Condition of Interest Sample Clauses

Condition of Interest. Debtor has had, or has seen that, true, complete and correct copies of the organic documents of the Entities (collectively, the “Formation Documents”) have been delivered to Secured Party. There are no other undisclosed amendments, modifications, supplements or restatements of the Formation Documents. No default on the part of Debtor exists under the Formation Documents or laws applicable to the formation, continuation or operation of any of the Entities. Debtor is the sole, direct, legal and beneficial owner of the Interest. Debtor on account of the Interest has no present obligation to make further capital or investment contributions in or to any of the Entities. Each of the Entities has been duly formed and created and is in existence and good standing under the laws of the state of its formation, and any other jurisdictions where the respective one of the Entities conducts business and is required to register or qualify. Except as may otherwise be stated in the Formation Documents, the Lease Agreement or the Transaction Documents, there is no restriction upon the right of Debtor to grant a security interest in, collaterally assign and pledge the Interest to Secured Party, nor are there any limitations on the ability of the Secured Party to exercise all of its rights and remedies under this Security Agreement and applicable law as to the Interest. The Interest has not been and will not be “certificated*.” Debtor has full power, right and authority to collaterally assign, pledge and grant the security interest in the Interest to Secured Party. Debtor agrees that this Security Agreement constitutes instructions from Secured Party to register as a transfer of the Interest the collateral assignment of the Interest and certifies that, effective simultaneously with the effective date of this Security Agreement, Debtor has registered on the books of each Entity the fact of the collateral assignment of the Interest under this Security Agreement, identifying Secured Party as a secured party and that no other encumbrance is registered on such books with respect to the Interest. Debtor agrees that Secured Party will have none of the obligations or liabilities of Debtor in the Interest solely by virtue of the grant of the security interest in the Collateral. Secured Party may, in its sole discretion, become a substituted member in any Entity upon election of such remedy by Secured Party under this Security Agreement after an non-cured Event of Default, and in that ...