Liens and Security Interest. To secure performance by the Borrower Parties of the payment and performance of the Obligations: (a) Borrower shall grant to Administrative Agent, for the benefit of each of the Secured Parties, a perfected, first priority (subject to Permitted Liens) security interest and lien in and to the Collateral Account pursuant to a Collateral Account Assignment and a Deposit Account Control Agreement for the Collateral Account; and (b) Borrower shall grant to Administrative Agent, for the benefit of Secured Parties, a perfected, first priority (subject to Permitted Liens) security interest and Lien in and to the Capital Calls, Capital Commitments, and Capital Contributions, including, without limitation (but subject to Section 11.03), any rights to make Capital Calls, receive payment of Capital Commitments and enforce the payment thereof pursuant to the Operating Agreement and to enforce the payment thereof or any guarantees thereof now existing or hereafter arising (the collateral in clauses (a) and (b) of this Section 5.01 being (except as otherwise set forth below), collectively, the “Collateral”). In order to secure further the payment and performance of the Obligations and to effect and facilitate Secured Parties’ rights of setoff, Borrower hereby irrevocably appoints Administrative Agent (for the benefit of the Secured Parties) as subscription agent and the sole party entitled in the name of Borrower upon the occurrence and during the continuance of an Event of Default (but subject to Section 11.03), to make any Capital Calls upon the Investors pursuant to (and to the extent permitted by) the terms of the applicable Subscription Agreements and the Operating Agreement. Notwithstanding the foregoing, the term “Collateral” shall not include (a) any ERISA Investor Excluded Items if such provision of such ERISA Investor Excluded Item or the exercise of remedies with respect to such ERISA Investor Excluded Item would be a prohibited transaction for purposes of Section 406 of ERISA, Section 4975 of the Internal Revenue Code or other applicable law, (b) the Capital Commitments or any assets, interests, rights or obligations of the SOX Insiders, if any, unless so elected by the Borrower Parties in their discretion, (c) any Portfolio Assets and (d) any funds properly withdrawn or transferred from the Collateral Account to the extent used for any purpose permitted under the Operating Agreement and this Credit Agreement, and the proceeds of such withdrawn funds.
Liens and Security Interest. To secure performance by the Borrower Parties of the payment and performance of the Obligations:
Liens and Security Interest. (a) Feeder Capital Commitments and Feeder Capital Calls.
Liens and Security Interest. (a) Capital Commitments; Capital Calls and Other Rights. To secure performance by the Investor REIT of the Investor REIT Obligations, and in accordance with the 38 40 Articles of Incorporation, the Investor REIT's other Constituent Documents, the Subscription Agreements, and the Investor Letters:
Liens and Security Interest. 35 5.2 Subscription Accounts; Capital Calls. . . . . . . . . . . . . . . . . . . 36 (c) Capital Calls. . . . . . . . . . . . . . . . . . . . . . . . . . . 36 (d) Use of Account; Capital Calls by Administrative Agent . . . . . . 37 (e)
Liens and Security Interest. To secure performance by the Borrower Parties of the payment and performance of the Obligations: (i) Borrower shall grant to Administrative Agent, for the benefit of each of the Lenders an exclusive, perfected, first priority security interest and Lien in and to the Collateral Account pursuant to an Assignment of Account for the Collateral Account and will enter into a Deposit Account Control Agreement with respect thereto; and (ii) Borrower and its Adviser, to the extent of their respective interests therein, shall grant to Administrative Agent, for the benefit of Lenders, an exclusive, perfected, first priority security interest and Lien in and to the Capital Calls, Capital Commitments, and Capital Contributions, including, without limitation, any rights to make Capital Calls, receive payment of Capital Commitments and enforce the payment thereof pursuant to a Security Agreement and to enforce the payment thereof or any guarantees thereof now existing or hereafter arising (the collateral in clauses (i) and (ii) of this Section 5.01 being, collectively, the “Collateral”). In order to secure further the payment and performance of the Obligations and to effect and facilitate Lenders’ right of setoff, Borrower hereby irrevocably appoints Administrative Agent as subscription agent and the sole party entitled in the name of Borrower upon the occurrence and during the continuance of an Event of Default, subject to Section 11.02 hereof, to make any Capital Calls upon the Investors pursuant to the terms of the Subscription Agreements.
Liens and Security Interest. To secure performance by the Loan Parties of the payment and performance of the Obligations, the applicable Pledgors shall grant to Administrative Agent, for the benefit of the Secured Parties, an exclusive, perfected, first priority security interest and Lien in and to (a) the Equity Interests of each Subsidiary that directly or indirectly owns any Unencumbered Property (the “Equity Interest Collateral”) and (b) the Mortgages, if any, as required pursuant to Section 2.13(b), subject in each case only to Customary Permitted Liens. In the event Mortgages are required pursuant to Section 2.13(b), the Loan Parties shall deliver to Administrative Agent in connection therewith, at such Loan Parties’ expense, (a) all Mortgage Collateral, (b) all Mortgage Deliverables, and (c) all other documents, agreements and instruments that may be required by applicable Law and which Administrative Agent may, from time to time, reasonably request to ensure the creation, perfection and priority of the Liens created or intended to be created in the Unencumbered Properties.
Liens and Security Interest. Wilon hereby grants R & D, as operator, a first lien and security interest in said xxxxx for any unpaid charges, fees or expenditures due R & D, which remain unpaid for a period of sixty (60) days.
Liens and Security Interest. (a) To secure payment of the Indebtedness and performance of the Obligations, and as a condition of any approval by the Lenders of the Loans, the Borrower shall grant and create (or cause to be granted and created) in favor of the Lenders a first, prior and perfected security interest in and to, and Lien upon, and assignment of, all collateral which is described on Schedule 4.8 attached hereto. The Borrower shall execute and deliver (or cause to be executed and delivered) from time to time the Collateral Documents to the Lenders together with all such other instruments, documents, certificates, assignments, financing statements, and other items as required by the Lenders to create and perfect the Liens, security interests and assignments described herein and shall cause such of the Collateral Documents as the Lenders may require to be filed or recorded and shall pay all costs and expenses of doing so.
Liens and Security Interest. (a) To secure performance by the Loan Parties of the payment and performance of the Obligations: (i) the Borrower and the Feeder Fund shall grant to the Administrative Agent, for the benefit of each of the Lenders an exclusive, perfected, first priority (subject to Permitted Liens) security interest and lien in and to each Collateral Account pursuant to a Collateral Account Pledge for such Collateral Account; and (ii) the Borrower, the Feeder Fund and General Partner, to the extent of their respective interests therein, shall grant to the Administrative Agent, for the benefit of the Lenders, an exclusive, perfected, first priority (subject to Permitted Liens) security interest and Lien in and to the Capital Calls, Capital Commitments, and Capital Contributions, including, without limitation, following the occurrence and during the continuance of an Event of Default, any rights to make Capital Calls, receive payment of Capital Commitments and enforce the payment thereof pursuant to a Security Agreement and to enforce the payment thereof or any guarantees thereof now existing or hereafter arising (the collateral in clauses (i) and (ii) of this Section 5.01 being, collectively, the “Collateral”). The Borrower and the Feeder Fund hereby irrevocably appoint the Administrative Agent as subscription agent and the sole party entitled in the name of the Borrower and the Feeder Fund upon the occurrence and during the continuance of an Event of Default, to make any Capital Calls upon the Investors pursuant to the terms of the applicable Constituent Documents in accordance with the provisions and subject to the limitations of the Loan Documents, including the second paragraph of Section 11.02 of this Agreement.
