Common use of Pledge and Assignment Clause in Contracts

Pledge and Assignment. The Authority hereby pledges the Support Agreement Revenues to the repayment of the Bond and all other amounts due and payable to the Lender hereunder. As further security for the repayment of the Bond and all other amounts due and payable to the Lender hereunder, the Authority hereby assigns to the Lender all of the Authority’s rights, title and interests in the Support Agreement. Except for amounts that have been appropriated by the Board of Supervisors in the then current fiscal year as Support Agreement Revenues, the Lender shall not enforce or attempt to enforce any deficiency or other personal money judgment against the Authority or the County with respect to their obligations under the Financing Instruments to which they are a party. THE UNDERTAKING BY THE COUNTY TO MAKE PAYMENTS UNDER THE SUPPORT AGREEMENT CONSTITUTES NEITHER A DEBT OF THE COUNTY WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY LIMITATION NOR A LIABILITY OF OR A LIEN OR CHARGE UPON FUNDS OR PROPERTY OF THE COUNTY BEYOND ANY FISCAL YEAR FOR WHICH THE BOARD OF SUPERVISORS HAS APPROPRIATED MONEYS TO PROVIDE FOR THE SUPPORT AGREEMENT REVENUES. THE COUNTY HAS COVENANTED IN THE SUPPORT AGREEMENT THAT THE COUNTY ADMINISTRATOR SHALL INCLUDE IN THE COUNTY’S ANNUAL BUDGET PRESENTED TO THE BOARD OF SUPERVISORS AN APPROPRIATION OF THE AMOUNTS NECESSARY TO FUND THE AUTHORITY’S OBLIGATIONS UNDER THIS AGREEMENT AND THE BOND, BUT THE COUNTY IS NOT OBLIGATED TO MAKE APPROPRIATIONS FOR SUCH PURPOSE. THE AUTHORITY SHALL HAVE NO OBLIGATION OR LIABILITY TO THE LENDER WITH RESPECT TO THE COUNTY’S OBLIGATIONS TO MAKE PAYMENTS UNDER THE SUPPORT AGREEMENT OR WITH RESPECT TO THE PERFORMANCE BY THE COUNTY OF ANY OTHER UNDERTAKING CONTAINED THEREIN.

Pledge and Assignment.  The Authority Board hereby pledges pledges, assigns and transfers to IBank, in consideration of the Support Agreement Revenues receipt of the proceeds of each Series of Bonds in accordance with the provisions of the Master Trust Indenture,  all of the Board’s right, title and interest in and to the repayment  Pledged Project Obligations, including all amounts received from time to time thereon, excluding Board Reserved Rights, and  amounts held in the funds and accounts established under Master Trust Indenture controlled by Board, including without limitation in each Restricted Assets Fund, each the Bond Proceeds Fund and each Prepayment Fund, subject to application in accordance with SectionSections 6.02, 6.04 and 6.05 of the Bond Master Trust Indenture. IBank hereby accepts the above pledge, assignment and all other amounts due transfer. (a) The Board may release Pledged Project Obligations from the lien of this Agreement so as to become Excluded Pledged Project Obligations and payable substitute and add Project Obligations to the Lender hereunderlien of this Agreement, all to the extent provided in Section 8.06 of the Master Trust Indenture. The Master Pledge and Payment Agreement shall be deemed amended upon providing and filing with the Trustee, IBank and each Rating Agency then rating the Bonds a Board Officer Certificate which provides for a revised Schedule I to the Master Payment and Pledge Agreement, in accordance with Section 8.06 of the Master Trust Indenture. (b) As further security for the repayment payment of the Bond and all other amounts due and payable Bonds, pursuant to the Lender hereunderMaster Trust Indenture the IBank has assigned to the Trustee the Pledged Assets for the benefit of the Owners of the Bonds. The IBank hereby directs the Board to make the payments required to be made hereunder directly to the Trustee as more fully set forth in the Master Trust Indenture. The Board hereby agrees to such assignment and agrees to make such payments directly to the Trustee. The payments derived from the Pledged Project Obligations shall be applied and the rights so assigned shall be exercised by the IBank and the Trustee as provided in the Master Trust Indenture. (c) IBank shall not create a pledge, lien or charge upon the Pledged Assets other than as provided in this Master Trust Indenture; provided that, a pledge, lien or charge subject and subordinate to the pledge and ▇▇▇▇ created pursuant to the Master Trust Indenture may be created with the prior written consent of the Board. (d) The Board acknowledges that to the extent regulations of the Comptroller of the Currency or other applicable regulatory entity grant the Board the right to receive brokerage confirmations of security transactions as they occur in connection with investments made by the Trustee pursuant to the Master Trust Indenture, the Authority hereby assigns Board specifically waives receipt of such confirmations to the Lender all extent permitted by law. (e) To the extent permitted by law, the Trustee in performing any duties as provided in the Master Trust Indenture and herein shall have the rights and immunities including, but not limited to, exculpations and indemnifications, of the Authority’s rights, title and interests Trustee as set forth in the Support Agreement. Except Master Trust Indenture to the same extent and as fully for amounts that have all intents and purposes as though such rights and immunities had been appropriated by the Board of Supervisors in the then current fiscal year as Support Agreement Revenues, the Lender shall not enforce or attempt to enforce any deficiency or other personal money judgment against the Authority or the County with respect to their obligations under the Financing Instruments to which they are a party. THE UNDERTAKING BY THE COUNTY TO MAKE PAYMENTS UNDER THE SUPPORT AGREEMENT CONSTITUTES NEITHER A DEBT OF THE COUNTY WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY LIMITATION NOR A LIABILITY OF OR A LIEN OR CHARGE UPON FUNDS OR PROPERTY OF THE COUNTY BEYOND ANY FISCAL YEAR FOR WHICH THE BOARD OF SUPERVISORS HAS APPROPRIATED MONEYS TO PROVIDE FOR THE SUPPORT AGREEMENT REVENUES. THE COUNTY HAS COVENANTED IN THE SUPPORT AGREEMENT THAT THE COUNTY ADMINISTRATOR SHALL INCLUDE IN THE COUNTY’S ANNUAL BUDGET PRESENTED TO THE BOARD OF SUPERVISORS AN APPROPRIATION OF THE AMOUNTS NECESSARY TO FUND THE AUTHORITY’S OBLIGATIONS UNDER THIS AGREEMENT AND THE BOND, BUT THE COUNTY IS NOT OBLIGATED TO MAKE APPROPRIATIONS FOR SUCH PURPOSE. THE AUTHORITY SHALL HAVE NO OBLIGATION OR LIABILITY TO THE LENDER WITH RESPECT TO THE COUNTY’S OBLIGATIONS TO MAKE PAYMENTS UNDER THE SUPPORT AGREEMENT OR WITH RESPECT TO THE PERFORMANCE BY THE COUNTY OF ANY OTHER UNDERTAKING CONTAINED THEREINset forth herein.

Pledge and Assignment. The Authority Pledgor hereby pledges the Support Agreement Revenues to the repayment of the Bond and all other amounts due and payable to the Lender hereunder. As further security for the repayment of the Bond and all other amounts due and payable to the Lender hereunder, the Authority hereby assigns to the Lender Department all of the AuthorityPledgor’s rightsright, title and interests interest in and to the accounts, debt and equity securities, bonds, deposits, instruments and/or other financial assets that are described in attached Exhibit A held by or at the Intermediary, and all books and records relating thereto (“Pledged Assets”), for the purpose of satisfying the Pledgor’s obligations under ORS 656.407. The Pledgor consents to the Department’s control over the Pledged Assets and agrees that the only instructions that shall be given to the Intermediary respecting the Pledged Assets shall be given by Department. No Pledged Assets shall be released from the security interest created hereunder without execution of a new Exhibit A by the Pledgor and the Department, and such release shall be effective only upon delivery to and acknowledgement by the Intermediary of the new Exhibit A. If Pledged Assets are securities: (i) they will be held by the Intermediary in fully transferable form and under the control of the Department; (ii) non-negotiable Pledged Assets shall have proper instruments attached to enable the Department to effect transfer of title should the Pledgor be unable to fulfill its obligations under ORS 656.407; (iii) the Intermediary will issue a safekeeping receipt for the Pledged Assets to the Department, which will describe the Pledged Assets, the par value, and the name of the Pledgor; (iv) the value placed on the Pledged Assets shall be market value. The Pledgor agrees to sign and deliver to the Department any other notices or writings the Department may deem necessary or desirable to perfect the Department’s security interest in the Support AgreementPledged Assets, including but not limited to a Uniform Commercial Code financing statement. Except for amounts that The Department shall have been appropriated by and may exercise any or all of the Board rights and remedies of Supervisors in the then current fiscal year as Support Agreement Revenues, the Lender shall not enforce or attempt to enforce any deficiency or other personal money judgment against the Authority or the County with respect to their obligations a secured creditor under the Financing Instruments provisions of the Uniform Commercial Code of the State of Oregon, at law, in equity, under this Agreement, or otherwise. All such rights and remedies shall be cumulative and may be exercised singularly or concurrently. The Pledged Assets and the proceeds of the Pledged Assets will not be released prior to which they are a party. THE UNDERTAKING BY THE COUNTY TO MAKE PAYMENTS UNDER THE SUPPORT AGREEMENT CONSTITUTES NEITHER A DEBT OF THE COUNTY WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY LIMITATION NOR A LIABILITY OF OR A LIEN OR CHARGE UPON FUNDS OR PROPERTY OF THE COUNTY BEYOND ANY FISCAL YEAR FOR WHICH THE BOARD OF SUPERVISORS HAS APPROPRIATED MONEYS TO PROVIDE FOR THE SUPPORT AGREEMENT REVENUES. THE COUNTY HAS COVENANTED IN THE SUPPORT AGREEMENT THAT THE COUNTY ADMINISTRATOR SHALL INCLUDE IN THE COUNTY’S ANNUAL BUDGET PRESENTED TO THE BOARD OF SUPERVISORS AN APPROPRIATION OF THE AMOUNTS NECESSARY TO FUND THE AUTHORITY’S OBLIGATIONS UNDER THIS AGREEMENT AND THE BOND, BUT THE COUNTY IS NOT OBLIGATED TO MAKE APPROPRIATIONS FOR SUCH PURPOSE. THE AUTHORITY SHALL HAVE NO OBLIGATION OR LIABILITY TO THE LENDER WITH RESPECT TO THE COUNTY’S OBLIGATIONS TO MAKE PAYMENTS UNDER THE SUPPORT AGREEMENT OR WITH RESPECT TO THE PERFORMANCE BY THE COUNTY OF ANY OTHER UNDERTAKING CONTAINED THEREINthe period required by ORS 656.443(3) or such other period as the Department considers proper.