Common use of Warranties, Representations and Covenants of Mortgagor Clause in Contracts

Warranties, Representations and Covenants of Mortgagor. Mortgagor hereby warrants, represents and covenants as follows: (a) The Collateral shall be kept on or at the Premises to the extent it is used in the physical operation of the Premises, and Mortgagor shall not remove the Collateral from the Premises without the prior consent of Mortgagee, except in the ordinary course of business or as otherwise provided herein. Mortgagor shall execute, deliver, file and refile any financing statements, continuation statements, or other security agreements which Mortgagee may require from time to time to confirm the continuing lien of this Mortgage with respect to such property. (b) The Mortgagor shall not change its name, identity, or its management while the Indebtedness remains outstanding without the prior written consent of the Mortgagee, subject to Section 1.17 hereof. In the event of any change in name, management, or identity of Mortgagor which is authorized hereunder, Mortgagor shall promptly, after written request, execute such UCC forms or statements as are deemed by Mortgagee or required pursuant to the Code to be necessary to maintain the continuing priority of Mortgagee’s lien upon the Collateral, including future replacements thereof, and shall pay all expenses in connection with the filing and recording thereof. (c) To the extent permitted by law, Mortgagor hereby authorizes Mortgagee to sign and file financing or continuation statements at any time with respect to any of the Collateral, without such financing statements being executed by or on behalf of Mortgagor. Mortgagor also irrevocably appoints Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Mortgagee, as secured party, in connection with the Collateral now or hereafter covered by this Mortgage. Notwithstanding the foregoing, Mortgagor shall execute or cause to be executed, such additional or alternate financing or continuation statements reasonably required by Mortgagee and shall reimburse Mortgagee for all costs and expenses of any kind incurred in connection therewith, including, without limitation, Mortgagee’s attorney’s fees.

Appears in 2 contracts

Samples: Mortgage Deed and Security Agreement (Belpointe PREP, LLC), Mortgage Deed and Security Agreement (Belpointe PREP, LLC)

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Warranties, Representations and Covenants of Mortgagor. Mortgagor hereby warrants, represents and covenants as follows: (a) The Collateral shall be kept on or at the Premises to the extent it is used in the physical operation of the Premises, and Mortgagor shall not remove the Collateral from the Premises without the prior consent of Mortgagee, except in the ordinary course of business or as otherwise provided herein. Mortgagor shall execute, deliver, file and refile any financing statements, continuation statements, or other security agreements which Mortgagee may require from time to time to confirm the continuing lien of this Mortgage with respect to such property. (b) The Mortgagor shall not change its name, identity, or its management while the Indebtedness remains outstanding without the prior written consent of the Mortgagee, subject to Section 1.17 hereof. In the event of any change in name, management, or identity of Mortgagor which is authorized hereunder, Mortgagor shall promptly, after written request, execute such UCC forms or statements as are deemed by Mortgagee or required pursuant to the Code to be necessary to maintain the continuing priority of Mortgagee’s 's lien upon the Collateral, including future replacements thereof, and shall pay all expenses in connection with the filing and recording thereof. (c) To the extent permitted by law, Mortgagor hereby authorizes Mortgagee to sign and file financing or continuation statements at any time with respect to any of the Collateral, without such financing statements being executed by or on behalf of Mortgagor. Mortgagor also irrevocably appoints Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Mortgagee, as secured party, in connection with the Collateral now or hereafter covered by this Mortgage. Notwithstanding the foregoing, Mortgagor shall execute or cause to be executed, such additional or alternate financing or continuation statements reasonably required by Mortgagee and shall reimburse Mortgagee for all costs and expenses of any kind incurred in connection therewith, including, without limitation, Mortgagee’s 's attorney’s 's fees.

Appears in 1 contract

Samples: Open End Mortgage Deed, Security Agreement and Fixture Filing (Sachem Capital Corp.)

Warranties, Representations and Covenants of Mortgagor. Mortgagor hereby warrants, represents and covenants as follows: (a) The Collateral shall be kept on or at Except for the Premises security interest granted hereby, Mortgagor is, and as to the extent it is used in the physical operation portions of the PremisesPersonal Property to be acquired after the date hereof will be, the sole owner of the Personal Property, free from any adverse lien, security interest, encumbrance or adverse claims thereon of any kind whatsoever. Mortgagor shall notify Mortgagee of, and shall defend the Personal Property against, all Claims and demands of all persons at any time claiming the same or any interest therein. (b) Mortgagor shall not remove lease, sell, convey or in any manner transfer the Collateral from the Premises Personal Property without the prior written consent of Mortgagee, except in the ordinary course of business or as otherwise provided herein. Mortgagor shall execute, deliver, file and refile any financing statements, continuation statements, or other security agreements which Mortgagee may require from time to time to confirm the continuing lien of this Mortgage with respect to such propertyMortgagor's business. (bc) The Mortgagor Personal Property is not and shall not change its namebe used or bought for personal, identity, family or its management while household purposes. (d) The Personal Property shall be kept on or at the Indebtedness remains outstanding Premises and Mortgagor will not remove the Personal Property from the Premises without the prior written consent of the Mortgagee, subject to Section 1.17 hereof. In except such portions or items of Personal Property which are consumed or worn out in ordinary usage, all of which shall be promptly replaced by Mortgagor. (e) Mortgagor maintains a place of business in the event State of Florida and Mortgagor shall immediately notify Mortgagee in writing of any change in name, management, or identity its place of Mortgagor which is authorized hereunderbusiness as set forth in the beginning of this Mortgage. (f) At the request of the Mortgagee, Mortgagor shall promptlyjoin Mortgagee in executing one or more financing statements and renewals and amendments thereof pursuant to the Uniform Commercial Code of Florida in form satisfactory to Mortgagee, after written request, execute such UCC forms or statements as are and will pay the cost of filing the same in all public offices wherever filing is deemed by Mortgagee or required pursuant to the Code to be necessary to maintain the continuing priority of Mortgagee’s lien upon the Collateral, including future replacements thereof, and shall pay all expenses in connection with the filing and recording thereofor desirable. (cg) To All covenants and obligations of Mortgagor contained herein relating to the extent permitted by law, Mortgagor hereby authorizes Mortgagee Mortgaged Property shall be deemed to sign apply to the Personal Property whether or not expressly referred to herein. (h) The Mortgaged Property is currently in compliance and file financing or continuation statements at any time will comply with respect to any of the Collateral, without such financing statements being executed by or on behalf of Mortgagor. Mortgagor also irrevocably appoints Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Mortgagee, as secured party, in connection with the Collateral now or hereafter covered by this Mortgage. Notwithstanding the foregoing, Mortgagor shall execute or cause to be executed, such additional or alternate financing or continuation statements reasonably required by Mortgagee and shall reimburse Mortgagee for all costs and expenses of any kind incurred in connection therewith, applicable laws (including, without limitation, the Americans With Disabilities Act of 1990), ordinances, rules, and regulations, and with all events, conditions, easements, and restrictions to which the Mortgaged Property is subject. (i) This Mortgage constitutes a Security Agreement as that term is used in the Uniform Commercial Code of Florida. (j) Mortgagor shall, from time to time, at Mortgagee’s attorney’s fees's request, furnish Mortgagee or any other person or entity designated by Mortgagee, an affidavit or certificate in a form satisfactory to Mortgagee which shall: (i) indicate the unpaid principal balance and accrued interest on the Note; (ii) acknowledge either that Mortgagor is not in default of the terms - - 215 - - and conditions of the Note and the Loan Documents or that default exists, in which case, any defaults shall be described in detail; (iii) state that Mortgagor has no defense, right of set-off or counterclaim to the payment of the indebtedness, or any part thereof, or the performance of any obligations (or describe any such defense, set-off, or counterclaim). Any purchaser or assignee of the Note and Loan Documents or any participating interest therein may rely on the representations of the Mortgagor contained in such affidavit or certificate.

Appears in 1 contract

Samples: Mortgage and Security Agreement (Oriole Homes Corp)

Warranties, Representations and Covenants of Mortgagor. Mortgagor hereby warrants, represents and covenants as follows: (a) Except for the security interest granted hereby, Mortgagor is, and as to the portions of the Personal Property and Accounts to be acquired after the date hereof will be, the sole owner of the Personal Property and Accounts free from any lien, security interest, encumbrance or claim thereon of any kind whatsoever other than Permitted Liens. Mortgagor will notify Mortgagee of, and will defend the Personal Property and Accounts against, all claims and demands of all persons at any time claiming the Personal Property, the Accounts or any interest therein. (b) Mortgagor will not assign, pledge, encumber or lease (other than with Permitted Liens), or sell, convey or in any manner transfer the Personal Property, the Accounts or portions thereof without the prior written consent of Mortgagee. (c) The Collateral shall Personal Property will be kept on or at the Premises to the extent it is used in the physical operation of the PremisesProperty, and Mortgagor shall will not remove any portion or item of Personal Property affixed or attached to the Collateral from the Premises without the prior consent of Mortgagee, except in the ordinary course of business or as otherwise provided herein. Mortgagor shall execute, deliver, file and refile any financing statements, continuation statements, or other security agreements which Mortgagee may require from time to time to confirm the continuing lien of this Mortgage with respect to such property. (b) The Mortgagor shall not change its name, identity, or its management while the Indebtedness remains outstanding Property without the prior written consent of the Mortgagee, subject to Section 1.17 hereof. In except such portions or items of Personal Property which are consumed or worn out in ordinary usage, and are promptly replaced by Mortgagor with new items of equal or greater quality. (d) At the event request of any change in name, management, or identity of Mortgagor which is authorized hereunderMortgagee, Mortgagor shall promptlywill join with Mortgagee in executing one or more financing statements and renewals, after written requestcontinuation statements and amendments thereof pursuant to the Pennsylvania Uniform Commercial Code in form satisfactory to Mortgagee, execute such UCC forms or statements as are and will pay the cost of filing the same in all public offices wherever filing is deemed by Mortgagee or required pursuant to the Code to be necessary to maintain or desirable. Without limiting the continuing priority of Mortgagee’s lien upon the Collateral, including future replacements thereof, and shall pay all expenses in connection with the filing and recording thereof. (c) To the extent permitted by lawforegoing, Mortgagor hereby authorizes irrevocably appoints Mortgagee attorney-in-fact for Mortgagor to sign execute, deliver and file financing or continuation statements at any time with respect to any of the Collateral, without such financing statements being executed by or instruments for and on behalf of Mortgagor. , and Mortgagor also irrevocably will pay the costs of any such filing. (e) All covenants and obligations of Mortgagor contained herein relating to the Premises shall be deemed to apply to the Personal Property and the Accounts whether or not expressly referred to herein. (f) This Mortgage constitutes a Security Agreement as defined in the Uniform Commercial Code of the Commonwealth of Pennsylvania. (g) Notwithstanding any release of any or all of that property included in the Premises which is deemed "real property", any proceedings to foreclose this Mortgage or its satisfaction of record, the terms hereof shall survive as a security agreement with respect to the security interest created hereby and referred to above until the repayment or satisfaction in full of the obligations of Mortgagor as are now or hereafter evidenced by the Note. (h) Mortgagor hereby appoints Mortgagee or substitutes appointed by Mortgagee or its successors and assigns as its Mortgagor's true and lawful attorney-in-fact, for Mortgagor and in Mortgagor's name to perform and do all every act and thing whatsoever requisite and necessary to be done under all contracts, licenses, leases and similar documents and agreements in which Mortgagee has a security interest, upon an Event of Default hereunder. This appointment shall be coupled with an interest, to file with interest and shall be non-cancelable except upon satisfaction of the appropriate public office on its behalf any financing or other statements signed only by Mortgagee, as indebtedness secured party, in connection with the Collateral now or hereafter covered by this Mortgagehereby. Notwithstanding the foregoing, Mortgagor hereby ratifies and confirms all that Mortgagee shall execute lawfully do or cause to be executed, such additional or alternate financing or continuation statements reasonably required by Mortgagee and shall reimburse Mortgagee for all costs and expenses of any kind incurred in connection therewith, including, without limitation, Mortgagee’s attorney’s feesdone pursuant hereto.

Appears in 1 contract

Samples: Open End Mortgage and Security Agreement (Alterra Healthcare Corp)

Warranties, Representations and Covenants of Mortgagor. Mortgagor hereby warrants, represents and covenants as follows: (a) Except for the security interest granted hereby, Mortgagor is, and as to portions of the Personal Property to be acquired after the date hereof will be, the sole owner of the Personal Property, free from any adverse lien, security interest, encumbrance or adverse claims thereon of any kind whatsoever. Mortgagor shall notify Mortgagee of, and shall defend the Personal Property against, all claims and demands of all persons at any time claiming the same or any interest therein. (b) Mortgagor shall not lease, sell, convey or in any manner transfer the Personal Property without the prior written consent of Mortgagee. (c) The Collateral Personal Property is not and shall not be used or bought for personal, family or household purposes. (d) The Personal Property shall be kept on or at the Premises to the extent it is used in the physical operation of the Premises, and Mortgagor shall will not remove the Collateral Personal Property from the Premises without the prior written consent of Mortgagee, except in the ordinary course of business or as otherwise provided herein. Mortgagor shall execute, deliver, file and refile any financing statements, continuation statementsbusiness, or other security agreements such portions or items of Personal Property which Mortgagee may require from time to time to confirm the continuing lien are consummated or worn out in ordinary usage, all of this Mortgage with respect to such propertywhich shall be promptly replaced by Mortgagor. (be) The Mortgagor maintains a place of business in the State of Florida and Mortgagor shall not change its name, identity, or its management while the Indebtedness remains outstanding without the prior written consent of the Mortgagee, subject to Section 1.17 hereof. In the event immediately notify Mortgagee in writing of any change in name, management, or identity its place of Mortgagor which is authorized hereunder, Mortgagor shall promptly, after written request, execute such UCC forms or statements business as are deemed by Mortgagee or required pursuant to set forth in the Code to be necessary to maintain the continuing priority beginning of Mortgagee’s lien upon the Collateral, including future replacements thereof, and shall pay all expenses in connection with the filing and recording thereofthis Mortgage. (cf) To All covenants and obligations of Mortgagor contained herein relating to the extent permitted by law, Mortgagor hereby authorizes Mortgagee Mortgaged Property shall be deemed to sign and file financing apply to the Personal Property whether or continuation statements at any time with respect not expressly referred to any herein. (g) This Mortgage constitutes a “Security Agreement” as that term is used in the Uniform Commercial Code of the Collateral, without such financing statements being executed by or on behalf of Mortgagor. Mortgagor also irrevocably appoints Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Mortgagee, as secured party, in connection with the Collateral now or hereafter covered by this Mortgage. Notwithstanding the foregoing, Mortgagor shall execute or cause to be executed, such additional or alternate financing or continuation statements reasonably required by Mortgagee and shall reimburse Mortgagee for all costs and expenses of any kind incurred in connection therewith, including, without limitation, Mortgagee’s attorney’s feesFlorida.

Appears in 1 contract

Samples: Mortgage and Security Agreement (Utek Corp)

Warranties, Representations and Covenants of Mortgagor. Mortgagor hereby warrants, represents and covenants as follows: (a) Except for the security interest granted hereby, the security interest under the Prior Mortgage and any other security interest that exists on the date hereof that has been disclosed to and approved by Mortgagee in writing, Mortgagor is, and as to portions of the fixtures to be acquired after the date hereof will be, the sole owner of the Collateral, free from any adverse lien, security interest, encumbrance or adverse claims thereon of any kind whatsoever. Mortgagor shall notify Mortgagee of, and will defend the Collateral against, all claims and demands of all persons at any time claiming the same or any interest therein. (b) Except for any lease permitted under the Security Agreement or Security Agreement, Mortgagor shall not lease, sell, convey, pledge, encumber, or in any manner transfer the Collateral without the prior consent of holders of a majority in principal amount of the outstanding Notes in accordance with the Security Agreement, which consent may be withheld in Mortgagee's sole discretion. (c) The Collateral is not used or bought for personal, family or household purposes. (d) The Collateral shall be kept on or at the Premises to the extent it is used in the physical operation of the Premises, Mortgaged Property and Mortgagor shall not remove the Collateral from the Premises Mortgaged Property without the prior consent of Mortgageeholders of a majority in principal amount of the outstanding Notes in accordance with the Security Agreement, except such portions or items of Collateral as are consumed or worn out in ordinary usage, all of which shall be promptly replaced by Mortgagor and except to the extent and on the terms provided in the ordinary course of business or as otherwise provided herein. Mortgagor shall execute, deliver, file and refile any financing statements, continuation statements, or other security agreements which Mortgagee may require from time to time to confirm the continuing lien of this Mortgage with respect to such propertySecurity Agreement. (be) The Mortgagor maintains a place of business in the State of Connecticut and Mortgagor shall not change its name, identity, or its management while the Indebtedness remains outstanding without the prior written consent of the Mortgagee, subject to Section 1.17 hereof. In the event immediately notify Mortgagee in writing of any change in name, management, or identity its place of business as set forth in the beginning of the Mortgage. (f) All covenants and obligations of Mortgagor which is authorized hereunder, Mortgagor shall promptly, after written request, execute such UCC forms or statements as are deemed by Mortgagee or required pursuant contained herein relating to the Code Mortgaged Property shall be deemed to be necessary apply to maintain the continuing priority of Mortgagee’s lien upon the Collateral, including future replacements thereof, and shall pay all expenses in connection with the filing and recording thereofwhether or not expressly referred to herein. (cg) To The Mortgage constitutes a Security Agreement as that term is used in the extent permitted by law, Mortgagor hereby authorizes Mortgagee to sign and file financing or continuation statements at any time with respect to any Uniform Commercial Code of the Collateral, without such financing statements being executed by or on behalf State of Mortgagor. Mortgagor also irrevocably appoints Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Mortgagee, as secured party, in connection with the Collateral now or hereafter covered by this Mortgage. Notwithstanding the foregoing, Mortgagor shall execute or cause to be executed, such additional or alternate financing or continuation statements reasonably required by Mortgagee and shall reimburse Mortgagee for all costs and expenses of any kind incurred in connection therewith, including, without limitation, Mortgagee’s attorney’s feesConnecticut.

Appears in 1 contract

Samples: Open End Mortgage Deed and Security Agreement (General Datacomm Industries Inc)

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Warranties, Representations and Covenants of Mortgagor. Mortgagor ------------------------------------------------------ hereby warrants, represents and covenants as follows: (a) The Collateral Collateral, except for the Deposits, shall be kept on or at the Premises to the extent it is used in the physical operation of the Premises, and Mortgagor shall not remove the Collateral from the Premises without the prior consent of Mortgagee, except in the ordinary course of business or as otherwise provided herein. Mortgagor shall execute, deliver, file and refile any financing statements, continuation statements, or other security agreements which Mortgagee may require from time to time to confirm the continuing lien of this Mortgage with respect to such property. (b) The Mortgagor shall not change its name, identity, ownership or its management while the Indebtedness remains outstanding without the prior written consent of the Mortgagee, subject to Section 1.17 hereof. In the event of any change in name, management, ownership or identity of Mortgagor which is authorized hereunder, Mortgagor shall promptly, after written request, execute such UCC forms or statements as are deemed by Mortgagee or required pursuant to the Code to be necessary to maintain the continuing priority of Mortgagee’s 's lien upon the Collateral, including future replacements thereof, and shall pay all expenses in connection with the filing and recording thereof. (c) To the extent permitted by law, Mortgagor hereby authorizes Mortgagee to sign and file financing or continuation statements at any time with respect to any of the Collateral, without such financing statements being executed by or on behalf of Mortgagor. Mortgagor also irrevocably appoints Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Mortgagee, as secured party, in connection with the Collateral now or hereafter covered by this Mortgage. Notwithstanding the foregoing, Mortgagor shall execute or cause to be executed, such additional or alternate financing or continuation statements reasonably required by Mortgagee and shall reimburse Mortgagee for all costs and expenses of any kind incurred in connection therewith, including, without limitation, Mortgagee’s 's attorney’s 's fees.

Appears in 1 contract

Samples: Open End Construction Mortgage Deed and Security Agreement (Proton Energy Systems Inc)

Warranties, Representations and Covenants of Mortgagor. Mortgagor hereby warrants, represents and covenants covenants, except as otherwise disclosed or permitted in the Credit Agreement, as follows: (a) Except for the security interest granted hereby, Mortgagor is, and as to portions of the Personal Property to be acquired after the date hereof will be, the sole owner of the Personal Property, free from any adverse lien, security interest, encumbrance or adverse claims thereon of any kind whatsoever except Permitted Encumbrances (as defined in the Credit Agreement). Mortgagor will notify Mortgagee of, and will defend the Personal Property against, all claims and demands of all persons at any time claiming the same or any interest therein; (b) Except in the ordinary course of Mortgagor's business and except as otherwise provided in the Credit Agreement, Mortgagor will not lease, sell, convey or in any manner transfer the Personal Property without the prior written consent of Mortgagee; (c) The Collateral shall Personal Property is not used or bought for personal, family or household purposes; (d) The Personal Property will be kept on or at the Premises to the extent it is used in the physical operation of the Premises, Property and Mortgagor shall will not remove the Collateral Personal Property from the Premises without the prior consent of Mortgagee, except in the ordinary course of business or as otherwise provided herein. Mortgagor shall execute, deliver, file and refile any financing statements, continuation statements, or other security agreements which Mortgagee may require from time to time to confirm the continuing lien of this Mortgage with respect to such property. (b) The Mortgagor shall not change its name, identity, or its management while the Indebtedness remains outstanding Property without the prior written consent of the Mortgagee, subject to Section 1.17 hereof. In except as provided in the event Credit Agreement, and except such portions or items of Personal Property which are consumed, replaced or worn out in ordinary usage, all of which shall be promptly replaced by Mortgagor; (e) Mortgagor maintains a place of business in the State of Indiana and Mortgagor will immediately notify Mortgagee in writing of any change in name, management, or identity its place of Mortgagor which business as set forth in the beginning of this Mortgage; (f) Mortgagee is authorized hereunderto file one or more financing statements and renewals and amendments thereof pursuant to the Uniform Commercial Code of Indiana in form satisfactory to Mortgagee, and Mortgagor shall promptly, after written request, execute such UCC forms or statements as are will pay the cost of filing the same in all public offices wherever filing is deemed by Mortgagee or required pursuant to the Code to be necessary to maintain the continuing priority of Mortgagee’s lien upon the Collateral, including future replacements thereof, and shall pay all expenses in connection with the filing and recording thereof.or desirable; (cg) To All covenants and obligations of Mortgagor contained herein relating to the extent permitted by law, Mortgagor hereby authorizes Mortgagee Mortgaged Property shall be deemed to sign and file financing apply to the Personal Property whether or continuation statements at any time with respect not expressly referred to any herein; (h) This Mortgage constitutes a Security Agreement as that term is used in the Uniform Commercial Code of the Collateral, without such financing statements being executed by or on behalf of Mortgagor. Mortgagor also irrevocably appoints Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Mortgagee, as secured party, in connection with the Collateral now or hereafter covered by this Mortgage. Notwithstanding the foregoing, Mortgagor shall execute or cause to be executed, such additional or alternate financing or continuation statements reasonably required by Mortgagee and shall reimburse Mortgagee for all costs and expenses of any kind incurred in connection therewith, including, without limitation, Mortgagee’s attorney’s feesIndiana.

Appears in 1 contract

Samples: Real Estate Mortgage (Amcast Industrial Corp)

Warranties, Representations and Covenants of Mortgagor. Mortgagor hereby warrants, represents and covenants as follows: (a) Except for the security interest granted hereby, Mortgagor is, and as to portions of the Personal Property to be acquired after the date hereof will be, the sole owner of the Personal Property, free from any adverse lien, security interest, encumbrance or adverse claims thereon of any kind whatsoever, except for the existing security interest of Deutche Financial Services Corporation and Firstar Bank Iowa. Mortgagor shall notify Mortgagee of, and shall defend the Personal Property against, all claims and demands of all persons at any time claiming the same or any interest therein. (b) Mortgagor shall not lease, sell, convey or in any manner transfer the Personal Property without the prior written consent of Mortgagee, except for the sale of inventory in the ordinary course of business. (c) The Collateral Personal Property is not and shall not be used or bought for personal, family or household purposes. (d) The Personal Property shall be kept on or at the Premises to the extent it is used in the physical operation of the Premises, and Mortgagor shall will not remove the Collateral Personal Property from the Premises without the prior written consent of Mortgagee, except such portions or items of Personal Property which are consumed or worn out in the ordinary course usage, all of business or as otherwise provided herein. Mortgagor which shall execute, deliver, file and refile any financing statements, continuation statements, or other security agreements which Mortgagee may require from time to time to confirm the continuing lien of this Mortgage with respect to such propertybe promptly replaced by Mortgagor. (be) The Mortgagor maintains a place of business in the State of Florida and Mortgagor shall not immediately notify Mortgagee in writing of any change its name, identity, in name or its management while Mortgagor's place of business as set forth in the Indebtedness remains outstanding without beginning of this Mortgage. (f) At the prior written consent request of the Mortgagee, subject to Section 1.17 hereof. In the event of any change in name, management, or identity of Mortgagor which is authorized hereunder, Mortgagor shall promptlyjoin Mortgagee in executing one or more financing statements and renewals and amendments thereof pursuant to the Uniform Commercial Code of Florida in form satisfactory to Mortgagee, after written request, execute such UCC forms or statements as are and will pay the cost of filing the same in all public offices wherever filing is deemed by Mortgagee or required pursuant to the Code to be necessary to maintain the continuing priority of Mortgagee’s lien upon the Collateral, including future replacements thereof, and shall pay all expenses in connection with the filing and recording thereofor desirable. (cg) To All covenants and obligations of Mortgagor contained herein relating to the extent permitted by law, Mortgagor hereby authorizes Mortgagee Mortgaged Property shall be deemed to sign and file financing apply to the Personal Property whether or continuation statements at any time with respect not expressly referred to any herein. (h) This Mortgage constitutes a Security Agreement as that term is used in the Uniform Commercial Code of the Collateral, without such financing statements being executed by or on behalf of Mortgagor. Mortgagor also irrevocably appoints Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Mortgagee, as secured party, in connection with the Collateral now or hereafter covered by this Mortgage. Notwithstanding the foregoing, Mortgagor shall execute or cause to be executed, such additional or alternate financing or continuation statements reasonably required by Mortgagee and shall reimburse Mortgagee for all costs and expenses of any kind incurred in connection therewith, including, without limitation, Mortgagee’s attorney’s feesFlorida.

Appears in 1 contract

Samples: Mortgage and Security Agreement (Featherlite Inc)

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