Common use of Uniform Commercial Code Security Agreement Clause in Contracts

Uniform Commercial Code Security Agreement. This Agreement is also a security agreement under the Uniform Commercial Code with respect to the Hedge Collateral as provided in Article V and the Pledged Security Collateral as provided in Article VIII and all funds and accounts and investments thereof now or hereafter held by the Administrator under the Series Certificate Agreement (to the extent of any retained interested by the Sponsor therein) and all funds and accounts and investments thereof now or hereafter held for the benefit of Fxxxxxx Mac under the Repair Escrow Agreement, the Ohio Portfolio Escrow Agreement and the Villages at Lost Creek Escrow Agreement and all cash and non-cash proceeds thereof (collectively, “UCC Collateral”), and the Sponsor hereby grants to Fxxxxxx Mac a security interest in the UCC Collateral as security for all Obligations due under this Agreement and under any of the Sponsor Documents. The Sponsor shall execute and deliver to Fxxxxxx Mac, upon Fxxxxxx Mac’s request, financing statements, continuation statements and other account agreements and amendments, in such form as Fxxxxxx Mac may require to perfect or continue the perfection of this security interest. The Sponsor shall pay or cause to be paid all filing costs and all costs and expenses of any record searches for financing statements that Fxxxxxx Mac may reasonably require. Except as otherwise permitted herein, without the prior written consent of Fxxxxxx Mac, the Sponsor shall not create or permit to exist any other lien or security interest in any of the UCC Collateral. The Sponsor covenants and agrees that it will defend Fxxxxxx Mac’s rights and security interests created by this Article against the claims and demands of all Persons. If an Event of Default has occurred and is continuing, subject to Article VII hereof, Fxxxxxx Mac shall have the remedies of a secured party under the Uniform Commercial Code, in addition to all remedies provided by this Agreement or existing under applicable law. In exercising any remedies, Fxxxxxx Mac may exercise its remedies against the UCC Collateral separately or together, and in any order, without in any way affecting the availability of the other remedies available to Fxxxxxx Mac.

Uniform Commercial Code Security Agreement. This Agreement is also a security agreement under the Uniform Commercial Code with respect to the Hedge Collateral as provided in Article V and the Pledged Security Collateral as provided in Article VIII and all funds and accounts and investments thereof now or hereafter held by the Administrator under the any Series Certificate Agreement (to the extent of any retained interested by the Sponsor therein) and all funds and accounts and investments thereof now or hereafter held for the benefit of Fxxxxxx Mac under the Repair Escrow Agreement, the Ohio Portfolio Escrow Agreement and the Villages at Lost Creek Escrow Agreement and all cash and non-cash proceeds thereof (collectively, “UCC Collateral”), and the Sponsor hereby grants to Fxxxxxx Freddie Mac a security interest in the UCC Collateral as security for all Obligations due under this Agreement and under any of the Sponsor Documents. The Sponsor shall execute and deliver to Fxxxxxx Freddie Mac, upon Fxxxxxx Freddie Mac’s reasonable request, financing statements, continuation statements and other account agreements and amendments, in such form as Fxxxxxx Freddie Mac may reasonably require to perfect or continue the perfection of this security interest. The Sponsor shall pay or cause to be paid all filing costs and all costs and expenses of any record searches for financing statements that Fxxxxxx Freddie Mac may reasonably require. Except as otherwise permitted provided herein, without the prior written consent of Fxxxxxx Freddie Mac, the Sponsor shall not create or permit to exist any other lien or security interest in any of the UCC Collateral. The Sponsor covenants and agrees that it will defend Fxxxxxx Freddie Mac’s rights and security interests created by this Article against the claims and demands of all Persons. If an a Termination Event of Default has occurred and is continuing, subject to Article VII hereof, Fxxxxxx Freddie Mac shall have the remedies of a secured party under the Uniform Commercial Code, in addition to all remedies provided by this Agreement or existing under applicable law. In exercising any remedies, Fxxxxxx Freddie Mac may exercise its remedies against the UCC Collateral separately or together, and in any order, without in any way affecting the availability of the other remedies available to Fxxxxxx Freddie Mac.

Uniform Commercial Code Security Agreement. This Agreement is also a security agreement under the Uniform Commercial Code with respect to for the Hedge Collateral as provided in Article V and Cap Reserve Account, the Pledged Security Collateral as provided in Article VIII Cap Fee Escrow, the Principal Reserve Funds and all funds and accounts and investments thereof of funds and accounts now or hereafter held by the Administrator Trustee under the Series Certificate Agreement Indenture (to the extent of the Owner retains any retained interested by the Sponsor interest therein) and all funds and accounts and investments thereof now or hereafter held for by the benefit of Fxxxxxx Mac Servicer with respect to payments payable under the Repair Escrow AgreementLoan or the Reimbursement Security Documents, the Ohio Portfolio Escrow Agreement and the Villages at Lost Creek Escrow Agreement and all products and cash and non-cash proceeds thereof (collectively, “"UCC Collateral”), and the Sponsor hereby grants to Fxxxxxx Mac a security interest in the UCC Collateral as security ") for all Obligations obligations due under this Agreement and under any of the Sponsor Borrower Documents, and the Owner hereby grants to Xxxxxxx Mac a security interest in the UCC Collateral. The Sponsor Owner shall execute and deliver to Fxxxxxx Xxxxxxx Mac upon Xxxxxxx Mac, upon Fxxxxxx Mac’s 's request, financing statements, continuation statements statements, and other account agreements and amendments, in such form as Fxxxxxx Xxxxxxx Mac may require to perfect or continue the perfection of this security interest. The Sponsor Owner shall pay or cause to be paid all filing costs and all costs and expenses of any record searches for financing statements that Fxxxxxx Xxxxxxx Mac may reasonably require. Except as otherwise permitted herein, without Without the prior written consent of Fxxxxxx Xxxxxxx Mac, the Sponsor Owner shall not create or permit to exist any other lien or security interest in any of the UCC CollateralCollateral (other than as created under the Indenture). The Sponsor Owner covenants and agrees that it will defend Fxxxxxx Xxxxxxx Mac’s 's rights and security interests created by this Article against the claims and demands of all Persons. If an Event of Default has occurred and is continuing, subject to Article VII hereof, Fxxxxxx Xxxxxxx Mac shall have the remedies of a secured party under the Uniform Commercial Code, in addition to all remedies provided by this Agreement or existing under applicable law. In exercising any remedies, Fxxxxxx Xxxxxxx Mac may exercise its remedies against the UCC Collateral separately or together, together and in any order, without in any way affecting the availability of the other remedies available to Fxxxxxx Xxxxxxx Mac.

Uniform Commercial Code Security Agreement. (a) This Agreement is also a security agreement under the Uniform Commercial Code with respect for any of the Contracts, Accounts, Equipment, Inventory, Leases and Rents of Operator which, under applicable law, may be subject to a security interest under the Hedge Collateral as provided Uniform Commercial Code, whether acquired now or in Article V and the Pledged Security Collateral as provided in Article VIII future and all funds products and accounts and investments thereof now or hereafter held by the Administrator under the Series Certificate Agreement (to the extent of any retained interested by the Sponsor therein) and all funds and accounts and investments thereof now or hereafter held for the benefit of Fxxxxxx Mac under the Repair Escrow Agreement, the Ohio Portfolio Escrow Agreement and the Villages at Lost Creek Escrow Agreement and all cash and non-cash proceeds thereof (collectively, “UCC Collateral”), . Operator hereby assigns and the Sponsor hereby grants to Fxxxxxx Mac Lender a security interest in the UCC Collateral as security for to secure all Obligations due of the Operator under this Agreement and under any of the Sponsor DocumentsOperating Lease. The Sponsor shall execute and deliver Operator hereby authorizes Lender to Fxxxxxx Mac, upon Fxxxxxx Mac’s request, file financing statements, continuation statements and other account agreements and amendments, financing statement amendments in such form as Fxxxxxx Mac Lender may require to perfect or continue the perfection of this security interestinterest and Operator Subordination, Assignment and Security Agreement Form 4079 (Seniors Housing) (Memorial Xxxxx) 05-05 Ó 2000-2005 Xxxxxx Mae agrees, if Lender so requests, to execute and deliver to Lender such financing statements, continuation statements and amendments. The Sponsor Borrower shall pay or cause to be paid all filing costs and all costs and expenses of any record searches for financing statements that Fxxxxxx Mac Lender may reasonably require. Except as otherwise permitted herein, without Without the prior written consent of Fxxxxxx MacLender, the Sponsor Operator shall not create or permit to exist any other lien or security interest in any of the UCC Collateral. The Sponsor covenants Operator represents and agrees warrants that it will defend Fxxxxxx Mac’s rights and security interests created by this Article against the claims and demands Operator has delivered or has caused to be delivered to Lender copies, with filing information, of all Persons. If an Event of Default has occurred and is continuingthe UCC financing statements, subject to Article VII hereofincluding any amendments, Fxxxxxx Mac shall have naming Operator, as debtor, that pledge any of the remedies of a secured party Collateral under the Uniform Commercial CodeLoan Documents or any UCC Collateral under this Agreement to any Person other than Lender, including but not limited to, all of the UCC financing statements naming Operator, as debtor, and Wachovia Bank, National Association, as secured party, in addition connection with that certain Credit and Security Agreement dated as of May 9, 2005, as the same has been amended (the “Operator UCC Amendments”). Operator hereby authorizes Lender to file the Operator UCC Amendments with the appropriate Governmental Authority. Operator represents and warrants that Operator has entered into the Seventh Amendment to Credit and Security Agreement (the “Wachovia Agreement”) dated the date hereof with Wachovia Bank, National Association (“Wachovia”) wherein Wachovia released all remedies provided of its Liens on certain property of Operator with respect to the Mortgaged Properties. Operator further represents and warrants that the property released by this Wachovia pursuant to the Wachovia Agreement or existing under applicable law. In exercising any remedies, Fxxxxxx Mac may exercise its remedies against the UCC Collateral separately or together, and in any order, without in any way affecting the availability represents all of the other remedies available property of Operator with respect to Fxxxxxx Macthe Mortgaged Properties that had been pledged to Wachovia.

Uniform Commercial Code Security Agreement. This Agreement is also a security agreement under the Uniform Commercial Code with respect to for the Hedge Collateral as provided in Article V and Cap Reserve Account, the Pledged Security Collateral as provided in Article VIII Cap Fee Escrow, the Principal Reserve Funds and all funds and accounts and investments thereof of funds and accounts now or hereafter held by the Administrator Trustee under the Series Certificate Agreement Indenture (to the extent of the Owner retains any retained interested by the Sponsor interest therein) and all funds and accounts and investments thereof now or hereafter held for by the benefit of Fxxxxxx Mac Servicer with respect to payments payable under the Repair Escrow AgreementLoan or the Reimbursement Security Documents, the Ohio Portfolio Escrow Agreement and the Villages at Lost Creek Escrow Agreement and all products and cash and non-cash proceeds thereof (collectively, “"UCC Collateral”), and the Sponsor hereby grants to Fxxxxxx Mac a security interest in the UCC Collateral as security ") for all Obligations obligations due under this Agreement and under any of the Sponsor Borrower Documents, and the Owner hereby grants to Freddie Mac a security interest in the UCC Collateral. The Sponsor shall Ownxx xxxxl execute and deliver to Fxxxxxx Freddie Mac upon Freddie Mac, upon Fxxxxxx Mac’s 's request, financing statements, continuation statements and conxxxxxxxon statemenxx, xxx other account agreements and amendments, in such form as Fxxxxxx Freddie Mac may require to perfect or continue the perfection of this xxxx security interest. The Sponsor Owner shall pay or cause to be paid all filing costs and all costs and expenses of any record searches for financing statements that Fxxxxxx Freddie Mac may reasonably require. Except as otherwise permitted herein, without Without the prior written consent of Fxxxxxx MacFrexxxx Xac, the Sponsor Owner shall not create or permit to exist any other lien xxxxx xien or security interest in any of the UCC CollateralCollateral (other than as created under the Indenture). The Sponsor Owner covenants and agrees that it will defend Fxxxxxx Freddie Mac’s 's rights and security interests created by this Article against Artixxx xxainst the claims and demands of all Persons. If an Event of Default has occurred and is continuing, subject to Article VII hereof, Fxxxxxx Freddie Mac shall have the remedies of a secured party under the Uniform xxx Xniform Commercial Code, in addition to all remedies provided by this Agreement or existing under applicable law. In exercising any remedies, Fxxxxxx Freddie Mac may exercise its remedies against the UCC Collateral separately xxxxxxxely or together, together and in any order, without in any way affecting the availability of the other remedies available to Fxxxxxx Freddie Mac.

Uniform Commercial Code Security Agreement. This Agreement is also a security agreement under the Uniform Commercial Code with respect to the Hedge Collateral as provided in Article V and the Pledged Security Collateral as provided in Article VIII and all funds and accounts and investments thereof now or hereafter held by the Administrator under the Series Certificate Agreement (to the extent of any retained interested by the Sponsor therein) and all funds and accounts and investments thereof now or hereafter held for the benefit of Fxxxxxx Xxxxxxx Mac under the Repair Custody Account, the Stabilization Escrow Agreement, the Ohio Portfolio Escrow Agreement and the Villages at Lost Creek Escrow Agreement and all cash and non-cash proceeds thereof (collectively, “UCC Collateral”), and the Sponsor hereby grants to Fxxxxxx Xxxxxxx Mac a security interest in the UCC Collateral as security for all Obligations due under this Agreement and under any of the Sponsor Documents. The Sponsor shall execute and deliver to Fxxxxxx Xxxxxxx Mac, upon Fxxxxxx Xxxxxxx Mac’s request, financing statements, continuation statements and other account agreements and amendments, in such form as Fxxxxxx Xxxxxxx Mac may require to perfect or continue the perfection of this security interest. The Sponsor shall pay or cause to be paid all filing costs and all costs and expenses of any record searches for financing statements that Fxxxxxx Xxxxxxx Mac may reasonably require. Except as otherwise permitted herein, without the prior written consent of Fxxxxxx Xxxxxxx Mac, the Sponsor shall not create or permit to exist any other lien or security interest in any of the UCC Collateral. The Sponsor covenants and agrees that it will defend Fxxxxxx Xxxxxxx Mac’s rights and security interests created by this Article against the claims and demands of all Persons. If an Event of Default has occurred and is continuing, subject to Article VII hereof, Fxxxxxx Xxxxxxx Mac shall have the remedies of a secured party under the Uniform Commercial Code, in addition to all remedies provided by this Agreement or existing under applicable law. In exercising any remedies, Fxxxxxx Xxxxxxx Mac may exercise its remedies against the UCC Collateral separately or together, and in any order, without in any way affecting the availability of the other remedies available to Fxxxxxx Xxxxxxx Mac.

Uniform Commercial Code Security Agreement. This Agreement is also a security agreement under the Uniform Commercial Code with respect to the Hedge Collateral as provided in Article V and the Pledged Security Collateral as provided in Article VIII and all funds and accounts and investments thereof now or hereafter held by the Administrator under the Series Certificate Agreement (to the extent of any retained interested by the Sponsor therein) and all funds and accounts and investments thereof now or hereafter held for the benefit of Fxxxxxx Xxxxxxx Mac under the Repair Escrow AgreementCustody Account, the Ohio Portfolio Escrow Agreement and the Villages at Lost Creek Stabilization Escrow Agreement and all cash and non-cash proceeds thereof (collectively, “UCC Collateral”), and the Sponsor hereby grants to Fxxxxxx Xxxxxxx Mac a security interest in the UCC Collateral as security for all Obligations due under this Agreement and under any of the Sponsor Documents. The Sponsor shall execute and deliver to Fxxxxxx Xxxxxxx Mac, upon Fxxxxxx Xxxxxxx Mac’s request, financing statements, continuation statements and other account agreements and amendments, in such form as Fxxxxxx Xxxxxxx Mac may require to perfect or continue the perfection of this security interest. The Sponsor shall pay or cause to be paid all filing costs and all costs and expenses of any record searches for financing statements that Fxxxxxx Xxxxxxx Mac may reasonably require. Except as otherwise permitted herein, without the prior written consent of Fxxxxxx Xxxxxxx Mac, the Sponsor shall not create or permit to exist any other lien or security interest in any of the UCC Collateral. The Sponsor covenants and agrees that it will defend Fxxxxxx Xxxxxxx Mac’s rights and security interests created by this Article against the claims and demands of all Persons. If an Event of Default has occurred and is continuing, subject to Article VII hereof, Fxxxxxx Xxxxxxx Mac shall have the remedies of a secured party under the Uniform Commercial Code, in addition to all remedies provided by this Agreement or existing under applicable law. In exercising any remedies, Fxxxxxx Xxxxxxx Mac may exercise its remedies against the UCC Collateral separately or together, and in any order, without in any way affecting the availability of the other remedies available to Fxxxxxx Xxxxxxx Mac.

Uniform Commercial Code Security Agreement. This Agreement is also a security agreement under the Uniform Commercial Code with respect to the Hedge Collateral as provided in Article V and the Pledged Security Collateral as provided in Article VIII and all funds and accounts and investments thereof now or hereafter held by the Administrator under the Series Certificate Agreement (to the extent of any retained interested by the Sponsor therein) and all funds and accounts and investments thereof now or hereafter held for the benefit of Fxxxxxx Xxxxxxx Mac under the Repair Escrow AgreementCustody Account, the Ohio Portfolio Escrow Agreement and the Villages at Lost Creek Escrow Agreement and all cash and non-cash proceeds thereof (collectively, “UCC Collateral”), and the Sponsor hereby grants to Fxxxxxx Xxxxxxx Mac a security interest in the UCC Collateral as security for all Obligations due under this Agreement and under any of the Sponsor Documents. The Sponsor shall execute and deliver to Fxxxxxx Xxxxxxx Mac, upon Fxxxxxx Xxxxxxx Mac’s request, financing statements, continuation statements and other account agreements and amendments, in such form as Fxxxxxx Xxxxxxx Mac may require to perfect or continue the perfection of this security interest. The Sponsor shall pay or cause to be paid all filing costs and all costs and expenses of any record searches for financing statements that Fxxxxxx Xxxxxxx Mac may reasonably require. Except as otherwise permitted herein, without the prior written consent of Fxxxxxx Xxxxxxx Mac, the Sponsor shall not create or permit to exist any other lien or security interest in any of the UCC Collateral. The Sponsor covenants and agrees that it will defend Fxxxxxx Xxxxxxx Mac’s rights and security interests created by this Article against the claims and demands of all Persons. If an Event of Default has occurred and is continuing, subject to Article VII hereof, Fxxxxxx Xxxxxxx Mac shall have the remedies of a secured party under the Uniform Commercial Code, in addition to all remedies provided by this Agreement or existing under applicable law. In exercising any remedies, Fxxxxxx Xxxxxxx Mac may exercise its remedies against the UCC Collateral separately or together, and in any order, without in any way affecting the availability of the other remedies available to Fxxxxxx Xxxxxxx Mac.