Common use of Security Interest and Lien Clause in Contracts

Security Interest and Lien. You hereby grant to each Bear Xxxxxxx entity a valid and first priority, perfected, continuing security interest in and assign (a) all property now or hereafter held or carried by any Bear Xxxxxxx entity in any of your accounts, all property in which you now have or hereafter acquire an interest which is now or hereafter held by or through any Bear Xxxxxxx entity and all property held or otherwise subject to the control of any Bear Xxxxxxx entity or agent thereof, including (without limitation) all margin, securities, monies, and investment property (including without limitation all financial assets and instruments), (b) all rights you have in any Obligation (as defined in Paragraph 3 below) of any Bear Xxxxxxx entity, (c) any and all rights, claims or causes of action you may now or hereafter have against any Bear Xxxxxxx entity (including without limitation all rights you have in any repurchase agreement to which any Bear Xxxxxxx entity is a party) and (d) all proceeds of or distributions on any of the foregoing (collectively (a) through (d), “Collateral”), as security and margin for the payment and performance of any and all of your Obligations to each Bear Xxxxxxx entity; provided, however, that Collateral pledged by you in connection with a particular Activity shall secure first your Obligations with respect to that Activity and, second, your Obligations with respect to all Activities. The description of any property that is Collateral with respect to any Activity, including, but not limited to, Collateral described in any confirmation, account statement, or Activity Report (as defined in Paragraph 8 below), is hereby incorporated into this Agreement as if fully set forth herein and constitutes Collateral hereunder. You and each Bear Xxxxxxx entity, hereby acknowledge and agree, for the benefit of each Bear Xxxxxxx entity, that all Collateral is held as Collateral by each Bear Xxxxxxx entity for itself, and, as agent and bailee for all other Bear Xxxxxxx entities. Each Bear Xxxxxxx entity agrees to act as agent and bailee of and for each other Bear Xxxxxxx entity in respect of the Collateral and shall hold any Collateral both as secured party and as agent and bailee of and for each other Bear Xxxxxxx entity. Each Bear Xxxxxxx entity, shall, and hereby agrees to, and you agree that it may comply, without your further consent, with any orders or instructions of each other Bear Xxxxxxx entity with respect to the Collateral, including (without limitation), (a) any entitlement orders or other instructions, including without limitation, all notifications it receives directing it to transfer (including, without limitation, to a Bear Xxxxxxx entity) or redeem any Collateral and (b) if the Bear Xxxxxxx entity is a commodity intermediary, any instructions to such Bear Xxxxxxx entity to apply any value distributed on account of a commodity contract as directed by each other Bear Xxxxxxx entity. Each Bears Xxxxxxx entity has the right, in its sole discretion, to not comply with (i) any entitlement order or other instructions originated by you or a third party that would require a Bear Xxxxxxx entity to make a delivery of Collateral to you or any other person and (ii) any instruction from you to apply any value on account of any commodity contract (whether such value is distributable or not), to the extent that such Collateral is necessary to satisfy any Obligation (including, without limitation, any requirement for margin or other security) to itself or any Bear Xxxxxxx entity if such other Bear Xxxxxxx entity requests (orally or in writing, itself or through an agent) that such entitlement order or instruction not be complied with. You agree that the actions of a Bear Xxxxxxx entity in not complying with your instructions as allowed in this Paragraph 3 satisfy any duties we may have under the Uniform Commercial Code. This Paragraph 3 shall survive the termination of this Agreement, thereby extending the right to any lien and security interest until such time as, in the sole discretion of Bear Xxxxxxx, security for the repayment of your Obligations in no longer required. Each Activity has been entered into in consideration of each other Activity and your performance of each and every one of your Obligations when due is a condition precedent to Bear Xxxxxxx’ performance of its Obligations; provided, however, that Activities shall not be merged. In furtherance of the foregoing, any Bear Xxxxxxx entity may, at any time and without prior notice to you, use, credit, apply or transfer any such Collateral (or make other arrangements) at, or with respect to any Obligation to, any Bear Xxxxxxx entity to satisfy or secure any of your Obligations.

Security Interest and Lien. You hereby grant All collateral which you may at any time be carrying for the Undersigned or which may at any time be in your possession or control for any purpose, including safekeeping, and any proceeds and distributions there from, shall be subject to each Bear Xxxxxxx entity a valid general lien and a continuing, first priority, perfected, continuing security interest in for the discharge of all obligations and assign (a) all property now or hereafter held or carried by any Bear Xxxxxxx entity in any of your accounts, all property in which you now have or hereafter acquire an interest which is now or hereafter held by or through any Bear Xxxxxxx entity and all property held or otherwise subject to the control of any Bear Xxxxxxx entity or agent thereof, including (without limitation) all margin, securities, monies, and investment property (including without limitation all financial assets and instruments), (b) all rights you have in any Obligation (as defined in Paragraph 3 below) of any Bear Xxxxxxx entity, (c) any and all rights, claims or causes of action you may now or hereafter have against any Bear Xxxxxxx entity (including without limitation all rights you have in any repurchase agreement to which any Bear Xxxxxxx entity is a party) and (d) all proceeds of or distributions on any liabilities of the foregoing (collectively (a) through (d), “Collateral”), as security and margin for the payment and performance of any and all of your Obligations Undersigned to each Bear Xxxxxxx entity; provided, however, that Collateral pledged by you in connection with a particular Activity shall secure first your Obligations Account Number 14-81836 and 14-A045D; irrespective of whether or not you have made advances in connection with respect to that Activity andsuch securities, secondcommodities or other property, your Obligations and irrespective of the number of accounts the Undersigned may have with respect to all Activities. The description of any property that is Collateral with respect to any Activity, including, but not limited to, Collateral described in any confirmation, account statementyou, or Activity Report whether Xxxxxx Xxxxxxx & Co. International Limited, Xxxxxx Xxxxxxx Japan Ltd., Xxxxxx Xxxxxxx Asia Ltd., Xxxxxx Xxxxxxx Trust Company, Xxxxxx Xxxxxxx GMBH, Xxxxxx Xxxxxxx Bank Luxembourg, Xxxxxx Xxxxxxx Market Products Inc., Xxxxxx Xxxxxxx Capital Group Inc., Xxxxxx Xxxxxxx Group Inc., Xxxxxx Xxxxxxx & Co. Incorporated and their officers, directors, agents and/or other employees (also collectively referred to as defined in Paragraph 8 below), is hereby incorporated into this Agreement as if fully set forth herein and constitutes Collateral hereunderthe “Xxxxxx Xxxxxxx Entities”) holds such Collateral. You and the Undersigned each Bear Xxxxxxx entity, hereby acknowledge and agree, agree that each Xxxxxx Xxxxxxx Entity which holds Collateral holds such Collateral for the benefit of each Bear Xxxxxxx entity, that all Collateral is held as Collateral by each Bear Xxxxxxx entity for itself, and, itself and also as agent and bailee for all other Bear Xxxxxx Xxxxxxx entities. Each Bear Xxxxxxx entity agrees to act as agent Entities which are secured parties under any Contract in connection with Account Number 14-81836 and bailee of and for each other Bear Xxxxxxx entity in respect of the Collateral and shall hold any Collateral both as secured party and as agent and bailee of and for each other Bear Xxxxxxx entity. Each Bear Xxxxxxx entity, shall, and hereby agrees to, and you agree that it may comply, without your further consent, with any orders or instructions of each other Bear Xxxxxxx entity with respect to the Collateral, including (without limitation), (a) any entitlement orders or other instructions, including without limitation, all notifications it receives directing it to transfer (including, without limitation, to a Bear Xxxxxxx entity) or redeem any Collateral and (b) if the Bear Xxxxxxx entity is a commodity intermediary, any instructions to such Bear Xxxxxxx entity to apply any value distributed on account of a commodity contract as directed by each other Bear Xxxxxxx entity. Each Bears Xxxxxxx entity has the right, in its sole discretion, to not comply with (i) any entitlement order or other instructions originated by you or a third party that would require a Bear Xxxxxxx entity to make a delivery of Collateral to you or any other person and (ii) any instruction from you to apply any value on account of any commodity contract (whether such value is distributable or not), to the extent that such Collateral is necessary to satisfy any Obligation (including, without limitation, any requirement for margin or other security) to itself or any Bear Xxxxxxx entity if such other Bear Xxxxxxx entity requests (orally or in writing, itself or through an agent) that such entitlement order or instruction not be complied with. 14-A045D. You agree that the actions of a Bear Xxxxxxx entity in not complying with your instructions as allowed in this Paragraph 3 satisfy any duties we may have under the Uniform Commercial Code. This Paragraph 3 shall survive the termination of this Agreement, thereby extending the right to any lien and security interest until such time as, in the sole discretion of Bear Xxxxxxx, security for the repayment of your Obligations in no longer required. Each Activity has been entered into in consideration of each other Activity and your performance of each and every one of your Obligations when due is a condition precedent to Bear Xxxxxxx’ performance of its Obligations; provided, however, that Activities shall not be merged. In furtherance of the foregoing, any Bear Xxxxxxx entity may, at any time at your discretion and without prior notice to youthe Undersigned, use, creditapply, apply or transfer any and all securities or other property interchangeably between Xxxxxx Xxxxxxx Entities in connection with Account Number 14-81836 and 14-A045D other than from Regulated Commodity Accounts. In the event of a breach or default under this agreement, you shall have all rights and remedies available to a secured creditor under any applicable law in addition to the rights and remedies provided herein. All collateral delivered to you shall be free and clear of all prior liens, claims and encumbrances, and the Undersigned will not cause or allow any of the collateral in your possession or control, whether now owned or hereafter acquired, to be or become subject to any liens, security interests, mortgages or encumbrances of any nature other than the security interest created in your favor. The Undersigned shall execute such Collateral (or make documents and take such other arrangements) at, or action as you shall reasonably request in order to perfect your rights with respect to any Obligation tosuch collateral. Alternatively, any Bear Xxxxxxx entity the Undersigned appoints you as the Undersigned’s attorney-in fact to satisfy act on the Undersigned’s behalf to sign, seal, execute, file and deliver all documents, and do all such acts as may be required, to perfect or secure any of your Obligationsrealize upon all rights in the securities or other property.

Security Interest and Lien. You hereby grant All Collateral which you may at any time be carrying for the undersigned or which may at any time be in your possession or control for any purpose, including safekeeping, and any proceeds and distributions therefrom, shall be subject to each Bear Xxxxxxx entity a valid general lien and a continuing first priority, perfected, continuing security interest for the discharge of all Obligations and liabilities of the undersigned to you, irrespective of whether or not you have made advances in and assign (a) all property now or hereafter held or carried by any Bear Xxxxxxx entity in any of your accounts, all property in which you now have or hereafter acquire an interest which is now or hereafter held by or through any Bear Xxxxxxx entity and all property held or otherwise subject to the control of any Bear Xxxxxxx entity or agent thereof, including (without limitation) all margin, securities, moniesconnection with such Collateral, and investment property (including without limitation all financial assets and instruments)irrespective of the number of accounts the undersigned may have with you, (b) all rights you have in any Obligation (as defined in Paragraph 3 below) or which Xxxxxx Xxxxxxx Entity holds such Collateral. For purposes of any Bear Xxxxxxx entitythis Agreement, (c) "Obligations" shall mean any and all rightsobligations of a party arising at any time and from time to time, claims whether or causes not mature or contingent, related to the purchase or sale of action you may now securities or hereafter have against any Bear Xxxxxxx entity (including without limitation all rights you have other property, or under or in any repurchase agreement to which any Bear Xxxxxxx entity is a party) and (d) all proceeds of or distributions on any of the foregoing (collectively (a) through (d), “Collateral”), as security and margin for the payment and performance of connection with any and all Contracts, including without limitation, payment and delivery obligations, obligations relating to the extension of your Obligations credit or to each Bear Xxxxxxx entity; provided, however, that Collateral pledged by you pay damages (including costs of cover) and payment of legal and other expenses incurred in connection with a particular Activity shall secure first your Obligations with respect to that Activity and, second, your Obligations with respect to all Activities. The description the enforcement of any property that is Collateral with respect to any Activity, including, but not limited to, Collateral described in any confirmation, account statement, or Activity Report (as defined in Paragraph 8 below), is hereby incorporated into this Agreement as if fully set forth herein and constitutes Collateral hereunderContracts. You and the undersigned each Bear Xxxxxxx entity, hereby acknowledge and agree, agree that each Xxxxxx Xxxxxxx Entity which holds Collateral holds such Collateral for the benefit of each Bear Xxxxxxx entity, that all Collateral is held as Collateral by each Bear Xxxxxxx entity for itself, and, itself and also as agent and bailee for all other Bear Xxxxxx Xxxxxxx entities. Each Bear Xxxxxxx entity agrees to act as agent and bailee of and for each other Bear Xxxxxxx entity in respect of the Collateral and shall hold Entities which are secured parties under any Collateral both as secured party and as agent and bailee of and for each other Bear Xxxxxxx entity. Each Bear Xxxxxxx entity, shall, and hereby agrees to, and you agree that it may comply, without your further consent, with any orders or instructions of each other Bear Xxxxxxx entity with respect to the Collateral, including (without limitation), (a) any entitlement orders or other instructions, including without limitation, all notifications it receives directing it to transfer (including, without limitation, to a Bear Xxxxxxx entity) or redeem any Collateral and (b) if the Bear Xxxxxxx entity is a commodity intermediary, any instructions to such Bear Xxxxxxx entity to apply any value distributed on account of a commodity contract as directed by each other Bear Xxxxxxx entity. Each Bears Xxxxxxx entity has the right, in its sole discretion, to not comply with (i) any entitlement order or other instructions originated by you or a third party that would require a Bear Xxxxxxx entity to make a delivery of Collateral to you or any other person and (ii) any instruction from you to apply any value on account of any commodity contract (whether such value is distributable or not), to the extent that such Collateral is necessary to satisfy any Obligation (including, without limitation, any requirement for margin or other security) to itself or any Bear Xxxxxxx entity if such other Bear Xxxxxxx entity requests (orally or in writing, itself or through an agent) that such entitlement order or instruction not be complied withContract. You agree that the actions of a Bear Xxxxxxx entity in not complying with your instructions as allowed in this Paragraph 3 satisfy any duties we may have under the Uniform Commercial Code. This Paragraph 3 shall survive the termination of this Agreement, thereby extending the right to any lien and security interest until such time as, in the sole discretion of Bear Xxxxxxx, security for the repayment of your Obligations in no longer required. Each Activity has been entered into in consideration of each other Activity and your performance of each and every one of your Obligations when due is a condition precedent to Bear Xxxxxxx’ performance of its Obligations; provided, however, that Activities shall not be merged. In furtherance of the foregoing, any Bear Xxxxxxx entity may, at any time at your discretion and without with prior notice to youthe undersigned, if practicable under the circumstances, use, creditapply, apply or transfer any such and all Collateral (interchangeably between Xxxxxx Xxxxxxx Entities in any accounts in which the undersigned has an interest other than from Regulated Commodity Accounts. In the event of a breach or make other arrangements) atdefault under this, or any other, agreement with the BlackRock Large Cap Core Plus Fund of BlackRock Large Cap Series Funds, Inc., you shall have all rights and remedies available to a secured creditor under any applicable law in addition to the rights and remedies provided herein. All Collateral delivered to you shall be free and clear of all prior liens, claims and encumbrances, and the undersigned will not cause or allow any of the Collateral in your possession or control, whether now owned or hereafter acquired, to be or become subject to any liens, security interests, mortgages or encumbrances of any nature other than the security interest created in your favor. The undersigned shall execute such documents and take such other action as you shall reasonably request in order to perfect your rights with respect to any Obligation tosuch Collateral. In addition, any Bear Xxxxxxx entity the undersigned appoints you as the undersigned's attorney-in-fact to satisfy or secure any of your Obligationsact on the undersigned's behalf to sign, seal, execute and deliver all documents, and do all such acts as may be required, to realize upon all rights in the Collateral.

Security Interest and Lien. You hereby grant As security for the payment and performance of all of your obligations and liabilities from time to time outstanding to any Bear Xxxxxxx entity, whether under this Agreement or otherwise, each Bear Xxxxxxx entity shall have a valid continuing first lien and first priority, perfected, continuing security interest in and assign (ai) all property now or hereafter held or carried by any Bear Xxxxxxx entity in any of your accounts, all property in which you now have or hereafter acquire an interest which is now or hereafter held by or through any Bear Xxxxxxx entity entity, including, but not limited to, any and all property held or otherwise subject to the control of any Bear Xxxxxxx entity or agent thereofaccounts, including (without limitation) all margininstruments, documents, contract rights, commodities and commodity futures contracts, commercial paper and other securities, monies, deposit accounts and investment property general intangibles, and (including without limitation all financial assets and instruments), (b) all rights you have in any Obligation (as defined in Paragraph 3 below) of any Bear Xxxxxxx entity, (cii) any and all rights, claims or and causes of action you may now or hereafter have against any Bear Xxxxxxx entity (including without limitation entity. You hereby acknowledge and agree that all rights you have in any repurchase agreement to which such property of yours held by or through any Bear Xxxxxxx entity is a party) and (d) all proceeds of or distributions on any of the foregoing (collectively (a) through (d), “Collateral”), as security and margin for the payment and performance of any and all of your Obligations to each Bear Xxxxxxx entity; provided, however, that Collateral pledged by you in connection with a particular Activity shall secure first your Obligations with respect to that Activity and, second, your Obligations with respect to all Activities. The description of any property that is Collateral with respect to any Activity, including, but not limited to, Collateral described in any confirmation, account statement, or Activity Report (as defined in Paragraph 8 below), is hereby incorporated into this Agreement as if fully set forth herein and constitutes Collateral hereunder. You and each Bear Xxxxxxx entity, hereby acknowledge and agree, for the benefit of each Bear Xxxxxxx entity, that all Collateral is held as Collateral collateral by each such Bear Xxxxxxx entity for itself, and, as agent and bailee for itself and all other Bear Xxxxxxx entities. Each Bear Xxxxxxx entity agrees You represent that the above-described collateral shall at all times be free and clear of all liens, claims and encumbrances of any nature other than the security interest created hereby. In addition, in order to act as agent and bailee satisfy any of and for each other Bear Xxxxxxx entity in respect of the Collateral and shall hold your outstanding liabilities or obligations to any Collateral both as secured party and as agent and bailee of and for each other Bear Xxxxxxx entity. Each Bear Xxxxxxx entity, shall, and hereby agrees to, and you agree that it may comply, without your further consent, with any orders or instructions of each other Bear Xxxxxxx entity with respect to the Collateral, including (without limitation), (a) any entitlement orders or other instructions, including without limitation, all notifications it receives directing it to transfer (including, without limitation, to a Bear Xxxxxxx entity) or redeem any Collateral and (b) if the Bear Xxxxxxx entity is a commodity intermediary, any instructions to such Bear Xxxxxxx entity to apply any value distributed on account of a commodity contract as directed by each other Bear Xxxxxxx entity. Each Bears Xxxxxxx entity has the right, in its sole discretion, to not comply with (i) any entitlement order or other instructions originated by you or a third party that would require a Bear Xxxxxxx entity to make a delivery of Collateral to you or any other person and (ii) any instruction from you to apply any value on account of any commodity contract (whether such value is distributable or not)may, to the fullest extent that such Collateral is necessary to satisfy any Obligation (including, without limitation, any requirement for margin or other security) to itself or any Bear Xxxxxxx entity if such other Bear Xxxxxxx entity requests (orally or in writing, itself or through an agent) that such entitlement order or instruction not be complied with. You agree that the actions of a Bear Xxxxxxx entity in not complying with your instructions as allowed in this Paragraph 3 satisfy any duties we may have under the Uniform Commercial Code. This Paragraph 3 shall survive the termination of this Agreement, thereby extending the right to any lien and security interest until such time as, in the sole discretion of Bear Xxxxxxx, security for the repayment of your Obligations in no longer required. Each Activity has been entered into in consideration of each other Activity and your performance of each and every one of your Obligations when due is a condition precedent to Bear Xxxxxxx’ performance of its Obligations; provided, however, that Activities shall not be merged. In furtherance of the foregoing, any Bear Xxxxxxx entity maypermitted by law, at any time in its discretion and without prior notice to you, use, credit, apply or transfer any such Collateral and all securities or other property (or make other arrangements) atincluding, or with respect to any Obligation towithout limitation, any fully-paid securities and cash). You hereby agree that, except as otherwise specifically agreed in writing, Bear Xxxxxxx entity to satisfy may register and hold the securities and other property in your accounts in its name or secure any the name of your Obligationsits designee.

Security Interest and Lien. You hereby grant All Collateral which you may at any time be carrying for the undersigned or which may at any time be in your possession or control for any purpose, including safekeeping, and any proceeds and distributions therefrom, shall be subject to each Bear Xxxxxxx entity a valid general lien and a continuing first priority, perfected, continuing security interest for the discharge of all Obligations and liabilities of the undersigned to you, irrespective of whether or not you have made advances in and assign (a) all property now or hereafter held or carried by any Bear Xxxxxxx entity in any of your accounts, all property in which you now have or hereafter acquire an interest which is now or hereafter held by or through any Bear Xxxxxxx entity and all property held or otherwise subject to the control of any Bear Xxxxxxx entity or agent thereof, including (without limitation) all margin, securities, moniesconnection with such Collateral, and investment property (including without limitation all financial assets and instruments)irrespective of the number of accounts the undersigned may have with you, (b) all rights you have in any Obligation (as defined in Paragraph 3 below) or which Xxxxxx Xxxxxxx Entity holds such Collateral. For purposes of any Bear Xxxxxxx entitythis Agreement, (c) "Obligations" shall mean any and all rightsobligations of a party arising at any time and from time to time, claims whether or causes not mature or contingent, related to the purchase or sale of action you may now securities or hereafter have against any Bear Xxxxxxx entity (including without limitation all rights you have other property, or under or in any repurchase agreement to which any Bear Xxxxxxx entity is a party) and (d) all proceeds of or distributions on any of the foregoing (collectively (a) through (d), “Collateral”), as security and margin for the payment and performance of connection with any and all Contracts, including without limitation, payment and delivery obligations, obligations relating to the extension of your Obligations credit or to each Bear Xxxxxxx entity; provided, however, that Collateral pledged by you pay damages (including costs of cover) and payment of legal and other expenses incurred in connection with a particular Activity shall secure first your Obligations with respect to that Activity and, second, your Obligations with respect to all Activities. The description the enforcement of any property that is Collateral with respect to any Activity, including, but not limited to, Collateral described in any confirmation, account statement, or Activity Report (as defined in Paragraph 8 below), is hereby incorporated into this Agreement as if fully set forth herein and constitutes Collateral hereunderContracts. You and the undersigned each Bear Xxxxxxx entity, hereby acknowledge and agree, agree that each Xxxxxx Xxxxxxx Entity which holds Collateral holds such Collateral for the benefit of each Bear Xxxxxxx entity, that all Collateral is held as Collateral by each Bear Xxxxxxx entity for itself, and, itself and also as agent and bailee for all other Bear Xxxxxx Xxxxxxx entities. Each Bear Xxxxxxx entity agrees to act as agent and bailee of and for each other Bear Xxxxxxx entity in respect of the Collateral and shall hold Entities which are secured parties under any Collateral both as secured party and as agent and bailee of and for each other Bear Xxxxxxx entity. Each Bear Xxxxxxx entity, shall, and hereby agrees to, and you agree that it may comply, without your further consent, with any orders or instructions of each other Bear Xxxxxxx entity with respect to the Collateral, including (without limitation), (a) any entitlement orders or other instructions, including without limitation, all notifications it receives directing it to transfer (including, without limitation, to a Bear Xxxxxxx entity) or redeem any Collateral and (b) if the Bear Xxxxxxx entity is a commodity intermediary, any instructions to such Bear Xxxxxxx entity to apply any value distributed on account of a commodity contract as directed by each other Bear Xxxxxxx entity. Each Bears Xxxxxxx entity has the right, in its sole discretion, to not comply with (i) any entitlement order or other instructions originated by you or a third party that would require a Bear Xxxxxxx entity to make a delivery of Collateral to you or any other person and (ii) any instruction from you to apply any value on account of any commodity contract (whether such value is distributable or not), to the extent that such Collateral is necessary to satisfy any Obligation (including, without limitation, any requirement for margin or other security) to itself or any Bear Xxxxxxx entity if such other Bear Xxxxxxx entity requests (orally or in writing, itself or through an agent) that such entitlement order or instruction not be complied withContract. You agree that the actions of a Bear Xxxxxxx entity in not complying with your instructions as allowed in this Paragraph 3 satisfy any duties we may have under the Uniform Commercial Code. This Paragraph 3 shall survive the termination of this Agreement, thereby extending the right to any lien and security interest until such time as, in the sole discretion of Bear Xxxxxxx, security for the repayment of your Obligations in no longer required. Each Activity has been entered into in consideration of each other Activity and your performance of each and every one of your Obligations when due is a condition precedent to Bear Xxxxxxx’ performance of its Obligations; provided, however, that Activities shall not be merged. In furtherance of the foregoing, any Bear Xxxxxxx entity may, at any time at your discretion and without prior notice to youthe undersigned, use, creditapply, apply or transfer any and all Collateral interchangeably between Xxxxxx Xxxxxxx Entities in any accounts in which the undersigned has an interest other than from Regulated Commodity Accounts. In the event of a breach or default under this agreement, you shall have all rights and remedies available to a secured creditor under any applicable law in addition to the rights and remedies provided herein. All Collateral delivered to you shall be free and clear of all prior liens, claims and encumbrances, and the undersigned will not cause or allow any of the Collateral in your possession or control, whether now owned or hereafter acquired, to be or become subject to any liens, security interests, mortgages or encumbrances of any nature other than the security interest created in your favor. The undersigned shall execute such Collateral (or make documents and take such other arrangements) at, or action as you shall reasonably request in order to perfect your rights with respect to any Obligation tosuch Collateral. In addition, any Bear Xxxxxxx entity the undersigned appoints you as the undersigned's attorney-in-fact to satisfy or secure any of your Obligationsact on the undersigned's behalf to sign, seal, execute and deliver all documents, and do all such acts as may be required, to realize upon all rights in the Collateral.