Common use of Pledge of Account Collateral Clause in Contracts

Pledge of Account Collateral. To secure the full and punctual payment and performance of the Obligations, Borrower and Operating Lessee hereby collaterally assigns, grants a security interest in and pledges to Lender, to the extent not prohibited by applicable law (and shall cause Operating Lessee to execute the Accommodation Security Documents with respect thereto), a first priority continuing security interest in and to the following property of Borrower and/or Operating Lessee, as applicable, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”): (a) the Collateral Accounts and Manager Accounts and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, all deposits and/or wire transfers from time to time deposited or held in, credited to or made to Collateral Accounts; (b) any and all amounts invested in Permitted Investments; (c) all interest, dividends, cash, instruments, securities entitlements and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Collateral Accounts; and (d) to the extent not covered by clauses (a), (b) or (c) above, all proceeds (as defined under the UCC) of any or all of the foregoing. In addition to the rights and remedies herein set forth, Lender shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law.

Pledge of Account Collateral. (a) To secure the full and punctual payment and performance of the Obligations, Borrower and Operating Lessee hereby collaterally assigns, grants a security interest in and pledges to LenderAgent, to for the extent not prohibited by applicable law (and shall cause Operating Lessee to execute the Accommodation Security Documents with respect thereto)benefit of Lenders, a first priority continuing security interest in and to the following property of Borrower and/or Operating Lessee, as applicableBorrower, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”): (ai) the Collateral Accounts and Manager Accounts and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, all deposits and/or wire transfers from time to time deposited or held in, credited to or made to Collateral Accounts; (bii) any and all amounts invested in Permitted InvestmentsInvestments held in the Collateral Accounts; (ciii) all interest, dividends, cash, instruments, securities securities, entitlements and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Collateral Accounts; and (div) to the extent not covered by clauses sub-paragraphs (ai), (bii) or (ciii) above, all proceeds (as defined under the UCC) of any or all of the foregoing. . (b) In addition to the rights and remedies herein set forth, Lender Agent shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. . (c) This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law.

Pledge of Account Collateral. To secure the full and punctual payment and performance of the Obligations, Borrower and Operating Lessee (or in the case of the Maryland Property, Maryland Loan Guarantor) hereby collaterally assigns, grants a security interest in and pledges to Lender, to the extent not prohibited by applicable law (and shall cause Operating Lessee to execute the Accommodation Security Documents with respect thereto)law, a first priority continuing security interest in and to the following property of Borrower and/or Operating Lessee(or in the case of the Maryland Property, as applicableMaryland Loan Guarantor), whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”): (a) the Collateral Accounts and Manager Accounts and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, all deposits and/or wire transfers from time to time deposited or held in, credited to or made to Collateral Accounts; (b) any and all amounts invested in Permitted Investments; (c) subject to the provisions of Section 3.1.4, all interest, dividends, cash, instruments, securities entitlements and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Collateral Accounts; and (d) to the extent not covered by clauses (a), (b) or (c) above, all proceeds (as defined under the UCC) of any or all of the foregoing. In addition to the rights and remedies herein set forth, Lender shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law.

Pledge of Account Collateral. To secure the full and punctual payment and performance of the Obligations, the Borrower and Operating Lessee hereby collaterally assigns, grants a security interest in and pledges (and the Borrower Parties shall cause each Mortgaged Property Owner and Operating Lessee to Lenderso assign, grant and pledge) to the Administrative Agent for the benefit of the Lenders, to the extent not prohibited by applicable law (and the Borrower Parties shall cause each Mortgaged Property Owner and Operating Lessee to execute the Accommodation Security Documents with respect thereto), a first priority continuing security interest in and to the following property of Borrower such Borrower, Mortgaged Property Owner and/or Operating Lessee, as applicable, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”): (ai) the Collateral Accounts and Manager Accounts and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, all deposits and/or wire transfers from time to time deposited or held in, credited to or made to the Collateral Accounts; (b) any and all amounts invested in Permitted Investments; (cii) all interest, dividends, cash, instruments, securities entitlements instruments and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Collateral Accountsforegoing; and (diii) to the extent not covered by clauses (a), (bi) or (cii) above, all proceeds (as defined under the UCC) of any or all of the foregoing. In addition to the rights and remedies herein set forth, Lender the Administrative Agent shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law. In order to perfect the security interest granted hereunder with respect to the Payments Account and Debt Service Account, on or prior to the establishment of such accounts, Borrower shall (and shall cause each Mortgaged Property Owner and Operating Affiliate to) execute and deliver the Account Agreement to the Administrative Agent.

Pledge of Account Collateral. To secure the full and punctual payment and performance of the Obligations, each of Borrower and Operating Lessee hereby collaterally assigns, grants a security interest in and pledges to LenderAdministrative Agent, to the extent not prohibited by applicable law (and shall cause Operating Lessee and other Transaction Parties to execute the Accommodation Security Documents with respect thereto), a first priority continuing security interest in and to the following property of Borrower and/or Operating Lessee, as applicable, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”): (aA) the Collateral Accounts and Manager Accounts and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, all deposits and/or wire transfers from time to time deposited or held in, credited to or made to Collateral Accounts; (bB) any and all amounts invested in Permitted Investments; (cC) all interest, dividends, cash, instruments, securities entitlements and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Collateral Accounts; and (dD) to the extent not covered by clauses (aA), (bB) or (cC) above, all proceeds (as defined under the UCC) of any or all of the foregoing. In addition to the rights and remedies herein set forth, Lender Administrative Agent shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law.

Pledge of Account Collateral. To secure the full and punctual payment and performance of the Obligations, each of Borrower and Operating Lessee hereby collaterally assigns, grants a security interest in and pledges to LenderAdministrative Agent, to the extent not prohibited by applicable law (and shall cause Operating Lessee and other Transaction Parties to execute the Accommodation Security Documents with respect thereto), a first priority continuing security interest in and to the following property of Borrower and/or Operating Lessee, as applicable, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”): (aA) the Collateral Accounts and Manager Accounts and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, all deposits and/or wire transfers from time to time deposited or held in, credited to or made to Collateral Accounts; (bB) any and all amounts invested in Permitted Investments; (cC) all interest, dividends, cash, instruments, securities entitlements and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Collateral Accounts; and (dD) to the extent not covered by clauses (aA), (bB) or (cC) above, all proceeds (as defined under the UCC) of any or all of the foregoing. In addition to the rights and remedies herein set forth, Lender Administrative Agent shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law.

Pledge of Account Collateral. (a) To secure the full and punctual payment and performance of the ObligationsDebt in connection with the Loan, upon creation of the Collateral Accounts, Borrower and Operating Hotel Lessee each hereby collaterally assigns, grants a security interest in and pledges to LenderAdministrative Agent for the benefit of Lenders, to the extent not prohibited by applicable law (and shall cause Operating Lessee to execute the Accommodation Security Documents with respect thereto)law, a first priority continuing security interest in and to the following property of Borrower and/or Operating and Hotel Lessee, as applicable, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”): (ai) the Collateral Accounts and Manager Accounts and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, including all deposits and/or wire transfers transfers, from time to time deposited or held in, credited to or made to the Collateral Accounts; (b) any and all amounts invested in Permitted Investments; (cii) all interest, dividends, cash, instruments, securities entitlements and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Collateral Accounts; and (diii) to the extent not covered by clauses (a), (bi) or (cii) above, all proceeds (as defined under the UCC) of any or all of the foregoing. . (b) In addition to the rights and remedies herein set forth, Lender Administrative Agent shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, including the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. . (c) This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law. Borrower and Hotel Lessee each agrees to confirm the provisions hereof and enter into any other agreements, financing statements and documents reasonably requested by Administrative Agent to further evidence, secure and perfect its interests in the Collateral Accounts, the Account Collateral and all other assets of Borrower or Hotel Lessee.

Pledge of Account Collateral. To secure the full and punctual payment and performance of the Obligations, Borrower and Operating Lessee hereby collaterally assigns, grants a security interest in and pledges to LenderAdministrative Agent, to the extent not prohibited by applicable law (and shall cause Operating Lessee the other Transaction Parties to execute the Accommodation Security Documents with respect thereto), a first priority continuing security interest in and to the following property of Borrower and/or Operating Lessee, as applicable, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”): (aA) the Collateral Accounts and Manager Accounts the Hotel Operating Account and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, all deposits and/or wire transfers from time to time deposited or held in, credited to or made to the Collateral AccountsAccounts and the Hotel Operating Account; (bB) any and all amounts invested in Permitted Investments; (cC) all interest, dividends, cash, instruments, securities entitlements and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Collateral AccountsAccounts and the Hotel Operating Account; and (dD) to the extent not covered by clauses (aA), (bB) or (cC) above, all proceeds (as defined under the UCC) of any or all of the foregoing. In addition to the rights and remedies herein set forth, Lender Administrative Agent shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law.

Pledge of Account Collateral. To secure the full and punctual payment and performance of the Obligations, Borrower and Operating Lessee hereby collaterally assigns, grants a security interest in and pledges to Lender, to the extent not prohibited by applicable law (and shall cause Operating Lessee to execute the Accommodation Acommodation Security Documents with respect thereto), a first priority continuing security interest in and to the following property of Borrower and/or Operating Lessee, as applicable, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”): (a) the Collateral Accounts and Manager Accounts and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, all deposits and/or wire transfers from time to time deposited or held in, credited to or made to Collateral Accounts; (b) any and all amounts invested in Permitted Investments; (c) all interest, dividends, cash, instruments, securities entitlements and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Collateral Accounts; and (d) to the extent not covered by clauses (a), (b) or (c) above, all proceeds (as defined under the UCC) of any or all of the foregoing. In addition to the rights and remedies herein set forth, Lender shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law.

Pledge of Account Collateral. To secure the full and punctual payment and performance of the Obligations, each of Borrower and Operating Lessee hereby collaterally assigns, grants a security interest in and pledges to LenderAdministrative Agent for the benefit of itself and the other Lenders, to the extent not prohibited by applicable law (and shall cause Operating Lessee to execute the Accommodation Security Documents with respect thereto)law, a first priority continuing security interest in and to the following property of Borrower and/or Operating Lessee, as applicable, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”): (aA) the Collateral Accounts and Manager Accounts and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, all deposits and/or wire transfers from time to time deposited or held in, credited to or made to Collateral Accounts; (bB) any and all amounts invested in Permitted Investments; (cC) all interest, dividends, cash, instruments, securities entitlements and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Collateral Accounts; and (dD) to the extent not covered by clauses (aA), (bB) or (cC) above, all proceeds (as defined under the UCC) of any or all of the foregoing. In addition to the rights and remedies herein set forth, Lender Administrative Agent shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law.

Pledge of Account Collateral. To secure the full and punctual payment and performance of the Obligations, Borrower and Operating Lessee hereby collaterally assigns, grants a security interest in and pledges to Lender, to the extent not prohibited by applicable law (and shall cause Operating Lessee to execute the Accommodation Security Documents with respect thereto)law, a first priority continuing security interest in and to the following property of Borrower and/or Operating Lessee, as applicableBorrower, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”ACCOUNT COLLATERAL): (a) the Collateral Accounts and Manager Accounts and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, all deposits and/or wire transfers from time to time deposited or held in, credited to or made to Collateral Accounts; (b) any and all amounts invested in Permitted Investments; (c) all interest, dividends, cash, instruments, securities entitlements and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Collateral Accounts; and (d) to the extent not covered by clauses (a), (b) or (c) above, all proceeds (as defined under the UCC) of any or all of the foregoing. In addition to the rights and remedies herein set forth, Lender shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law.

Pledge of Account Collateral. To secure the full and punctual payment and performance of the Obligations, Borrower and Operating Lessee hereby collaterally assigns, grants a security interest in and pledges to Lender, to the extent not prohibited by applicable law (and shall cause Operating Lessee to execute the Accommodation Security Documents with respect thereto)law, a first priority continuing security interest in and to the following property of Borrower and/or Operating Lessee, as applicableBorrower, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”ACCOUNT COLLATERAL): (a) the Collateral Accounts, Manager Accounts and Manager Accounts the Membership Deposit Account and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, all deposits and/or wire transfers from time to time deposited or held in, credited to or made to Collateral Accounts; (b) any and all amounts invested in Permitted Investments; (c) all interest, dividends, cash, instruments, securities entitlements and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Collateral Accounts; and (d) to the extent not covered by clauses (a), (b) or (c) above, all proceeds (as defined under the UCC) of any or all of the foregoing. In addition to the rights and remedies herein set forth, Lender shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law.

Pledge of Account Collateral. To secure the full and punctual payment and performance of the Obligations, Borrower and Operating Lessee hereby collaterally assigns, grants a security interest in and pledges to Lender, to the extent not prohibited by applicable law (and shall cause Operating Lessee to execute the Accommodation Security Documents with respect thereto)law, a first priority continuing security interest in and to Borrower's right, title and interest in and to the following property of Borrower and/or Operating Lessee, as applicableproperty, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”ACCOUNT COLLATERAL): (a) the Collateral Accounts and Manager Accounts and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, all deposits and/or wire transfers from time to time deposited or held in, credited to or made to Collateral Accounts; (b) any and all amounts invested in Permitted Investments; (c) all interest, dividends, cash, instruments, securities entitlements and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Collateral Accounts; and (d) to the extent not covered by clauses (a), (b) or (c) above, all proceeds (as defined under the UCC) of any or all of the foregoing. In addition to the rights and remedies herein set forth, Lender shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law.

Pledge of Account Collateral. (a) To secure the full and punctual payment and performance of the ObligationsDebt in connection with the Loan, upon creation of the Mezzanine Collateral Accounts, Borrower and Operating Lessee hereby shall collaterally assignsassign, grants grant a security interest in and pledges pledge to LenderAdministrative Agent for the benefit of Lenders, to the extent not prohibited by applicable law (and shall cause Operating Lessee to execute the Accommodation Security Documents with respect thereto)law, a first priority continuing security interest in and to the following property of Borrower and/or Operating Lessee, as applicableBorrower, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Account Collateral”): (ai) the Mezzanine Collateral Accounts and Manager Accounts and all cash, checks, drafts, securities entitlements, certificates, instruments and other property, including, without limitation, including all deposits and/or wire transfers transfers, from time to time deposited or held in, credited to or made to the Mezzanine Collateral Accounts; (b) any and all amounts invested in Permitted Investments; (cii) all interest, dividends, cash, instruments, securities entitlements and other property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing or purchased with funds from the Mezzanine Collateral Accounts; and (diii) to the extent not covered by clauses (a), (bi) or (cii) above, all proceeds (as defined under the UCC) of any or all of the foregoing. . (b) In addition to the rights and remedies herein set forth, Lender Administrative Agent shall have all of the rights and remedies with respect to the Account Collateral available to a secured party at law or in equity, including, without limitation, including the rights of a secured party under the UCC, as if such rights and remedies were fully set forth herein. . (c) This Agreement shall constitute a security agreement for purposes of the Uniform Commercial Code and other applicable law. Borrower agrees to confirm the provisions hereof and enter into any other agreements, financing statements and documents reasonably requested by Administrative Agent to further evidence, secure and perfect its interests in the Mezzanine Collateral Accounts, the Account Collateral, the Pledge Agreement and all other assets of Borrower.