Common use of LESSEE AS A PARTY Clause in Contracts

LESSEE AS A PARTY. LESSEE HAS EXECUTED THIS SECURITY AGREEMENT FOR THE PURPOSE OF SUBJECTING TO THE SECURITY INTERESTS GRANTED HEREUNDER ALL OF ITS RIGHT, TITLE, ESTATE AND INTEREST, IF ANY, IN AND TO THE TRUST PROPERTY TO SECURE ITS OBLIGATIONS UNDER THE OPERATIVE AGREEMENTS. ACCORDINGLY, LESSEE HEREBY GRANTS TO THE AGENT (FOR THE BENEFIT OF THE LENDERS AND THE HOLDERS) A SECURITY INTEREST IN AND TO ALL OF ITS RIGHT, TITLE, ESTATE AND INTEREST, IF ANY, IN AND TO THE TRUST PROPERTY (TO THE EXTENT LESSEE HAS ANY RIGHT, TITLE OR INTEREST THEREIN AND WITHOUT REGARD TO ANY LANGUAGE IN SECTION 2 OR THE DEFINITION OF “TRUST PROPERTY” OR ANY DEFINITION OF ANY ITEM CONSTITUTING THE TRUST PROPERTY WHICH OTHERWISE WOULD LIMIT THE TRUST PROPERTY TO THE RIGHT, TITLE AND INTEREST OF THE BORROWER THEREIN) TO SECURE ITS OBLIGATIONS UNDER THE OPERATIVE AGREEMENTS. LESSEE ACKNOWLEDGES AND AGREES THAT, UPON THE OCCURRENCE OF AN EVENT OF DEFAULT, THE AGENT SHALL HAVE THE RIGHT TO EXERCISE ANY OR ALL OF ITS REMEDIES HEREUNDER AS AGAINST ANY SUCH RIGHT, TITLE, ESTATE OR INTEREST OF LESSEE IN OR TO THE TRUST PROPERTY.

LESSEE AS A PARTY. (a) LESSEE HAS EXECUTED THIS SECURITY AGREEMENT TO EVIDENCE THE AGREEMENT OF THE LESSEE TO THE TERMS OF THE SECURITY AGREEMENT (INCLUDING SECTIONS 5(D) AND 11) AND FOR THE PURPOSE OF SUBJECTING TO THE SECURITY INTERESTS INTEREST AND LIEN GRANTED HEREUNDER ALL OF ITS RIGHT, TITLE, ESTATE TITLE AND INTEREST, IF ANY, IN AND TO THE TRUST PROPERTY SECURITY ASSETS TO SECURE ITS THE PROMPT PAYMENT IN FULL OF ALL AMOUNTS OWING BY THE LESSEE FROM TIME TO TIME AND THE PERFORMANCE OF ALL OBLIGATIONS OF THE LESSEE TO THE SECURED PARTIES UNDER THE OPERATIVE AGREEMENTSAGREEMENTS IN THE EVENT THAT A COURT, WHEN ENFORCING THIS SECURITY AGREEMENT FOLLOWING THE OCCURRENCE AND CONTINUANCE OF A LEASE EVENT OF DEFAULT, DETERMINES THAT THE LESSEE'S INTEREST IN THE PROPERTY IS NOT A LEASEHOLD INTEREST, BUT THAT THE TRANSACTIONS CONTEMPLATED BY THE LEASE SHALL BE TREATED AS A SECURED BORROWING. ACCORDINGLYTO EFFECT THE FOREGOING, LESSEE HEREBY GRANTS TO THE AGENT (FOR THE BENEFIT OF THE LENDERS AND THE HOLDERSSECURED PARTIES) A SECURITY INTEREST IN AND TO ALL OF ITS RIGHT, TITLE, ESTATE TITLE AND INTEREST, IF ANY, IN AND TO THE TRUST PROPERTY SECURITY ASSETS (TO THE EXTENT LESSEE HAS LESSEE, RATHER THAN THE BORROWER, IS DETERMINED TO HAVE ANY RIGHT, TITLE OR INTEREST THEREIN AND WITHOUT REGARD TO ANY LANGUAGE IN SECTION 2 OR THE DEFINITION OF “TRUST PROPERTY” "SECURITY ASSETS" OR ANY DEFINITION OF ANY ITEM CONSTITUTING THE TRUST PROPERTY SECURITY ASSETS WHICH OTHERWISE WOULD LIMIT THE TRUST PROPERTY SECURITY ASSETS TO THE RIGHT, TITLE AND INTEREST OF THE BORROWER THEREIN) ), TO SECURE ITS THE PROMPT PAYMENT IN FULL OF ALL AMOUNTS OWING BY THE LESSEE FROM TIME TO TIME AND THE PERFORMANCE OF ALL OBLIGATIONS OF THE LESSEE TO THE SECURED PARTIES UNDER THE OPERATIVE AGREEMENTS. LESSEE ACKNOWLEDGES AND AGREES THAT, UPON THE OCCURRENCE AND CONTINUANCE OF AN A LEASE EVENT OF DEFAULT, THE AGENT SHALL HAVE THE RIGHT TO EXERCISE ANY OR ALL OF ITS REMEDIES HEREUNDER AS AGAINST ANY SUCH RIGHT, TITLE, ESTATE TITLE OR INTEREST OF LESSEE IN OR TO THE TRUST PROPERTYSECURITY ASSETS. THE SECURITY ASSETS SHALL NOT INCLUDE EQUIPMENT ACQUIRED OR FINANCED WITH FUNDS (I) OTHER THAN THE CREDIT PROCEEDS, THE MORTGAGE LOANS AND THE LESSOR ADVANCE AND ALL PROCEEDS THEREOF AND (II) OTHER THAN PROCEEDS PROVIDED DIRECTLY OR INDIRECTLY BY THE LESSEE OR ONE OF ITS AFFILIATES WHERE THE LESSEE IS EXPRESSLY REQUIRED BY ANY OPERATIVE AGREEMENT TO ACQUIRE ANY ASSET BY OR ON BEHALF OF THE LESSOR, IN EACH CASE INCLUDING ANY REPLACEMENT OF SUCH ASSETS WHETHER SUCH REPLACEMENT IS MADE WITH THE PROCEEDS OF INSURANCE OR OTHERWISE. (b) In furtherance of Section 5.1 of the Lease, the Agent hereby acknowledges and agrees that so long as no Lease Event of Default shall exist and be continuing, the Agent will not disturb the possession of Lessee, will not terminate the Lease or join Lessee in summary ejectment or foreclosure proceedings (unless such joinder is required to effect such ejectment or foreclosure proceedings against the Borrower, but subject to the non-disturbance rights of Lessee hereunder), and shall recognize the leasehold estate and contractual rights of the Lessee under the Lease, including without limitation the Purchase Option granted thereunder to the Lessee, it being understood that such leasehold estate and rights of the Lessee shall be unaffected by any foreclosure action or enforcement of remedies by the Agent hereunder so long as no Lease Event of Default shall exist and be continuing.

LESSEE AS A PARTY. (a) LESSEE HAS EXECUTED has executed this Security Agreement TO EVIDENCE THE AGREEMENT OF THE LESSEE TO THE TERMS OF THE SECURITY AGREEMENT (INCLUDING SECTIONS 5(d) AND 11) AND FOR THE purpose of subjecting to the security interest AND lIEN granted hereunder all of its right, title and interest, if any, in and to the SECURITY ASSETS TO SECURE THE PROMPT PAYMENT IN FULL OF ALL AMOUNTS OWING BY THE LESSEE FROM TIME TO TIME AND THE PERFORMANCE OF all OBLIGATIONS of THE LESSEE TO THE SECURED PARTIES UNDER THE OPERATIVE AGREEMENTS IN THE EVENT THAT A COURT, WHEN ENFORCING THIS SECURITY AGREEMENT FOR FOLLOWING THE PURPOSE OCCURRENCE AND CONTINUANCE OF SUBJECTING TO A LEASE EVENT OF DEFAULT, DETERMINES THAT THE SECURITY INTERESTS GRANTED HEREUNDER ALL OF ITS RIGHT, TITLE, ESTATE AND LESSEE’S INTEREST IN THE PROPERTY IS NOT A LEASEHOLD INTEREST, IF ANY, IN AND BUT THAT THE TRANSACTIONS CONTEMPLATED BY THE LEASE SHALL BE TREATED AS A SECURED BORROWING. TO EFFECT THE TRUST PROPERTY TO SECURE ITS OBLIGATIONS UNDER THE OPERATIVE AGREEMENTS. ACCORDINGLYFOREGOING, LESSEE HEREBY GRANTS TO THE AGENT hereby grants to the Agent (FOR THE BENEFIT OF THE LENDERS AND THE HOLDERSfor the benefit of the SECURED PARTIES) A SECURITY INTEREST IN AND TO ALL OF ITS RIGHTa security interest in and to all of its right, TITLEtitle and interest, ESTATE AND INTERESTif any, IF ANY, IN AND TO THE TRUST PROPERTY in and to the security assets (TO THE EXTENT LESSEE HAS LESSEE, RATHER THAN THE BORROWER, IS DETERMINED TO HAVE ANY RIGHT, TITLE OR INTEREST THEREIN AND WITHOUT REGARD TO ANY LANGUAGE IN SECTION 2 OR THE DEFINITION OF “TRUST PROPERTYSECURITY ASSETS” OR ANY DEFINITION OF ANY ITEM CONSTITUTING THE TRUST PROPERTY SECURITY ASSETS WHICH OTHERWISE WOULD LIMIT THE TRUST PROPERTY SECURITY ASSETS TO THE RIGHT, TITLE AND INTEREST OF THE BORROWER THEREIN) ), TO SECURE ITS THE PROMPT PAYMENT IN FULL OF ALL AMOUNTS OWING BY THE LESSEE FROM TIME TO TIME AND THE PERFORMANCE OF all OBLIGATIONS of THE LESSEE TO THE SECURED PARTIES UNDER THE OPERATIVE AGREEMENTS. LESSEE ACKNOWLEDGES acknowledges and agrees that, upon the occurrence AND AGREES THATCONTINUANCE of a LEASE Event of Default, UPON the Agent shall have the right to exercise any or all of its remedies hereunder as against any such right, title or interest of LESSEE in or to the SECURITY ASSETS. THE OCCURRENCE OF AN EVENT OF DEFAULTSECURITY ASSETS SHALL NOT INCLUDE EQUIPMENT ACQUIRED OR FINANCED WITH FUNDS (I) OTHER THAN THE cREDIT PROCEEDS, THE AGENT SHALL HAVE MORTGAGE LOANS AND THE RIGHT TO EXERCISE ANY LESSOR ADVANCE AND ALL PROCEEDS THEREOF AND (II) OTHER THAN PROCEEDS PROVIDED DIRECTLY OR ALL INDIRECTLY BY THE LESSEE OR ONE OF ITS REMEDIES HEREUNDER AS AGAINST AFFILIATES WHERE THE LESSEE IS EXPRESSLY REQUIRED BY ANY OPERATIVE AGREEMENT TO ACQUIRE ANY ASSET BY OR ON BEHALF OF THE LESSOR, IN EACH CASE INCLUDING ANY REPLACEMENT OF SUCH RIGHTASSETS WHETHER SUCH REPLACEMENT IS MADE WITH THE PROCEEDS OF INSURANCE OR OTHERWISE. (b) In furtherance of Section 5.1 of the Lease, TITLEthe Agent hereby acknowledges and agrees that so long as no Lease Event of Default shall exist and be continuing, ESTATE OR INTEREST OF LESSEE IN OR TO THE TRUST PROPERTYthe Agent will not disturb the possession of Lessee, will not terminate the Lease or join Lessee in summary ejectment or foreclosure proceedings (unless such joinder is required to effect such ejectment or foreclosure proceedings against the Borrower, but subject to the non-disturbance rights of Lessee hereunder), and shall recognize the leasehold estate and contractual rights of the Lessee under the Lease, including without limitation the Purchase Option granted thereunder to the Lessee, it being understood that such leasehold estate and rights of the Lessee shall be unaffected by any foreclosure action or enforcement of remedies by the Agent hereunder so long as no Lease Event of Default shall exist and be continuing.