any Lien on any of the Trust Assets or on the legal title to any Loan the Receivable under which is part of the Trust Assets; and it shall defend the right, title and interest of the Trust in, to and under the Trust Assets, whether now existing or hereafter created, against all claims of third parties claiming through or under it; provided, however, that nothing in this subsection 2.05(b) shall prevent or be deemed to prohibit the Transferor from suffering to exist upon any of the Trust Assets any Liens for municipal or other local taxes if such taxes shall not at the time be due and payable or if the Transferor shall currently be contesting the validity thereof in good faith by appropriate proceedings and shall have set aside on its books adequate reserves with respect thereto; provided, further, that it shall not be prohibited hereby from conveying, assigning, selling, exchanging or otherwise transferring Receivables and related Loans in connection with a transaction complying with the provisions of Section 7.02.
Conveyances and Security Interests. In order to secure the prompt payment and performance of the Secured Obligations, Grantor (a) hereby irrevocably and unconditionally grants, bargains, sells and conveys the Leasehold Interests covering the Real Property unto Trustee, for the benefit of Beneficiary on behalf of the Secured Parties and with power of sale and right of entry and possession, all estate, right, title and interest that Grantor now has or may later acquire in and to the SWD Leases and the Real Property, to have and to hold the Leasehold Interests covering the Real Property unto Trustee forever; (b) grants to Beneficiary on behalf of the Secured Parties a security interest in the Personalty; (c) assigns to Beneficiary on behalf of the Secured Parties, and grants to Beneficiary on behalf of the Secured Parties a security interest in, all Condemnation Awards and all Insurance Proceeds; and (d) assigns to Beneficiary on behalf of the Secured Parties, and grants to Beneficiary on behalf of the Secured Parties a security interest in, all of Grantor’s right, title and interest in, but not any of Grantor’s obligations or liabilities under all Sales Contracts, all subject to Permitted Encumbrances.
