INELIGIBLE NOTE PORTFOLIO Clause Samples

INELIGIBLE NOTE PORTFOLIO. The ter▇ "▇▇▇ligible Note Portfolio" shall mean certain of Borrower's Notes Receivable and Mortgages which are not currently pledged to any other Person, which are listed in Exhibit K attached hereto and which shall be held by Borrower, as agent for and on behalf of each Lender, unless and until an Event of Default shall occur, in which case the Ineligible Note Portfolio shall be delivered to Agent in accordance with Section 3.2 hereof.

INELIGIBLE NOTE PORTFOLIO. In addition to the other Collateral and as consideration for Lenders' agreements herein, Borrower agrees that to secure the payment and performance of the Loan, Borrower does hereby unconditionally and irrevocably assign, pledge and grant to Lenders hereunder, together with Heller (in respect of the Inventory Loan and the Supplemental Loan), ▇▇▇▇▇▇n and Sovereign (as more particularly described in the Intercreditor Agreement), a first priority continuing security interest and lien in and to the right, title, and interest of Borrower in the Ineligible Note Portfolio, which shall include the notes and mortgages as set forth on the attached SCHEDULE G, and all proceeds, profits, extensions, additions, improvements, betterments, renewals, substitutions and replacements of the foregoing (collectively, the "Ineligible Note Portfolio"). To perfect the security interest of Lenders in the Ineligible Note Portfolio, Borrower agrees, subject to Lenders' prior approval, to execute and cause to be filed, at Borrower's sole cost and expense, UCC-1 financing statement(s) with the appropriate state and local governmental authorities as requested by Lenders and Borrower, as agent and on behalf of Lenders, Textron and Sovereign, unless and until an Event of Default shall occur, shall retain in its possession of and collect all payments under or in respect of all Notes Receivable in the Ineligible Note Portfolio. By executing this Second Amendment, Borrower acknowledges and agrees that it is holding such Notes Receivables as bailee and agent for the Lenders. Borrower shall hold and designate such Notes Receivable and related Mortgages in a manner which clearly indicates that they are being held by Borrower as bailee on behalf of Lenders. Upon the occurrence of an Event of Default, Borrower shall promptly deliver to Textron, as agent for Lenders, Sovereign and Textron, all original Notes Receivable comprising the Ineligible Note Portfolio, the related Mortgages and the documents listed on SCHEDULE G attached hereto and with respect thereto and thereafter Textron, as agent for Lenders, Sovereign and Textron, shall have the right to collect all proceeds therefrom and apply the same to payment of the Indebtedness as set forth in the Intercreditor Agreement. Borrower also shall execute and deliver in escrow to Textron as agent and on behalf of Lenders, Textron and Sovereign all appropriate Assignments of Mortgage as requested by Lenders, Textron and Sovereign, in the form attache...

INELIGIBLE NOTE PORTFOLIO. All of the right, title and interest of the Borrower in certain loans made by it to consumer borrowers secured by a mortgage or deed of trust on a Timeshare Interest or an Oak N' Spruce Beneficial Interest listed on EXHIBIT N, which are not currently pledged to any other Person and which shall be held by the Borrower, as agent for and on behalf of the Banks, Textron and Heller, in accordance with the terms of the Intercreditor Agreement, ▇▇▇▇▇ an Event of Default shall occur. Ineligible Securities. Securities which may not be underwritten or dealt in by member banks of the Federal Reserve System under Section 16 of the Banking Act of 1933 (12 U.S.C. Section 24, Seventh), as amended. Initial Lockbox Agreement. Lockbox Agreement dated as of September 30, 1999 among the Agent, the Borrower, and Chase.