Common use of Pledge and Collateral Assignment Clause in Contracts

Pledge and Collateral Assignment. As security for the full and punctual payment and performance of the Obligations (Third Mezzanine) when due (whether upon stated maturity, by acceleration, early termination or otherwise), Mezzanine Borrower, as pledgor, hereby pledges, assigns, hypothecates, transfers and delivers to Mezzanine Lender as collateral and hereby grants to Mezzanine Lender a continuing first priority lien on and security interest in, to and under all of the following whether now owned or hereafter acquired and whether now existing or hereafter arising (the “Rate Cap Collateral (Third Mezzanine)”): all of the right, title and interest of Mezzanine Borrower in and to (i) the Interest Rate Cap Agreement (Third Mezzanine); (ii) all payments, distributions, disbursements or proceeds due, owing, payable or required to be delivered to Mezzanine Borrower in respect of the Interest Rate Cap Agreement (Third Mezzanine) or arising out of the Interest Rate Cap Agreement (Third Mezzanine), whether as contractual obligations, damages or otherwise; and (iii) all of Mezzanine Borrower’s claims, rights, powers, privileges, authority, options, security interests, liens and remedies, if any, under or arising out of the Interest Rate Cap Agreement (Third Mezzanine), in each case including all accessions and additions to, substitutions for and replacements, products and proceeds of any or all of the foregoing.

Pledge and Collateral Assignment. As security for the full and punctual payment and performance of the Obligations (Third Second Mezzanine) when due (whether upon stated maturity, by acceleration, early termination or otherwise), Mezzanine Borrower, as pledgor, hereby pledges, assigns, hypothecates, transfers and delivers to Mezzanine Lender as collateral and hereby grants to Mezzanine Lender a continuing first priority lien on and security interest in, to and under all of the following whether now owned or hereafter acquired and whether now existing or hereafter arising (the “Rate Cap Collateral (Third Second Mezzanine)”): all of the right, title and interest of Mezzanine Borrower in and to (i) the Interest Rate Cap Agreement (Third Second Mezzanine); (ii) all payments, distributions, disbursements or proceeds due, owing, payable or required to be delivered to Mezzanine Borrower in respect of the Interest Rate Cap Agreement (Third Second Mezzanine) or arising out of the Interest Rate Cap Agreement (Third Second Mezzanine), whether as contractual obligations, damages or otherwise; and (iii) all of Mezzanine Borrower’s claims, rights, powers, privileges, authority, options, security interests, liens and remedies, if any, under or arising out of the Interest Rate Cap Agreement (Third Second Mezzanine), in each case including all accessions and additions to, substitutions for and replacements, products and proceeds of any or all of the foregoing.

Pledge and Collateral Assignment. As security for the full and punctual payment and performance of the Obligations (Third First Mezzanine) when due (whether upon stated maturity, by acceleration, early termination or otherwise), Mezzanine Borrower, as pledgor, hereby pledges, assigns, hypothecates, transfers and delivers to Mezzanine Lender as collateral and hereby grants to Mezzanine Lender a continuing first priority lien on and security interest in, to and under all of the following whether now owned or hereafter acquired and whether now existing or hereafter arising (the “Rate Cap Collateral (Third First Mezzanine)”): all of the right, title and interest of Mezzanine Borrower in and to (i) the Interest Rate Cap Agreement (Third First Mezzanine); (ii) all payments, distributions, disbursements or proceeds due, owing, payable or required to be delivered to Mezzanine Borrower in respect of the Interest Rate Cap Agreement (Third First Mezzanine) or arising out of the Interest Rate Cap Agreement (Third First Mezzanine), whether as contractual obligations, damages or otherwise; and (iii) all of Mezzanine Borrower’s claims, rights, powers, privileges, authority, options, security interests, liens and remedies, if any, under or arising out of the Interest Rate Cap Agreement (Third First Mezzanine), in each case including all accessions and additions to, substitutions for and replacements, products and proceeds of any or all of the foregoing.

Pledge and Collateral Assignment. As security for the full and punctual payment and performance of the Obligations (Third Mezzanine) of the Loan Parties under the Loan Documents when due (whether upon stated maturity, by acceleration, early termination or otherwise), Mezzanine Borrowerthe Borrowers, as pledgor, hereby pledges, assigns, hypothecates, transfers and delivers to Mezzanine Lender the Administrative Agent, on behalf of the Lenders, as collateral and hereby grants to Mezzanine Lender the Administrative Agent, on behalf of the Lenders, a continuing first priority lien Lien on and security interest in, to and under all of the following whether now owned or hereafter acquired and whether now existing or hereafter arising (the “Rate Cap Collateral (Third Mezzanine)Collateral”): all of the right, title and interest of Mezzanine Borrower the applicable Borrowers in and to (iA) the Interest Rate Cap Agreement (Third Mezzanine)Agreements; (iiB) all payments, distributions, disbursements or proceeds due, owing, payable or required to be delivered to Mezzanine Borrower the applicable Borrowers in respect of the Interest Rate Cap Agreement (Third Mezzanine) Agreements or arising out of the Interest Rate Cap Agreement (Third Mezzanine)Agreements, whether as contractual obligations, damages or otherwise; and (iiiC) all of Mezzanine Borrower’s the Borrowers’ claims, rights, powers, privileges, authority, options, security interests, liens Liens and remedies, if any, under or arising out of the Interest Rate Cap Agreement (Third Mezzanine)Agreements, in each case including all accessions and additions to, substitutions for and replacements, products and proceeds of any or all of the foregoing, such assignment to be evidenced by the Assignment of Interest Rate Cap Agreement, which shall be delivered by the Borrowers to the Administrative Agent within five (5) Business Days of the date of each Advance.

Pledge and Collateral Assignment. As security for the full and punctual payment and performance of the Obligations (Third Fourth Mezzanine) when due (whether upon stated maturity, by acceleration, early termination or otherwise), Mezzanine Borrower, as pledgor, hereby pledges, assigns, hypothecates, transfers and delivers to Mezzanine Lender as collateral and hereby grants to Mezzanine Lender a continuing first priority lien on and security interest in, to and under all of the following whether now owned or hereafter acquired and whether now existing or hereafter arising (the “Rate Cap Collateral (Third Fourth Mezzanine)”): all of the right, title and interest of Mezzanine Borrower in and to (i) the Interest Rate Cap Agreement (Third Fourth Mezzanine); (ii) all payments, distributions, disbursements or proceeds due, owing, payable or required to be delivered to Mezzanine Borrower in respect of the Interest Rate Cap Agreement (Third Fourth Mezzanine) or arising out of the Interest Rate Cap Agreement (Third Fourth Mezzanine), whether as contractual obligations, damages or otherwise; and (iii) all of Mezzanine Borrower’s claims, rights, powers, privileges, authority, options, security interests, liens and remedies, if any, under or arising out of the Interest Rate Cap Agreement (Third Fourth Mezzanine), in each case including all accessions and additions to, substitutions for and replacements, products and proceeds of any or all of the foregoing.

Pledge and Collateral Assignment. As security for the full and punctual payment and performance of the Obligations (Third Mezzanine) of the Loan Parties under the Loan Documents when due (whether upon stated maturity, by acceleration, early termination or otherwise), Mezzanine Borrowerthe Borrowers, as pledgor, hereby pledges, assigns, hypothecates, transfers and delivers to Mezzanine Lender the Collateral Agent, on behalf of the Secured Parties, as collateral and hereby grants to Mezzanine Lender the Collateral Agent, on behalf of the Secured Parties, a continuing first priority lien Lien on and security interest in, to and under all of the following whether now owned or hereafter acquired and whether now existing or hereafter arising (the “Rate Cap Collateral (Third Mezzanine)Collateral”): all of the right, title and interest of Mezzanine Borrower the applicable Borrowers in and to (iA) the Interest Rate Cap Agreement (Third Mezzanine)Agreements; (iiB) all payments, distributions, disbursements or proceeds due, owing, payable or required to be delivered to Mezzanine Borrower the applicable Borrowers in respect of the Interest Rate Cap Agreement (Third Mezzanine) Agreements or arising out of the Interest Rate Cap Agreement (Third Mezzanine)Agreements, whether as contractual obligations, damages or otherwise; and (iiiC) all of Mezzanine Borrower’s the Borrowers’ claims, rights, powers, privileges, authority, options, security interests, liens Liens and remedies, if any, under or arising out of the Interest Rate Cap Agreement (Third Mezzanine)Agreements, in each case including all accessions and additions to, substitutions for and replacements, products and proceeds of any or all of the foregoing, such assignment to be evidenced by the Assignment of Interest Rate Cap Agreement, which shall be delivered by the Borrowers to the Collateral Agent on the Closing Date.