Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 11 contracts
Sources: Mortgage, Security Agreement, Assignment of Rents and Fixture Filing (Ashford Hospitality Trust Inc), Open End Mortgage, Security Agreement, Financing Statement and Assignment of Rents (Ashford Hospitality Prime, Inc.), Mortgage, Security Agreement, Assignment of Rents and Fixture Filing (Grubb & Ellis Co)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, trust and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”"COLLATERAL"). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower's (Debtor's) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 11 contracts
Sources: Open End Mortgage and Security Agreement (Glimcher Realty Trust), Deed of Trust and Security Agreement (Glimcher Realty Trust), Mortgage and Security Agreement (Glimcher Realty Trust)
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Mortgagor in the Mortgaged Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the UCC Uniform Commercial Code (said portion of the Mortgaged Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 18 the “Collateral”). Mortgagor hereby agrees to execute and deliver to Mortgagee, in form and substance reasonably satisfactory to Mortgagee, such financing statements and such further assurances as Mortgagee may from time to time reasonably consider necessary to create, perfect, and preserve Mortgagee’s security interest herein granted. This Mortgage shall also constitute a “fixture filing” for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute “fixtures” under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Mortgage. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultMortgagee, Borrower shall, Mortgagor shall at its expense, expense assemble the Collateral and make it available to Lender Mortgagee at a convenient place acceptable to LenderMortgagee. Borrower Mortgagor shall pay to Lender Mortgagee on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender Mortgagee in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral given sent to Borrower Mortgagor in accordance with the provisions hereof at least ten five (105) days prior to such action, shall constitute commercially reasonable notice to BorrowerMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender Mortgagee to the payment of the Debt in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. It is not In the event of any change in name, identity or structure of any Mortgagor, such Mortgagor shall notify Mortgagee thereof and promptly after Mortgagee’s request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Mortgagee’s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Mortgagor’s obligations under the Note, this Mortgage and the other Loan Documents. Mortgagor hereby irrevocably appoints Mortgagee as its attorney-in-fact, coupled with an interest upon Mortgagor’s failure to do so within five (5) Business Days after request by Mortgagee, to file with the appropriate public office on its behalf any financing or other statements signed only by Mortgagee, as Mortgagor’s attorney-in-fact, in connection with the Collateral be present at covered by this Mortgage. Notwithstanding the foregoing, Mortgagor shall appear and defend in any disposition thereof. Lender action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Mortgagor shall have no obligation fully cooperate with Mortgagee in the event Mortgagee is a party to clean-up such action or otherwise prepare the Collateral for dispositionproceeding).
Appears in 8 contracts
Sources: Mortgage (Lightstone Value Plus Real Estate Investment Trust, Inc.), Mortgage (Lightstone Value Plus Real Estate Investment Trust, Inc.), Mortgage (Lightstone Value Plus Real Estate Investment Trust, Inc.)
Security Agreement. (a) (i) This Security Instrument Agreement is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ feesfees and all transfer taxes, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, action shall constitute reasonable notice to Borrower.
(b) Borrower hereby irrevocably appoints Lender 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 Lender, as secured party, or, to the extent permitted under the UCC, unsigned, in connection with the Collateral covered by this Agreement. Such financing statements may, at the option of Lender, describe the Collateral as “all assets” or “all personal property” of Borrower.
(c) Borrower will furnish to Lender from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as Lender may reasonably request, all in reasonable detail.
(d) The proceeds powers conferred on Lender hereunder are solely to protect Lender’s interest in the Collateral and shall not impose any duty upon it to exercise any such powers. Except for the safe custody of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender Collateral in its discretion shall deem proper. It is not necessary that possession and the Collateral be present at any disposition thereof. accounting for moneys actually received by it hereunder, Lender shall have no obligation duty (and neither Lender nor any of its partners, members, officers, directors, employees or agents shall be responsible to clean-up Borrower for any act or otherwise prepare failure to act) as to any Collateral, as to ascertaining or taking action with respect to calls, conversions, exchanges, maturities, tenders or other matters relating to any Collateral, whether or not Lender has or is deemed to have knowledge of such matters, or as to the taking of any necessary steps to preserve rights against any parties or any other rights pertaining to any Collateral. Lender shall be deemed to have exercised reasonable care in the custody and preservation of any Collateral for dispositionin its possession if such Collateral is accorded treatment substantially equal to that which it accords its own property.
Appears in 7 contracts
Sources: Loan and Security Agreement (Ashford Hospitality Trust Inc), Loan and Security Agreement (Ashford Hospitality Trust Inc), Loan and Security Agreement (Morgans Hotel Group Co.)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property and other property constituting the Property, whether now owned or hereafter acquired, to the full extent that the Fixtures, the Equipment and the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, including the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at address of Lender (secured party) is as set forth on page one hereof. Borrower shall promptly notify Lender of the existence of any disposition thereof. commercial tort claim now or hereafter existing for the benefit of Borrower or the Property, and shall execute, acknowledge and deliver a security agreement or other documentation as Lender shall have no obligation from time to clean-up or otherwise prepare the Collateral for dispositiontime require to acquire and perfect a valid and binding security interest in such commercial tort claim.
Appears in 6 contracts
Sources: Deed of Trust (TNP Strategic Retail Trust, Inc.), Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (TNP Strategic Retail Trust, Inc.), Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing (TNP Strategic Retail Trust, Inc.)
Security Agreement. (a) (i) This Security Instrument is both Deed constitutes a real property mortgage, deed security agreement under the applicable Uniform Commercial Code with respect to secure debt or deed of trust, as applicable, the Chattels and a “security agreement” within the meaning such other of the UCCMortgaged Property which is personal property. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property In addition to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to Beneficiary by other applicable law or hereby, Beneficiary shall have all of the rights and remedies with respect to the Chattels and such other personal property as are granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateralapplicable Uniform Commercial Code. Upon Beneficiary's request or demand of Lender following after an Event of Default, Borrower shall, Grantor shall promptly and at its expense, expense assemble the Collateral Chattels and such other personal property and make it the same available to Lender Beneficiary at a convenient place acceptable to LenderBeneficiary. Borrower Grantor, after an Event of Default, shall pay to Lender Beneficiary on demand demand, with interest at the Default Rate, any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender Beneficiary in protecting its interest in the Collateral Chattels and such other personal property and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedthereto. Any notice of sale, disposition or other intended action by Lender Beneficiary with respect to the Collateral given Chattels and such other personal property sent to Borrower Grantor in accordance with the provisions hereof at least ten five (105) days prior to such action, action shall constitute reasonable notice to BorrowerGrantor. The proceeds of any disposition of the Collateralsuch sale or disposition, or any part thereof, may be applied by Lender Beneficiary to the payment of the Debt indebtedness secured hereby in such priority order and proportions as Lender Beneficiary in its discretion shall deem properappropriate. It is not necessary To the extent Grantor may lawfully do so and without limiting any rights and/or privileges herein granted to Beneficiary, Grantor agrees that Beneficiary and/or Trustee and any successor Trustee may dispose of any or all of the Chattels at the same time and place and after giving the same notices provided in this Deed in connection with a non-judicial foreclosure sale under the terms and conditions set forth in Article II, Section 2.01, or III of this Deed. In this connection, Grantor agrees that the Collateral sale may be present at conducted by Trustee or successor Trustee; that the sale of the real estate and improvements described in this Deed and the Chattels or any disposition part thereof. Lender shall have no obligation , may be sold separately or together; and that in the event the Premises and the Chattels or any part thereof are sold together, Beneficiary will not be obligated to clean-up or otherwise prepare allocate the Collateral for dispositionconsideration received as between the Premises and the Chattels.
Appears in 4 contracts
Sources: Fee and Leasehold Deed of Trust, Assignment of Leases and Rents and Security Agreement (Apple Suites Inc), Fee and Leasehold Deed of Trust, Assignment of Leases and Rents and Security Agreement (Apple Suites Inc), Purchase Money Deed of Trust (Apple Suites Inc)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment, the Personal Property and other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “"Collateral”"). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It The principal place of business of Borrower (Debtor) is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 3 contracts
Sources: Mortgage, Assignment of Leases and Rents and Security Agreement (Glimcher Realty Trust), Fee and Leasehold Mortgage, Assignment of Leases and Rents and Security Agreement (Glimcher Realty Trust), Fee and Leasehold Mortgage, Assignment of Leases and Rents and Security Agreement (Glimcher Realty Trust)
Security Agreement. (a) (i) This Security Instrument is Mortgage constitutes both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” ", within the meaning of the UCC. The Uniform Commercial Code, and the Mortgaged Property includes both real and personal property and all other rights and interestsinterest, whether tangible or intangible in nature, of Borrower Mortgagor in the Mortgaged Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted to LenderMortgagee, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). Mortgaged Property, including, without limitation, FF&E. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, demand any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral FF&E or any part thereof, and to take such other measures as Lender Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower FF&E. Mortgagor shall pay to Lender Mortgagee on demand any and all expenses, expenses (including reasonable legal expenses and attorneys’ ' fees, ) actually incurred or paid by Lender Mortgagee in protecting its interest in the Collateral FF&E and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. FF&E. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral given FF&E sent to Borrower Mortgagor in accordance with the provisions hereof of this Mortgage at least ten seven (107) business days prior to the date of any such sale, disposition or other action, shall constitute reasonable notice to BorrowerMortgagor (except in the case of FF&E which is perishable or is of a type customarily sold on a recognized market, in which case such seven (7) business days' notice shall not be required), and the method of sale or disposition or other intended action set forth or specified in such notice shall conclusively be deemed to be commercially reasonable within the meaning of the Uniform Commercial Code unless objected to in writing by Mortgagor within five (5) days after receipt by Mortgagor of such notice. The proceeds of any sale or disposition of the CollateralFF&E, or any part thereof, may be applied by Lender Mortgagee to the payment of the Debt in such order, priority and proportions as Lender Mortgagee in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 3 contracts
Sources: Revolving Credit Agreement (Brandywine Realty Trust), Mortgage (Brandywine Realty Trust), Credit Agreement (Brandywine Realty Trust)
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Deed of Trust, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”"COLLATERAL"). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower's (debtor's) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereofaddress of Lender (secured party) is as set forth on page one hereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionBorrower's organizational ID no. is _________.
Appears in 3 contracts
Sources: Deed of Trust and Security Agreement (Behringer Harvard Reit I Inc), Deed of Trust and Security Agreement (Behringer Harvard Reit I Inc), Deed of Trust and Security Agreement (Behringer Harvard Reit I Inc)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Mortgagor in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Mortgagor hereby grants to LenderMortgagee, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment, the Personal Property and other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, LenderMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following Mortgagee after the occurrence and during the continuance of an Event of Default, Borrower Mortgagor shall, or shall cause ESBC to, at its expense, assemble the Collateral and make it available to Lender Mortgagee at a convenient place (at the Land if tangible property) reasonably acceptable to LenderMortgagee. Borrower Mortgagor shall pay to Lender Mortgagee on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender Mortgagee in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral given sent to Borrower Mortgagor in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to BorrowerMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender Mortgagee to the payment of the Debt in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. It The principal place of business of Mortgagor (Debtor) is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionaddress of Mortgagee (Secured Party) is as set forth on page one hereof.
Appears in 3 contracts
Sources: Fee and Leasehold Mortgage, Assignment of Leases and Rents and Security Agreement (Empire State Realty Trust, Inc.), Fee and Leasehold Mortgage, Assignment of Leases and Rents and Security Agreement (Empire State Realty Trust, Inc.), Fee and Leasehold Mortgage, Assignment of Leases and Rents and Security Agreement (Empire State Building Associates L.L.C.)
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Mortgage, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property and other property constituting the Property, whether now owned or hereafter acquired, to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (Debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 3 contracts
Sources: Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Inland Real Estate Income Trust, Inc.), Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Inland Real Estate Income Trust, Inc.), Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Inland Real Estate Income Trust, Inc.)
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed of trust, as applicable, trust and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Deed of Trust, Borrower hereby grants to Lender, as security for the DebtObligations, a security interest in the Fixtures, the Equipment, the Personal Property and the other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “"Collateral”"). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses attorneys' fees and attorneys’ feescosts, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It The principal place of business of Borrower (Debtor) is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 3 contracts
Sources: Deed of Trust, Assignment of Leases and Rents and Security Agreement (Lodging Fund REIT III, Inc.), Deed of Trust, Assignment of Leases and Rents and Security Agreement (Lodging Fund REIT III, Inc.), Guarantor Deed of Trust, Assignment of Leases and Rents, Security Agreement and Guaranty (Horizon Group Properties Inc)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Mortgagor in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Mortgagor hereby grants to LenderMortgagee, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment, the Personal Property and other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, LenderMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following Mortgagee after the occurrence and during the continuance of an Event of Default, Borrower Mortgagor shall, at its expense, assemble the Collateral and make it available to Lender Mortgagee at a convenient place (at the Land if tangible property) reasonably acceptable to LenderMortgagee. Borrower Mortgagor shall pay to Lender Mortgagee on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender Mortgagee in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral given sent to Borrower Mortgagor in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to BorrowerMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender Mortgagee to the payment of the Debt in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. It The principal place of business of Mortgagor (Debtor) is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionaddress of Mortgagee (Secured Party) is as set forth on page one hereof.
Appears in 3 contracts
Sources: Mortgage, Assignment of Leases and Rents and Security Agreement (KBS Real Estate Investment Trust, Inc.), Mortgage Agreement (KBS Real Estate Investment Trust, Inc.), Mortgage, Assignment of Leases and Rents and Security Agreement (KBS Real Estate Investment Trust, Inc.)
Security Agreement. (a) (i) This Security Instrument Agreement is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ feesfees and all transfer taxes, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, action shall constitute reasonable notice to Borrower.
(b) Borrower hereby irrevocably appoints Lender 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 Lender, as secured party, or, to the extent permitted under the UCC, unsigned, in connection with the Collateral covered by this Agreement.
(c) Borrower will furnish to Lender from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as Lender may reasonably request, all in reasonable detail.
(d) The powers conferred on Lender hereunder are solely to protect Lender’s interest in the Collateral and shall not impose any duty upon it to exercise any such powers. The proceeds Except for the safe custody of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender Collateral in its discretion shall deem proper. It is not necessary that possession and the Collateral be present at any disposition thereof. accounting for moneys actually received by it hereunder, Lender shall have no obligation duty (and neither Lender nor any of its officers, directors, employees or agents shall be responsible to clean-up Borrower for any act or otherwise prepare failure to act) as to any Collateral, as to ascertaining or taking action with respect to calls, conversions, exchanges, maturities, tenders or other matters relating to any Collateral, whether or not Lender has or is deemed to have knowledge of such matters, or as to the taking of any necessary steps to preserve rights against any parties or any other rights pertaining to any Collateral. Lender shall be deemed to have exercised reasonable care in the custody and preservation of any Collateral for dispositionin its possession if such Collateral is accorded treatment substantially equal to that which it accords its own property.
Appears in 3 contracts
Sources: Loan and Security Agreement (Morgans Hotel Group Co.), Loan and Security Agreement (Morgans Hotel Group Co.), Loan and Security Agreement (Morgans Hotel Group Co.)
Security Agreement. (a) (i) This Security Instrument is both The Company’s obligations to the Holders under this Note are secured by a real property mortgage, deed to secure debt or deed of trust, as applicable, lien on and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in certain assets of Group and Operating (including, without limitation, the Property equipment acquired with the proceeds of this Note), all as more particularly described in that certain Security Agreement dated of even date herewith made by each of Group and Operating for the benefit of the Holders (the “Security Agreement”). Each Holder of any Notes, by its acceptance thereof, consents and agrees to the full extent that terms of the Property Security Agreement as the same may be subject in effect from time to time in accordance with its terms and directs EarthLink (or its assignee), as collateral agent (the UCC (said portion “Collateral Agent”), to enter into the Security Agreement and to perform its obligations and exercise its rights thereunder in accordance therewith. The Collateral Agent shall have all of the Property so subject to powers and duties of the UCC being called Secured Party (as defined in the Security Agreement) under the Security Agreement and shall exercise such powers and duties on its own behalf and on behalf of the other Holders. It is expressly understood and agreed that no Holder other than the Collateral Agent shall have any rights or duties under the Security Agreement except as provided in this Section 18.14 the “Collateral”). If an Event of Default shall occur7; provided, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of however that the Collateral or Agent shall take any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder action with respect to the CollateralSecurity Agreement as is directed in writing by a majority of the Holders of outstanding aggregate principal amount of the Notes. Any disposition pursuant In no event shall the Collateral Agent be liable to any other Holder for any action taken, or for the failure to take any action, as the Collateral Agent, except for such actions or inactions constituting gross negligence or willful misconduct. If at any time EarthLink ceases to hold the greatest percentage of the outstanding aggregate principal amount of the Notes, then EarthLink (or any assignee), with the prior written consent of the Company, not to be unreasonably withheld, shall be entitled, but shall not be required, to assign its rights to act as Collateral Agent to the UCC of so much Holder of the Collateral as may constitute personal property greatest percentage of the outstanding aggregate principal amount of the Notes. Such assignment shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in effective upon acceptance by such Holder and such Holder shall become the county where “Collateral Agent” for all purposes under this Note and the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionSecurity Agreement.
Appears in 3 contracts
Sources: Purchase Agreement (Covad Communications Group Inc), Convertible Note (Earthlink Inc), Senior Secured Convertible Note (Covad Communications Group Inc)
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Trust Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Trust Property. Borrower by executing and delivering this Security Instrument Deed of Trust has granted and hereby grants to LenderLender and Trustee, as security for the Debt, a security interest in the Trust Property to the full extent that the Trust Property may be subject to the UCC Uniform Commercial Code (said portion of the Trust Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 paragraph the “Collateral”"COLLATERAL"). This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. As such, this Deed of Trust covers all items of the Collateral that are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust.
(b) If an Event of Default shall occur, LenderLender and Trustee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender or Trustee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Defaultor Trustee, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender and Trustee at a convenient place acceptable to Lender. Borrower shall pay to Lender and Trustee on demand any and all expenses, including reasonable legal expenses attorneys' fees and attorneys’ feesdisbursements, incurred or paid by Lender and Trustee in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender and Trustee with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its sole discretion shall deem proper. It is not In the event of any change in name, identity or structure of Borrower, Borrower shall notify Lender and Trustee thereof and promptly after request shall execute (if necessary), file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Lender's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower shall, promptly after request, execute (if necessary), file and record such Uniform Commercial Code forms or continuation statements as Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Borrower's obligations under the Note, this Deed of Trust and any of the other Loan Documents. Borrower hereby irrevocably appoints Lender 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 Lender, as secured party, in connection with the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositioncovered by this Deed of Trust.
Appears in 3 contracts
Sources: Deed of Trust (Maguire Properties Inc), Deed of Trust (Maguire Properties Inc), Deed of Trust (Maguire Properties Inc)
Security Agreement. (a) (i) This Security Instrument is Mortgage constitutes both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” ”, within the meaning of the UCC. The Uniform Commercial Code, and the Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower the Mortgagor in the Mortgaged Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument Mortgage, the Mortgagor has granted to Lender, the Lender as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”)Mortgaged Property. If an Event of Default shall occuroccurs, the Lender, in addition to any other rights and remedies which it they may havehave and subject to the rights and remedies of other lenders in connection with the Existing Mortgages, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral Equipment or any part thereof, and to take such other measures as the Lender may deem necessary for the care, protection and preservation of the CollateralEquipment. Upon request or demand of the Lender following an Event and subject to the rights and remedies of Defaultother lenders in connection with the Existing Mortgages, Borrower shall, the Mortgagor shall at its expense, expense assemble the Collateral Equipment and make it available to the Lender at a convenient place acceptable to the Lender. Borrower The Mortgagor shall pay to the Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees (including in-house counsel fees), incurred or paid by the Lender in protecting its their and other Secured Parties’ interest in the Collateral Mortgaged Property and in enforcing its and other Secured Parties’ rights hereunder under this Mortgage with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedMortgaged Property. Any notice of sale, disposition or other intended action by the Lender with respect to the Collateral given personal property comprising the Mortgaged Property which is sent to Borrower the Mortgagor in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to Borrowerthe Mortgagor. The proceeds of any disposition of the CollateralMortgaged Property, or any part thereof, may be applied by the Lender to the payment of the Debt as provided in the Purchase Agreement, subject to the rights and remedies of other lenders in connection with the Existing Mortgages. Without in any way limiting the generality of the immediately preceding paragraph or of the definition of Mortgaged Property, this Mortgage constitutes a fixture filing under Section 9-502 of the Uniform Commercial Code. For such priority purpose: (a) the “debtor” is Mortgagor and proportions as Lender its address is the address given for it in its discretion shall deem proper. It the initial paragraph of this Mortgage; (b) the “secured party” is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation Lender, and their address for the purpose of obtaining information is the address given for it in the initial paragraph of this Mortgage; (c) the real estate to clean-up which the Fixtures are or otherwise prepare are to become attached is the Collateral for dispositionMortgagor’s interest in the Premises described on SCHEDULE A hereto; and (d) the record owner of such real estate is the Mortgagor.
Appears in 2 contracts
Sources: Mortgage and Security Agreement (Avalon GloboCare Corp.), Mortgage and Security Agreement (Avalon GloboCare Corp.)
Security Agreement. 2.12.1 This Deed of Trust shall also be a security agreement between Trustor and Beneficiary covering that portion of the Mortgaged Property that constitutes personal property or fixtures (ahereinafter collectively called “UCC Collateral”) governed by the Nevada Uniform Commercial Code (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicablethe “UCC”), and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as further security for the Debtpayment and performance of the Secured Obligations, Trustor hereby grants to Beneficiary a security interest in such portion of the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the UCC. In addition to Beneficiary’s other rights hereunder, Beneficiary shall have all rights of a secured party under the UCC. Trustor hereby authorizes the filing of all financing statements and such further assurances that may be reasonably required by Beneficiary to establish, create, perfect (to the extent the same can be achieved by the filing of a financing statement) and maintain the validity and priority of Beneficiary’s security interests, and Trustor shall bear all reasonable costs thereof, including all UCC (said portion searches. Except as otherwise provided in the Credit Documents, if Beneficiary should dispose of any of the Mortgaged Property so subject comprising the UCC Collateral pursuant to the UCC being called UCC, ten (10) Days’ prior written notice by Beneficiary to Trustor shall be deemed to be reasonable notice; provided, however, Beneficiary may dispose of such property in accordance with the foreclosure procedures of this Section 18.14 Deed of Trust in lieu of proceeding under the “Collateral”)UCC. If Beneficiary may from time to time execute, deliver and/or file at Trustor’s expense, all continuation statements, termination statements, amendments, partial releases, or other instruments relating to all financing statements by and between Trustor and Beneficiary. Except as otherwise provided in the Credit Documents, if an Event of Default shall occuroccur and is continuing, Lender(a) Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demanddemand to the extent permitted by Governmental Rule, any and all rights and remedies granted to a secured party upon default under the UCC, UCC including, without limiting the generality of the foregoing, the right to take possession of the UCC Collateral or any part thereof, and to take such other measures as Lender Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon such UCC Collateral and (b) upon request or demand of Lender following an Event of DefaultBeneficiary, Borrower shall, Trustor shall at its expense, expense assemble the UCC Collateral and make it available to Lender Beneficiary at a convenient place reasonably acceptable to LenderBeneficiary. Borrower Trustor shall pay to Lender Beneficiary on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, fees and disbursements incurred or paid by Lender Beneficiary in protecting its the interest in the UCC Collateral and in enforcing its the rights hereunder with respect to the such UCC Collateral. Any disposition .
2.12.2 This Deed of Trust shall constitute a fixture filing pursuant to NRS Section 104.9502, as amended and recodified from time to time. Some or all of the UCC of so much Collateral may be or become a fixture in which Beneficiary has a security interest under the security agreement set forth in Section 2.12.1 above (the “Security Agreement”). However, nothing herein shall, or shall be deemed to, create any lien or interest in favor of the Trustee in any UCC Collateral as may constitute personal property which is not a fixture. The rights, remedies and interests of Beneficiary under this Deed of Trust and the Security Agreement are independent and cumulative, and there shall be considered commercially reasonable if made pursuant no merger of any lien hereunder with any security interest created by the Security Agreement. Beneficiary may elect to a public sale which is advertised at least twice exercise or enforce any of its rights, remedies or interests under either or both this Deed of Trust or the Security Agreement as Beneficiary may from time to time deem appropriate.
2.12.3 Notwithstanding any other provision hereof, Beneficiary shall not be deemed to have accepted any property other than cash in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice satisfaction of saleany obligation of Trustor to Beneficiary unless Trustor shall make an express written election of said remedy under NRS Section 104.9620, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to Borrowerapplicable law. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary Trustor agrees that the Collateral be present at any disposition thereof. Lender Beneficiary shall have no obligation to clean-up process or otherwise prepare the any UCC Collateral for sale or other disposition.
Appears in 2 contracts
Sources: Credit Agreement (Fulcrum Bioenergy Inc), Credit Agreement (Fulcrum Bioenergy Inc)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “security agreement” within the meaning of the UCC. 6.1 The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property Purchaser shall grant to the full extent that Vendor security over the Property may be subject to the UCC (said portion Security Shares in respect of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt Purchase Price the Dividend Payments and any Default Interest by the Purchaser to the Vendor under this Agreement the same substantially in the form of the draft security agreement set out in schedule 2 of this Agreement which security agreement shall be executed by the Purchaser and the Vendor simultaneously with their execution of this Agreement.
6.2 The Purchaser hereby confirms, represents and warrants to the Vendor and to the QG Trustee that the Purchaser is the legal and beneficial owner of the Personal Shares and shall be, following the completion of the sale contemplated herein, the legal and beneficial owner of the Sale Shares and that the same are free from all liens security interests charges and other encumbrances of whatsoever nature and with all rights attaching to them.
6.3 The Vendor shall have recourse solely to the Security Shares in respect of any non-payment by the Purchaser of the Purchase Price and the Dividend Payments.
6.4 In respect of every US$8 of the Purchase Price received by the Vendor from the Purchaser (whether pursuant to clauses 4 or 7 of this Agreement or otherwise) the Vendor shall release the security held by the Vendor under the Security Agreement over one of the Sale Shares provided that: (a) no such release shall be made at any time when any Dividend Payments or Default Interest are outstanding and (b) no such release shall be made at any time the Vendor reasonably believes that such release may in any way jeopardise the security created or purported to be created by the Security Agreement over the Security Shares or any of them and (c) no Sale Share may be released from the security until the parties have entered into a deed of release and any other deed or agreement required to release such Sale Share.
6.5 If at any time prior to the Payment Date the value of the Secured Personal Shares exceeds 50% of such of the Purchase Price as has not yet been paid by the Purchaser the Vendor shall upon the written request of the Purchaser release the security held by the Vendor under the Security Agreement over such of the Personal Shares as are in the opinion of the Vendor sufficient to ensure that the value of any Personal Shares remaining subject to the Security Agreement is at least equal to such 50% it being provided that:
(A) no such release shall be made at any time when any Dividend Payments or Default Interest are outstanding; and
(B) no such release shall be made at any time the Vendor reasonably believes that such release may in any way jeopardise the security created or purported to be created by the Security Agreement over the Security Shares or any of them; and
(C) no Secured Personal Share may be released from the security until the parties have entered into a deed of release and any other deed or agreement required to release such Secured Personal Share; and
(D) the value of each of the Secured Personal Shares at any relevant time shall be deemed to be the Average Price or if common shares of US$0.01 in the capital of the Company shall have ceased to be traded on NASDAQ for whatsoever reason shall be determined in such priority manner as the Vendor may from time to time reasonably think fit.
6.6 Save and proportions as Lender except in its the circumstances mentioned in clauses 6.4 and 6.5 any release of the security held by the Vendor under the Security Agreement shall be at the absolute discretion of the Vendor.
6.7 The Purchaser hereby acknowledges and agrees that nothing in this Agreement shall deem proper. It is not necessary that require the Collateral be present Vendor to release any security it holds at any disposition thereof. Lender shall have no obligation time over any of the Security Shares if such release may jeopardise the security held by the Vendor under the Security Agreement over any of the Security Shares and the Purchaser covenants to clean-up or otherwise prepare execute such other documentation (if any) as the Collateral for dispositionVendor may from time to time request in writing to confirm the Vendor's security over such other Security Shares.
Appears in 2 contracts
Sources: Share Purchase Agreement (Global Sources LTD /Bermuda), Agreement for the Sale of Shares (Hill Street Trustees LTD Trustees of the Quan Gung 86 Trust)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgageAs security for the Loan, deed to secure debt or deed of trustthe Lessee, as applicabledebtor, and a “security agreement” within hereby grants to the meaning Lessor, as secured party, for the benefit of the UCC. The Property includes both real Secured Party, a security interest in all of the Lessee's right, title and interest in and to all personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in comprising the Property. This Security Instrument is filed as a fixture filing , whether now owned or hereafter acquired and covers goods which are or are to become fixtures on all cash and non-cash proceeds (including insurance proceeds) and products thereof (the Property. Borrower by executing and delivering this Security Instrument has granted to Lender"Collateral").
(b) If the Lessee shall default hereunder, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occur, LenderLessor, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code as in effect at such time in New York, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender the Lessor may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender sell, exchange, lease or otherwise realize on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to dispose of the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender the Lessor with respect to the Collateral given sent to Borrower the Lessee in accordance with the provisions hereof at least ten (10) seven days prior to the date of any such sale, disposition or other action, shall constitute reasonable notice to Borrowerthe Lessee, and the method of sale or disposition or other intended action set forth or specified in such notice shall conclusively be deemed to be commercially reasonable within the meaning of the Uniform Commercial Code unless objected to in writing by the Lessee within five days after receipt by the Lessee of such notice. The proceeds of any sale or disposition of the Collateral, or any part thereof, may be applied by Lender the Lessor to the payment of the Debt Loan in such order, priority and proportions as Lender the Lessor in its discretion shall deem proper. It is not necessary that The Lessee shall remain liable for any deficiency between the proceeds of any sale or other disposition of the Collateral and all unpaid amounts owed pursuant to the Loan. The filing of a copy of this Lease (or a memorandum hereof) shall be present at any disposition thereof. Lender shall have no obligation deemed to clean-up or otherwise prepare constitute the Collateral for disposition.filing of a financing statement to perfect the security interest in
Appears in 2 contracts
Sources: Lease Agreement (Williams Communications Group Inc), Lease (Williams Communications Group Inc)
Security Agreement. (a) (i) This Security Instrument is Mortgage constitutes both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement,” within the meaning of the UCC. The Uniform Commercial Code, and the Mortgaged Property includes both real and personal property and all other rights and interestsinterest, whether tangible or intangible in nature, of Borrower the Mortgagor in the Mortgaged Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower The Mortgagor by executing and delivering this Security Instrument Mortgage has granted to Lenderthe Mortgagee, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”)Equipment. If an Event of Default the Mortgagor shall occurdefault under the Note or this Mortgage, Lenderthe Mortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral Equipment or any part thereof, and to take such other measures as Lender the Mortgagee may deem necessary for the care, protection and preservation of the CollateralEquipment. Upon request or demand of Lender following an Event of Defaultthe Mortgagee, Borrower shall, the Mortgagor shall at its expense, expense assemble the Collateral Equipment and make it available to Lender the Mortgagee at a convenient place acceptable to Lenderthe Mortgagee. Borrower The Mortgagor shall pay to Lender the Mortgagee on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender the Mortgagee in protecting its interest in the Collateral Equipment and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedEquipment. Any notice of sale, disposition or other intended action by Lender the Mortgagee with respect to the Collateral given Equipment sent to Borrower the Mortgagor in accordance with the provisions hereof of this Mortgage at least ten seven (107) days prior to the date of any such sale, disposition or other action, shall constitute reasonable notice to Borrowerthe Mortgagor, and the method of sale or disposition or other intended action set forth or specified in such notice shall conclusively be deemed to be commercially reasonable within the meaning of the Uniform Commercial Code unless objected to in writing by the Mortgagor within five (5) days after receipt by the Mortgagor of such notice. The proceeds of any sale or disposition of the CollateralEquipment, or any part thereof, may be applied by Lender the Mortgagee to the payment of the Debt in such order, priority and proportions as Lender the Mortgagee in its discretion shall deem proper. It is not necessary that If any change shall occur in the Collateral Mortgagor’s name, the Mortgagor shall promptly cause to be present filed at any disposition thereof. Lender shall have no obligation its own expense, new financing statements as required under the Uniform Commercial Code to clean-up or otherwise prepare replace those on file in favor of the Collateral for dispositionMortgagee.
Appears in 2 contracts
Sources: Mortgage, Security Agreement and Assignment of Leases and Rents, Mortgage, Security Agreement and Assignment of Leases and Rents
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(secured party) is as set forth on page one hereof.
Appears in 2 contracts
Sources: Deed of Trust and Security Agreement (Koger Equity Inc), Leasehold Mortgage, Security Agreement and Fixture Filing (FelCor Lodging Trust Inc)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, Security Instrument and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to LenderMortgagee, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said such portion of the Property so subject to the UCC being called in this Section 18.14 paragraph the “Collateral”). This Security Instrument shall also constitute a “fixture filing” for the purposes of the UCC. As such, this Security Instrument covers all items of the Collateral that are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Security Instrument. If an Event of Default shall occuroccur and be continuing, LenderMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand During the continuance of Lender following an Event of Default, upon request or demand of Mortgagee, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender Mortgagee at a convenient place in New York reasonably acceptable to LenderMortgagee. Borrower shall pay to Lender on Mortgagee within five (5) Business Days of promptly following written demand any and all expenses, including reasonable legal expenses and attorneys’ feesfees and disbursements, incurred or paid by Lender Mortgagee in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to (but excluding special, punitive, or consequential damages, unless asserted against Borrower by a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedthird party). Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral given Collateral, sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender Mortgagee to the payment of the Debt in such priority and proportions as Lender Mortgagee in its sole discretion shall deem proper. It is not In the event of any change in name, identity or structure of Borrower, Borrower shall notify Mortgagee thereof and promptly after request shall execute, file and record such UCC forms as are necessary to maintain the priority of Mortgagee’s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Mortgagee shall require the filing or recording of additional UCC forms or continuation statements, Borrower shall, promptly after request, execute, file and record such UCC forms or continuation statements as Mortgagee reasonably shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Borrower’s obligations or decrease Borrower’s rights under the Loan Documents. Borrower hereby 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 naming Mortgagee, as secured party, and Borrower, as debtor, in connection with the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositioncovered by this Security Instrument.
Appears in 2 contracts
Sources: Senior Loan Consolidated, Amended and Restated Mortgage, Assignment of Leases and Rents and Security Agreement (KBS Strategic Opportunity REIT, Inc.), Building Loan Consolidated, Amended and Restated Mortgage, Assignment of Leases and Rents and Security Agreement (KBS Strategic Opportunity REIT, Inc.)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(secured party) is as set forth on page one hereof.
Appears in 2 contracts
Sources: Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Behringer Harvard Reit I Inc), Open End Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Behringer Harvard Reit I Inc)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “"security agreement” " within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “"Collateral”"). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender ▇▇▇▇▇▇ in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s 's sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 2 contracts
Sources: Borrowing Agreement (U Haul International Inc), Loan Agreement (U Haul International Inc)
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Mortgagor in the Mortgaged Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the UCC Uniform Commercial Code (said portion of the Mortgaged Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 paragraph 29 the “"Collateral”"). If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultMortgagee, Borrower shall, Mortgagor shall at its expense, expense assemble the Collateral and make it available to Lender Mortgagee at a convenient place acceptable to LenderMortgagee. Borrower Mortgagor shall pay to Lender Mortgagee on demand any and all reasonable expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender Mortgagee in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral given sent to Borrower Mortgagor in accordance with the provisions hereof at least ten five (105) days prior to such action, shall constitute commercially reasonable notice to BorrowerMortgagor unless otherwise required by law. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender Mortgagee to the payment of the Debt in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 2 contracts
Sources: First Mortgage and Security Agreement (Century Properties Fund Xvi), First Mortgage and Security Agreement (Century Properties Fund Xii)
Security Agreement. (a) (i) This Security Instrument is both Lease constitutes a real property mortgage, deed security agreement pursuant to secure debt or deed of trustand in accordance with the UCC covering all Property Collateral and Accounts Collateral, as applicablewell as the Authorization Collateral and any other property in or against which Landlord is granted a security interest or lien by the terms of this Lease (collectively, the “Lease Collateral”), and a “such security agreement” within , and the meaning security interests and liens created in this Lease, shall survive the expiration or earlier termination of this Lease. Tenant hereby authorizes Landlord to file such financing statements, continuation statements and other documents as may be necessary or desirable to perfect or continue the perfection of Landlord’s security interests and liens in the Lease Collateral pursuant to the UCC. The Property includes both real In addition, if required by Landlord at any time during the Term, Tenant shall execute and personal property deliver to Landlord, in form reasonably satisfactory to Landlord, additional security agreements, financing statements, fixture filings and all such other rights documents as Landlord may reasonably require to perfect or continue the perfection of Landlord’s security interests and interests, whether tangible or intangible in nature, of Borrower liens in the PropertyLease Collateral. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on Upon the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion occurrence of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default or in connection with an Operational Transfer, Landlord shall occur, Lender, in addition be entitled to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted available to a secured party upon default under the UCC, including, without limiting or available to a landlord under the generality laws of the foregoingState(s) where the applicable Leased Property(ies) is (are) located, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Lease Collateral. Any disposition pursuant , including the right to sell the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a same at public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of or private sale, disposition or other intended action by Lender and, in connection with respect to any such sale, Tenant agrees that the Collateral given to Borrower in accordance with the provisions hereof at least giving of ten (10) days prior to such actiondays’ notice by Landlord, shall constitute reasonable notice to Borrower. The proceeds designating the time and place of any disposition public sale of the any Lease Collateral, or the time after which any part private sale or other intended disposition of any Lease Collateral is to be made, shall be deemed to be reasonable notice thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at Tenant waives any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionother notice with respect thereto.
Appears in 2 contracts
Sources: Master Lease Agreement (Emeritus Corp\wa\), Master Lease Agreement (Emeritus Corp\wa\)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property and other property constituting the Property, whether now owned or hereafter acquired, to the full extent that the Fixtures, the Equipment and the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, including the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at address of Lender (secured party) is as set forth on page one hereof. Borrower shall promptly notify Lender of the existence of any disposition thereof. commercial tort claim now or hereafter existing for the benefit of Borrower or the Property, and shall execute, acknowledge and deliver a security agreement or other documentation as Lender shall have no obligation from time to clean-up or otherwise prepare the Collateral for dispositiontime require to acquire and perfect a valid and binding security interest in such commercial tort claim.
Appears in 2 contracts
Sources: Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing, Deed of Trust (TNP Strategic Retail Trust, Inc.)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, trust and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 paragraph 29 the “"Collateral”"). If an Event of Default shall occur, LenderLender and Trustee, in addition to any other rights and remedies which it they may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Defaultor Trustee, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender and Trustee at a convenient place acceptable to Lender. Borrower shall pay to Lender and Trustee on demand any and all reasonable expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender ▇▇▇▇▇▇ and Trustee in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender or Trustee with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten five (105) days prior to such action, shall constitute commercially reasonable notice to BorrowerBorrower unless otherwise required by law. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 2 contracts
Sources: Deed of Trust, Security Agreement, Fixture Filing and Assignment of Leases and Rents (Investors First Staged Equity L P), Deed of Trust, Security Agreement, Fixture Filing and Assignment of Leases and Rents (Investors First Staged Equity L P)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “"Collateral”"). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower's (Debtor's) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 2 contracts
Sources: Open End Mortgage and Security Agreement (Glimcher Realty Trust), Open End Mortgage and Security Agreement (Glimcher Realty Trust)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, trust and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said such portion of the Property so subject to the UCC being called in this Section 18.14 paragraph the “Collateral”). This Security Instrument shall also constitute a “fixture filing” for the purposes of the UCC and is to be filed for record in the real estate records where any part of the Property (including said fixtures) is situated. As such, this Security Instrument covers all items of the Collateral that are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Security Instrument. If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultLender, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ feesfees and disbursements, incurred or paid by Lender ▇▇▇▇▇▇ in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given Collateral, sent to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its sole discretion shall deem proper. It is not In the event of any change in name, identity or structure of ▇▇▇▇▇▇▇▇, Borrower shall notify Lender thereof and promptly after request shall execute, file and record such UCC forms as are necessary to maintain the priority of ▇▇▇▇▇▇’s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording of additional UCC forms or continuation statements, Borrower shall, promptly after request, execute, file and record such UCC forms or continuation statements as Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Borrower’s obligations under the Loan Documents. Borrower hereby irrevocably appoints Lender 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 ▇▇▇▇▇▇, as secured party, in connection with the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositioncovered by this Security Instrument.
Appears in 2 contracts
Sources: Deed of Trust, Assignment of Leases and Rents, Security Agreement (Behringer Harvard Opportunity REIT I, Inc.), Deed of Trust, Assignment of Leases and Rents, Security Agreement (Behringer Harvard Reit I Inc)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of the Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, the Borrower hereby grants to Lenderthe Administrative Agent, as security for the DebtObligations, a security interest in the Fixtures, the Equipment, the Personal Property and other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lenderthe Administrative Agent, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender the Administrative Agent may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following the Administrative Agent after the occurrence and during the continuance of an Event of Default, the Borrower shall, at its expense, assemble the Collateral and make it available to Lender the Administrative Agent at a convenient place (at the Land if tangible property) acceptable to Lenderthe Administrative Agent. The Borrower shall pay to Lender the Administrative Agent on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender the Administrative Agent in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender the Administrative Agent with respect to the Collateral given sent to the Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to the Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender the Administrative Agent to the payment of the Debt Obligations in such priority and proportions as Lender the Administrative Agent in its discretion shall deem proper. It The principal place of business of the Borrower (Debtor) is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare address of the Collateral for dispositionAdministrative Agent (Secured Party) is as set forth on page one hereof.
Appears in 2 contracts
Sources: Mortgage and Security Agreement, Mortgage and Security Agreement (Heartland Payment Systems Inc)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property and other property constituting the Property, whether now owned or hereafter acquired, to the full extent that the Fixtures, the Equipment and the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, including the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender ▇▇▇▇▇▇ in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at address of Lender (secured party) is as set forth on page one hereof. Borrower shall promptly notify Lender of the existence of any disposition thereof. commercial tort claim now or hereafter existing for the benefit of Borrower or the Property, and shall execute, acknowledge and deliver a security agreement or other documentation as Lender shall have no obligation from time to clean-up or otherwise prepare the Collateral for dispositiontime require to acquire and perfect a valid and binding security interest in such commercial tort claim.
Appears in 2 contracts
Sources: Deed of Trust (TNP Strategic Retail Trust, Inc.), Deed of Trust (TNP Strategic Retail Trust, Inc.)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property, and Borrower hereby grants to Lender a security interest in all portions of the Property constituting personal property or fixtures under the UCC. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 2 contracts
Sources: Deed of Trust, Security Agreement, Assignment of Rents and Fixture Filing (Lightstone Value Plus Real Estate Investment Trust, Inc.), Deed of Trust, Security Agreement, Assignment of Rents and Fixture Filing (Lightstone Value Plus Real Estate Investment Trust, Inc.)
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed Deed of trust, as applicable, Trust and a “"security agreement” " within the meaning of the UCC. The Trust Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Trustor in the Trust Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower Trustor by executing and delivering this Security Instrument Deed of Trust has granted and hereby grants to LenderBeneficiary, as security for the Debt, a security interest in the Trust Property to the full extent that the Trust Property may be subject to the UCC (said such portion of the Trust Property so subject to the UCC being called in this Section 18.14 paragraph the “Collateral”"COLLATERAL"). This Deed of Trust shall also constitute a "fixture filing" for the purposes of the UCC. As such, this Deed of Trust covers all items of the Collateral that are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, LenderBeneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultBeneficiary, Borrower shall, Trustor shall at its expense, expense assemble the Collateral and make it available to Lender Beneficiary at a convenient place acceptable to LenderBeneficiary. Borrower Trustor shall pay to Lender Beneficiary on demand any and all expenses, including reasonable legal expenses attorneys' fees and attorneys’ feesdisbursements, incurred or paid by Lender Beneficiary in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender Beneficiary with respect to the Collateral given Collateral, sent to Borrower Trustor in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute commercially reasonable notice to BorrowerTrustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender Beneficiary to the payment of the Debt in such priority and proportions as Lender Beneficiary in its sole discretion shall deem proper. It is not In the event of any change in name, identity or structure of Trustor, Trustor shall notify Beneficiary thereof and promptly after request shall execute, file and record such UCC forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional UCC forms or continuation statements, Trustor shall, promptly after request, execute, file and record such UCC forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Loan Documents. Trustor hereby irrevocably appoints Beneficiary 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 Beneficiary, as secured party, in connection with the Collateral be present at any disposition thereof. Lender covered by this Deed of Trust.
(b) Trustor hereby absolutely and unconditionally pledges and assigns to Beneficiary as additional security all of Trustor's right, title and interest in, to and under the: (i) Tenant in Common Agreement, and (ii) the Property and Asset Management Agreement ("MANAGEMENT AGREEMENT") among each entity constituting Trustor and Behringer Harvard TIC Management Services LP executed in connection with the Loan, (collectively, the "TENANCY IN COMMON AGREEMENTS"); provided that Beneficiary shall have no obligation to clean-up or otherwise prepare liability under any of the Collateral for dispositionTenancy In Common Agreements.
Appears in 2 contracts
Sources: Deed of Trust (Behringer Harvard Reit I Inc), Deed of Trust (Behringer Harvard Reit I Inc)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the DebtObligations, a security interest in the Property to the full extent that the Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 paragraph the “Collateral”). ▇▇▇▇▇▇▇▇ hereby agrees with ▇▇▇▇▇▇ to execute and deliver to Lender, in form and substance satisfactory to Lender, such financing statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with the filing and recording thereof, and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve ▇▇▇▇▇▇’s security interest herein granted. This Security Instrument shall also constitute a “fixture filing” for the purposes of the Uniform Commercial Code. All or part of the Property are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Security Instrument. If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it they may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultLender, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender ▇▇▇▇▇▇ in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten five (105) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt Obligations in such priority and proportions as Lender in its discretion shall deem proper. It is not In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereof, and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of ▇▇▇▇▇▇’s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof it being understood and agreed, however, that no such additional documents shall increase Borrower’s obligations under the Note, this Security Instrument and the Other Loan Documents. Borrower hereby irrevocably appoints Lender 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 ▇▇▇▇▇▇, as ▇▇▇▇▇▇▇▇’s attorney-in-fact, in connection with the Collateral be present at covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any disposition thereof. action or proceeding which affects or purports to affect the Property and any interest or right therein, whether such proceeding effects title or any other rights in the Property (and in conjunction therewith, Borrower shall fully cooperate with Lender shall have no obligation in the event Lender is a party to clean-up such action or otherwise prepare the Collateral for dispositionproceeding).
Appears in 2 contracts
Sources: Deed of Trust and Security Agreement (Inland American Real Estate Trust, Inc.), Deed of Trust and Security Agreement (Inland American Real Estate Trust, Inc.)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, trust and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property and other property constituting the Property, whether now owned or hereafter acquired, to the full extent that the Fixtures, the Equipment and the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, including the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at address of Lender (secured party) is as set forth on page one hereof. Borrower shall promptly notify Lender of the existence of any disposition thereof. commercial tort claim now or hereafter existing for the benefit of Borrower or the Property, and shall execute, acknowledge and deliver a security agreement or other documentation as Lender shall have no obligation from time to clean-up or otherwise prepare the Collateral for dispositiontime require to acquire and perfect a valid and binding security interest in such commercial tort claim.
Appears in 2 contracts
Sources: Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Moody National REIT II, Inc.), Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Moody National REIT II, Inc.)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occur, and shall be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 2 contracts
Sources: Deed of Trust, Security Agreement, Assignment of Rents and Fixture Filing (Morgans Hotel Group Co.), Deed of Trust, Security Agreement, Assignment of Rents and Fixture Filing (Morgans Hotel Group Co.)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, trust and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Trustee, in trust for the benefit of Lender, as security for the DebtObligations (hereinafter defined), a security interest in all of Borrower’s estate, right, title and interest in and to the Fixtures, the Equipment and the Personal Property and other property constituting the Property (including, without limitation, the Leases), whether now owned or hereafter acquired, to the full extent that the Fixtures, the Equipment and the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (all of Borrower’s estate, right, title and interest in and to said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (Debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 2 contracts
Sources: Deed of Trust, Assignment of Leases and Rents and Security Agreement (Inland Real Estate Income Trust, Inc.), Deed of Trust, Assignment of Leases and Rents and Security Agreement (Inland Real Estate Income Trust, Inc.)
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Trustor in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Deed of Trust, Trustor hereby grants to LenderBeneficiary, as security for the DebtObligations, a security interest in the Fixtures, the Equipment, the Personal Property and the other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, LenderBeneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following Beneficiary after the occurrence and during the continuance of an Event of Default, Borrower Trustor shall, at its expense, assemble the Collateral and make it available to Lender Beneficiary at a convenient place (at the Land if tangible property) reasonably acceptable to LenderBeneficiary. Borrower Trustor shall pay to Lender Beneficiary on demand any and all expenses, including reasonable legal expenses and attorneys’ feesfees and costs, incurred or paid by Lender Beneficiary in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender Beneficiary with respect to the Collateral given sent to Borrower Trustor in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law or the Loan Agreement, constitute reasonable notice to BorrowerTrustor. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender Beneficiary to the payment of the Debt in such priority and proportions as Lender Beneficiary in its discretion shall deem proper. It The principal place of business of Trustor (Debtor) is not as set forth on page one hereof and the address of Beneficiary (Secured Party) is as set forth on page one hereof. Trustor hereby authorizes Beneficiary to file or record any Uniform Commercial Code financing statements as Beneficiary deems to be reasonably necessary that to perfect its security interest in the Collateral be present at property described in this Section 1.03, and in the fixtures described in Section 1.04, without any disposition signature of Trustor, and to file any amendments, modifications, assignments and terminations thereof. Lender shall have no obligation to clean-up or otherwise prepare , all without the Collateral for dispositionsignature of Trustor.
Appears in 2 contracts
Sources: Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Terra Tech Corp.), Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Terra Tech Corp.)
Security Agreement. (a) (i) This Security Instrument is both Mortgage shall constitute a real property mortgage, deed to secure debt or deed of trust, security agreement as applicable, and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower defined in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest Uniform Commercial Code (“Code”) in the Property to items described in the full extent that the Property may be subject to the UCC Granting Clauses of this Mortgage (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event Any Collateral installed in or used in the Premises are to be used by the Borrower solely for Borrower’s business purposes or as the equipment and fixtures leased or furnished by the Borrower, as landlord, to tenants of Default shall occur, Lender, in addition the Premises and such Collateral will be kept at the buildings on the Premises and will not be removed therefrom without the consent of the Lender and may be affixed to such buildings but will not be affixed to any other rights real estate. The remedies of the Lender hereunder are cumulative and separate, and the exercise of any one or more of the remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default provided for herein or under the UCC, including, without limiting the generality Uniform Commercial Code shall not be construed as a waiver of any of the foregoing, other rights of the right Lender including having any Collateral deemed part of the realty upon any foreclosure thereof. If notice to take possession any party of the intended disposition of the Collateral or any part thereofis required by law in a particular instance, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property notice shall be considered deemed commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, intended disposition and may be given by advertisement in a newspaper accepted for legal publications either separately or as part of a notice given to foreclose the real property or may be given by private notice if such parties are known to Lender. Neither the grant of a security interest pursuant to this Mortgage nor the filing of a financing statement pursuant to the Code shall constitute reasonable notice to Borrower. The proceeds ever impair the stated intention of any disposition this Mortgage that all Collateral comprising the Premises and at all times and for all purposes and in all proceedings both legal or equitable shall be regarded as part of the Collateral, real property conveyed and secured hereunder irrespective of whether such item is physically attached to the real property or any part thereof, such item is referred to or reflected in a financing statement. Borrower will on demand deliver all financing statements that may from time to time be applied required by Lender to establish, perfect and continue the payment priority of Lender’s security interest in the Debt in such priority Collateral and proportions as shall pay all expenses incurred by Lender in its discretion connection with the renewal or extensions of any financing statements executed in connection with the Premises; and shall deem proper. It is not necessary give advance written notice of any proposed change in Borrower’s name, identity or structure and will execute and deliver to Lender prior to or concurrently with such change all additional financing statements that Lender may require to establish and perfect the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionpriority of Lender’s security interest.
Appears in 2 contracts
Sources: Future Advance Mortgage and Security Agreement (Great Plains Ethanol LLC), Future Advance Mortgage and Security Agreement (Great Plains Ethanol LLC)
Security Agreement. (a) (i) This Security Instrument is both To the extent the Mortgaged Property consists of UCC Collateral or items of personal property which are Fixtures under applicable Laws, this Mortgage shall also be construed as a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “security agreement” within the meaning of agreement under the UCC. The Property includes both real Mortgagor, in order to secure the due and personal property punctual payment and all other rights performance of the Obligations, hereby grants to Mortgagee for its benefit and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debtbenefit of the Secured Parties, a security interest in the Property and to the full extent that the Property may be subject to the such UCC Collateral and Fixtures (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”excluding therefrom Excluded Property). If an Event Upon and during the continuance of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shallthe Mortgagee shall be entitled with respect to the UCC Collateral and Fixtures, to exercise all remedies hereunder or any other Loan Document or available under the UCC with respect thereto and all other remedies available under applicable law. Without limiting the foregoing, the UCC Collateral and Fixtures, may, at its expensethe Mortgagee’s option, (i) be sold hereunder together with any sale of any portion of the Mortgaged Property or otherwise, (ii) be sold separately pursuant to the UCC, or (iii) be dealt with by the Mortgagee in any other manner permitted under applicable Laws. The Mortgagee may require the Mortgagor to assemble the UCC Collateral and Fixtures, and make it available to Lender the Mortgagee at a convenient place acceptable to Lenderbe designated by the Mortgagee. Borrower shall pay to Lender on demand any The Mortgagor acknowledges and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any agrees that a disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower such collateral in accordance with the provisions hereof at least Mortgagee’s rights and remedies in respect to the Mortgaged Property as heretofore provided is a commercially reasonable disposition thereof; provided, however, that the Mortgagee shall give the Mortgagor prior notice of the time and place of any intended disposition not less than the greater of (x) such notice as may be required by any other Loan Document, (y) applicable Laws or (z) ten (10) days prior to such action, shall constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositiondays.
Appears in 2 contracts
Sources: Credit Agreement (Valvoline Inc), Credit Agreement (Ashland Inc.)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Mortgagor in the Property, and Mortgagor hereby grants to Lender a security interest in all portions of the Property constituting personal property or fixtures under the UCC. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower Mortgagor by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, to the extent allowed by Legal Requirements. the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower Mortgagor shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower Mortgagor shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower Mortgagor in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to BorrowerMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 2 contracts
Sources: Mortgage and Security Agreement (Lightstone Value Plus Real Estate Investment Trust, Inc.), Mortgage and Security Agreement (Lightstone Value Plus Real Estate Investment Trust, Inc.)
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Trust Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Trust Property. Borrower by executing and delivering this Security Instrument Deed of Trust has granted and hereby grants to LenderLender and Trustee, as security for the Debt, a security interest in the Trust Property to the full extent that the Trust Property may be subject to the UCC Uniform Commercial Code (said portion of the Trust Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 paragraph the “Collateral”"COLLATERAL"). This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. As such, this Deed of Trust covers all items of the Collateral that are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust.
(b) If an Event of Default shall occur, LenderLender and Trustee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender or Trustee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Defaultor Trustee, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender and Trustee at a convenient place acceptable to Lender. Borrower shall pay to Lender and Trustee on demand any and all expenses, including reasonable legal expenses attorneys' fees and attorneys’ feesdisbursements, incurred or paid by Lender and Trustee in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender and Trustee with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its sole discretion shall deem proper. It is not In the event of any change in name, identity or structure of Borrower, Borrower shall notify Lender and Trustee thereof and promptly after request shall execute (if necessary), file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Lender's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower shall, promptly after request, execute (if necessary), file and record such Uniform Commercial Code forms or continuation statements as Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Borrower's obligations under the Note, this Deed of Trust and any of the other Loan Documents. Borrower hereby irrevocably appoints Lender as its attomey-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Lender, as secured party, in connection with the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositioncovered by this Deed of Trust.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed Deed of trust, as applicable, Trust and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Trust Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Trustor in the Trust Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower Trustor, by executing and delivering this Security Instrument has granted Deed of Trust grants to LenderBeneficiary, as security for the DebtIndebtedness, a security interest in the Trust Property to the full extent that the Trust Property may be subject to the UCC Uniform Commercial Code (said such portion of the Trust Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 Paragraph the “Collateral”"COLLATERAL"). Trustor shall execute and deliver to Beneficiary, in form and substance satisfactory to Beneficiary, such financing statements and further assurances as Beneficiary may from time to time, reasonably request in order to create, perfect, and preserve the security interest(s) herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code and shall cover all items of the Collateral that are or are to become fixtures. Information concerning the security interest(s) herein granted may be obtained from Beneficiary upon request. If an Event of Default shall occur, LenderBeneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultBeneficiary, Borrower shall, Trustor shall at its expense, expense assemble the Collateral and make it available to Lender Beneficiary at a convenient place acceptable to LenderBeneficiary. Borrower Trustor shall pay to Lender Beneficiary on demand any and all expenses, including reasonable legal expenses and attorneys’ fees' fees and disbursements, reasonably incurred or paid by Lender Beneficiary in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender Beneficiary or Trustee with respect to the Collateral given sent to Borrower Trustor in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to BorrowerTrustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender Beneficiary to the payment of the Debt Indebtedness in such priority and proportions as Lender Beneficiary in its discretion shall deem proper. It is not Trustor shall notify Beneficiary and Trustee of any change in name, identity or structure of Trustor and shall promptly execute, file and record, at its sole cost and expense, such Uniform Commercial Code forms as are necessary to maintain the priority of the lien of Beneficiary and Trustee upon and security interest in the Collateral. In addition, Trustor shall promptly execute, file and record such additional Uniform Commercial Code forms or continuation statements as Beneficiary or Trustee shall deem necessary and shall pay all expenses and fees in connection with the filing and recording thereof, provided that no such additional documents shall increase the obligations of Trustor under the Note, this Deed of Trust or the other Loan Documents. Trustor hereby grants to Beneficiary and Trustee an irrevocable power of attorney, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary or Trustee, as secured party, in connection with the Collateral covered by this Deed of Trust.
(b) That portion of the Trust Property consisting of personal property and equipment, shall be present at owned by Trustor and shall not be the subject matter of any disposition thereof. Lender lease or other transaction whereby the ownership or any beneficial interest in any of such property is held by any person or entity other than Trustor nor shall have no obligation Trustor create or suffer to clean-up or otherwise prepare be created any security interest covering any such property as it may from time to time be replaced, other than the Collateral for dispositionsecurity interest created herein.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Individual Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Individual Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property and other property constituting the Property, whether now owned or hereafter acquired, to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, thereof and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Individual Borrower shall, at its expense, use commercially reasonable efforts to assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Individual Borrower shall pay to Lender on demand any and all reasonable out-of-pocket expenses, including reasonable legal expenses and attorneys’ fees, actually incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Individual Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Individual Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Individual Borrower’s (debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(secured party) is as set forth on page one hereof.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to MERS, as nominee of Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereofaddress of Lender (secured party) is as set forth on page one hereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionBorrower’s organizational ID no. is 4058123.
Appears in 1 contract
Sources: Deed of Trust and Security Agreement (Behringer Harvard Reit I Inc)
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Trust Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Trust Property. Borrower by executing and delivering this Security Instrument Deed of Trust has granted and hereby grants to LenderLender and Trustee, as security for the Debt, a security interest in the Trust Property to the full extent that the Trust Property may be subject to the UCC Uniform Commercial Code (said portion of the Trust Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 paragraph the “CollateralCOLLATERAL”). This Deed of Trust shall also constitute a “fixture filing” for the purposes of the Uniform Commercial Code. As such, this Deed of Trust covers all items of the Collateral that are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust.
(b) If an Event of Default shall occur, LenderLender and Trustee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender or Trustee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Defaultor Trustee, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender and Trustee at a convenient place acceptable to Lender. Borrower shall pay to Lender and Trustee on demand any and all expenses, including reasonable legal expenses and attorneys’ feesfees and disbursements, incurred or paid by Lender and Trustee in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender and Trustee with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its sole discretion shall deem proper. It is not In the event of any change in name, identity or structure of Borrower, Borrower shall notify Lender and Trustee thereof and promptly after request shall execute (if necessary), file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Lender’s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower shall, promptly after request, execute (if necessary), file and record such Uniform Commercial Code forms or continuation statements as Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Borrower’s obligations under the Note, this Deed of Trust and any of the other Loan Documents. Borrower hereby irrevocably appoints Lender as its attomey-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Lender, as secured party, in connection with the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositioncovered by this Deed of Trust.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to LenderAdministrative Agent, for the benefit of Administrative Agent and the Lenders, as security for the DebtObligations, a security interest in the Fixtures, the Equipment, the Personal Property and other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccurs, LenderAdministrative Agent, in addition to any other rights and remedies which it may have, shall will have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Administrative Agent may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following Administrative Agent after the occurrence, and during the continuance of an Event of Default, Borrower shallwill, at its expense, assemble the Collateral and make it available to Lender Administrative Agent at a convenient place (at the Land if tangible property) acceptable to LenderAdministrative Agent. Borrower shall will pay to Lender Administrative Agent on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender Administrative Agent in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender Administrative Agent with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days 10 Business Days prior to such action, shall will, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender Administrative Agent to the payment of the Debt Obligations in such priority and proportions as Lender Administrative Agent in its discretion shall deem deems proper. It The principal place of business of Borrower (Debtor) is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionaddress of Administrative Agent (Secured Party) is as set forth on page one hereof.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Mortgagor in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Mortgagor hereby grants to LenderMortgagee, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “"Collateral”"). If an Event of Default (as defined in the Loan Agreement) shall occuroccur and be continuing, LenderMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following Mortgagee after the occurrence and during the continuance of an Event of Default, Borrower Mortgagor shall, at its expense, assemble the Collateral and make it available to Lender Mortgagee at a convenient place (at the Land if tangible property) reasonably acceptable to LenderMortgagee. Borrower Mortgagor shall pay to Lender Mortgagee on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender Mortgagee in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral given sent to Borrower Mortgagor in accordance with the provisions hereof at least ten (10) days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to BorrowerMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender Mortgagee to the payment of the Debt in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. It Mortgagor's (debtor's) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionaddress of Mortgagee (secured party) is as set forth on page one hereof.
Appears in 1 contract
Sources: Open End Mortgage and Security Agreement (Pennsylvania Real Estate Investment Trust)
Security Agreement. (a) (i) This Security Instrument is Mortgage constitutes both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” ," within the meaning of the UCC. The Property , and the Collateral includes both real and personal property any and all other rights and interests, whether tangible or intangible in nature, of Borrower each Mortgagor in the PropertyCollateral. This Security Instrument is filed as a fixture filing and covers goods which are or are Information relative to become fixtures on the Propertysecurity interest created hereby may be obtained by application to Mortgagee at the address provided in the introductory clause. Borrower Each Mortgagor, by executing and delivering this Security Instrument Mortgage, has granted to Lender, as security for the Debt, Secured Obligations a lien on and security interest in such of the Property to the full extent that the Property may be subject to Collateral as is governed by the UCC (said portion in favor of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”)Mortgagee. If an During a Trigger Event of Default shall occurPeriod, LenderMortgagee, in addition to any other rights and remedies which that it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party Mortgagee upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of such of the Collateral as is governed by the UCC or any part thereofthereof and such other rights specified in Section 21(a)(ii)(C), and to take such other measures as Lender Mortgagee may deem necessary for the care, protection and preservation of the Collateralthereof. Upon request or demand of Lender following an Event of DefaultMortgagee, Borrower shall, the Company shall at its expense, expense assemble such of the Collateral as is governed by the UCC and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender Mortgagee on demand and shall reimburse Mortgagee for any and all expensesexpense, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender Mortgagee in protecting its interest in such of the Collateral as is governed by the UCC and in enforcing its the rights granted hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much such of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in governed by the county where the Premises is locatedUCC. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to such of the Collateral given as is governed by the UCC sent to Borrower either Mortgagor in accordance with the provisions hereof of this Mortgage at least ten (10) days prior to such action, action shall constitute reasonable notice to Borrowersuch Mortgagor. Any method of sale or disposition or other intended action in accordance with the UCC shall conclusively be deemed to be commercially reasonable within the meaning of the UCC unless objected to in writing by either the Company or the IDB within ten (10) days after receipt by such Mortgagor of such notice. The proceeds of any sale or disposition of such of the CollateralCollateral as is governed by the UCC, or any part thereof, may shall be applied by Lender Mortgagee to the payment of the Debt Secured Obligations in such order, priority and proportions as Lender set forth in Article VI of the Intercreditor Agreement. Notwithstanding anything contained in this Section 16 to the contrary, with respect to any Collateral that is also defined as "Collateral" under the Security Agreement, Mortgagee hereby reserves, and Mortgagee shall be entitled to exercise, each of its discretion rights, powers and remedies under the Security Agreement with respect to such Collateral. At the request of Mortgagee upon advice of counsel, each Mortgagor will execute one or more Financing Statements and renewals and amendments thereof pursuant to the UCC of any jurisdiction deemed applicable by Mortgagee in form satisfactory to Mortgagee, and the Company will pay the cost of filing the same in all public offices wherever filing is deemed by Mortgagee to be necessary or desirable. The Company covenants to execute and deliver Mortgagee, upon demand, such additional assurances, writings and other instruments as may be reasonably required by Mortgagee to effect the purpose hereof or to perfect the interest of Mortgagee in any security hereby given, including a copy of any opinion it may deliver to the Indenture Trustee in connection with the Indenture and a reliance letter addressed to it in connection therewith. Each Mortgagor hereby appoints (such appointment being coupled with an interest), until the Secured Obligations are paid in full, Mortgagee as attorney-in-fact for such Mortgagor and to execute in the name thereof any financing statements or other comparable documents reasonably deemed by Mortgagee to be necessary or desirable to perfect or protect or continue the lien and security interest hereby granted. Each Mortgagor hereby ratifies all that Mortgagee shall deem proper. It is not necessary that do or cause to be done as such Mortgagor's attorney-in-fact consistent with the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionforegoing.
Appears in 1 contract
Sources: Leasehold Mortgage, Assignment of Leases, Rents, Issues and Profits (Mobile Energy Services Co LLC)
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed Deed of trust, as applicable, Trust and a “"security agreement” " within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Trustor in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower Trustor by executing and delivering this Security Instrument Deed of Trust has granted and hereby grants to LenderBeneficiary, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said such portion of the Property so subject to the UCC being called in this Section 18.14 paragraph the “Collateral”"COLLATERAL"). This Deed of Trust shall also constitute a "fixture filing" for the purposes of the UCC and is to be filed for record in the real estate records where any part of the Property (including said fixtures) is situated. As such, this Deed of Trust covers all items of the Collateral that are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, LenderBeneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultBeneficiary, Borrower shall, Trustor shall at its expense, expense assemble the Collateral and make it available to Lender Beneficiary at a convenient place acceptable to LenderBeneficiary. Borrower Trustor shall pay to Lender Beneficiary on demand any and all expenses, including reasonable legal expenses attorneys' fees and attorneys’ feesdisbursements, incurred or paid by Lender Beneficiary in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender Beneficiary with respect to the Collateral given Collateral, sent to Borrower Trustor in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute commercially reasonable notice to BorrowerTrustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender Beneficiary to the payment of the Debt in such priority and proportions as Lender Beneficiary in its sole discretion shall deem proper. It is not In the event of any change in name, identity or structure of Trustor, Trustor shall notify Beneficiary thereof and promptly after request shall execute, file and record such UCC forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional UCC forms or continuation statements, Trustor shall, promptly after request, execute, file and record such UCC forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements (be they unsigned or signed only by Beneficiary as secured party) in connection with the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositioncovered by this Deed of Trust.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Mortgage, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property and other property constituting the Property, whether now owned or hereafter acquired, to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”"COLLATERAL"). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower's (Debtor's) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 1 contract
Sources: Mortgage and Security Agreement (Inland Western Retail Real Estate Trust Inc)
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Mortgagor in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Mortgage, Mortgagor hereby grants to LenderMortgagee, as security for the DebtObligations, a security interest in the Fixtures, the Equipment, the Personal Property and the other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, LenderMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following Mortgagee after the occurrence and during the continuance of an Event of Default, Borrower Mortgagor shall, at its expense, assemble the Collateral and make it available to Lender Mortgagee at a convenient place (at the Land if tangible property) reasonably acceptable to LenderMortgagee. Borrower Mortgagor shall pay to Lender Mortgagee on demand any and all out-of-pocket expenses, including reasonable legal expenses and attorneys’ feesfees and costs, incurred or paid by Lender Mortgagee in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral given sent to Borrower Mortgagor in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to BorrowerMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender Mortgagee to the payment of the Debt Indebtedness in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. It is not necessary that In the Collateral be present at event of any disposition thereof. Lender conflict or inconsistency between the terms of this Mortgage and the terms of the Security Agreement with respect to the collateral covered both therein and herein, the Security Agreement shall have no obligation control and govern to clean-up the extent of any such conflict or otherwise prepare the Collateral for dispositioninconsistency.
Appears in 1 contract
Sources: Term Loan Agreement (Hospitality Investors Trust, Inc.)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, trust and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (which shall be at the Land in the case of tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting as reasonably necessary to protect its interest in the Collateral and in enforcing to enforce its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten five (105) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law or provided herein, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (debtor) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(secured party) is as set forth on page one hereof.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, trust and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Mortgagor in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Mortgagor hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”"COLLATERAL"). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower Mortgagor shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower Mortgagor shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower Mortgagor in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to BorrowerMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Mortgagor's (Debtor's) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 1 contract
Sources: Open End Mortgage and Security Agreement (Glimcher Realty Trust)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Mortgagor in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Mortgagor hereby grants to LenderMortgagee, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment, the Personal Property and other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”"COLLATERAL"). If an Event of Default shall occuroccur and be continuing, LenderMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following Mortgagee after the occurrence and during the continuance of an Event of Default, Borrower Mortgagor shall, at its expense, assemble the Collateral and make it available to Lender Mortgagee at a convenient place (at the Land if tangible property) reasonably acceptable to LenderMortgagee. Borrower Mortgagor shall pay to Lender Mortgagee on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender Mortgagee in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral given sent to Borrower Mortgagor in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to BorrowerMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender Mortgagee to the payment of the Debt in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. It The principal place of business of Mortgagor (Debtor) is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionaddress of Mortgagee (Secured Party) is as set forth on page one hereof.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Mortgage, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property and other property constituting the Property, whether now owned or hereafter acquired, to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (Debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is Deed of Trust constitutes both a real property mortgage, deed to secure debt mortgage or deed of trust, as applicable, trust and a “security agreement,” within the meaning of the Texas UCC. The , and the Trust Property includes both real and personal property and all other rights and interestsinterest, whether tangible or intangible in nature, of Borrower the Grantor in the Trust Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower The Grantor by executing and delivering this Security Instrument Deed of Trust has granted to Lenderthe Beneficiary, as security for the DebtObligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur hereunder, Lenderthe Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code as in effect in the state of New York (the “UCC”), including, without limiting the generality of the foregoing, the right to take possession of the UCC Collateral or any part thereof, and to take such other measures as Lender the Beneficiary may deem necessary for the care, protection and preservation of the UCC Collateral. Upon request or demand of Lender following an Event of Defaultthe Beneficiary, Borrower shall, the Grantor shall at its expense, expense assemble the UCC Collateral and make it available to Lender the Beneficiary at a convenient place acceptable to Lenderthe Beneficiary. Borrower The Grantor shall pay to Lender the Beneficiary on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender the Beneficiary in protecting its interest in the UCC Collateral and in enforcing its rights hereunder with respect to the UCC Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender the Beneficiary with respect to the UCC Collateral given sent to Borrower the Grantor in accordance with the provisions hereof of this Deed of Trust at least ten (10) days prior to the date of any such sale, disposition or other action, shall constitute reasonable notice to Borrowerthe Grantor, and the method of sale or disposition or other intended action set forth or specified in such notice shall conclusively be deemed to be commercially reasonable within the meaning of the UCC unless objected to in writing by the Grantor within five (5) days after receipt by the Grantor of such notice. The proceeds of any sale or disposition of the UCC Collateral, or any part thereof, may be applied by Lender the Beneficiary to the payment of the Debt Obligations in such order, priority and proportions as Lender the Beneficiary in its discretion shall deem proper. It If any change shall occur in the Grantor's name, the Grantor shall promptly cause to be filed at its own expense, new financing statements as required under the UCC to replace those on file in favor of the Beneficiary. Conflicts between this Paragraph 28 and any provision of the Security Agreement of even date herewith between the Grantor and the Beneficiary shall be resolved in favor of the Security Agreement.
(b) Certain of the UCC Collateral is not necessary or will become “fixtures” (as that term is defined in the Texas UCC), and when this Deed of Trust is filed for record in the real estate records of the county where such fixtures are situated, it shall also automatically operate as a financing statement upon such of the UCC Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up which is or otherwise prepare the Collateral for dispositionmay become fixtures.
Appears in 1 contract
Sources: Deed of Trust (Smith & Wollensky Restaurant Group Inc)
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, trust and a “"security agreement” " within the meaning of the UCCUniform Commercial Code adopted and enacted by the state or states where any of the Mortgaged Property is located (the "Uniform Commercial Code"), made by and between Borrower, as debtor, and Lender, as secured party. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument Mortgage, Borrower has granted and hereby grants to Lender, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the UCC Uniform Commercial Code (said portion of the Mortgaged Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 herein referred to as the “"Collateral”""). If an Event of Default shall occur, . Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, demand any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultLender, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable including, without limitation, legal expenses and attorneys’ ' fees, incurred or paid by Lender ▇▇▇▇▇▇ in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.22
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment, the Personal Property and other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand within ten (10) Business Days after written request therefor any and all out-of-pocket expenses, including reasonable legal expenses and attorneys’ feesfees of outside counsel, actually incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It The principal place of business of Borrower (Debtor) is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 1 contract
Sources: Fee and Leasehold Mortgage and Security Agreement (Morgans Hotel Group Co.)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, trust and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Trustor in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Trustor hereby grants to LenderAdministrative Agent, for the benefit of Administrative Agent and the Lenders, as security for the DebtObligations, a security interest in the Fixtures, the Equipment, the Personal Property and other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccurs, LenderAdministrative Agent, in addition to any other rights and remedies which it may have, shall will have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Administrative Agent may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following Administrative Agent after the occurrence, and during the continuance, of an Event of Default, Borrower shallTrustor will, at its expense, assemble the Collateral and make it available to Lender Administrative Agent at a convenient place (at the Land if tangible property) acceptable to LenderAdministrative Agent. Borrower shall Trustor will pay to Lender Administrative Agent on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender Administrative Agent in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence, and during the continuance, of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender Administrative Agent with respect to the Collateral given sent to Borrower Trustor in accordance with the provisions hereof at least ten (10) days 10 Business Days prior to such action, shall will, except as otherwise provided by applicable law, constitute reasonable notice to BorrowerTrustor. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender Administrative Agent to the payment of the Debt Obligations in such priority and proportions as Lender Administrative Agent in its discretion shall deem deems proper. It The principal place of business of Trustor (Debtor) is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionaddress of Administrative Agent (Secured Party) is as set forth on page one hereof.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property and other property constituting the Property, whether now owned or hereafter acquired, to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender ▇▇▇▇▇▇ in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower's (debtor's) principal place of business is not necessary that as set forth on page one (1) hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(secured party) is as set forth on page one (1) hereof.
Appears in 1 contract
Sources: Deed of Trust, Security Agreement and Fixture Filing (Glimcher Realty Trust)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, lien instrument and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Security MORTGAGE, SECURITY AGREEMENT AND FIXTURE FINANCING STATEMENT - Page 49 Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Debt, a security interest in the Security Property to the full extent that the Security Property may be subject to the UCC Uniform Commercial Code (said portion of the Security Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “"Collateral”"). This Security Instrument covers all items of the Collateral that are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Security Instrument. The record owner of the Security Property is Borrower.
(b) If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand After the occurrence, and during the continuance, of Lender following an Event of Default, upon request or demand of Lender, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all actual out-of-pocket expenses, including reasonable legal expenses attorneys' fees and attorneys’ feesdisbursements, incurred or paid by Lender in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten five (105) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its sole discretion shall deem proper. It is not In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereof and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Lender's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender shall deem necessary, and shall pay all actual, out-of-pocket expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Borrower's obligations under the Note, this Security Instrument and any of the other Loan Documents. Borrower hereby irrevocably appoints Lender 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 Lender, as secured party, in connection with the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositioncovered by this Security Instrument.
Appears in 1 contract
Sources: Mortgage, Security Agreement and Fixture Financing Statement (Prime Group Realty Trust)
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Mortgagor in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Mortgage, Borrower and Operator each hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in all Property, including without limitation the Fixtures, the Equipment, the Personal Property and Rents to the full extent that such Property, including without limitation the Fixtures, the Equipment, the Personal Property and Rents may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower and Operator each shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower Mortgagor shall pay to Lender on within ten (10) Business Days after demand therefor, any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower Mortgagor in accordance with Section 10.6 of the provisions hereof Loan Agreement at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to BorrowerMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It The principal place of business of Borrower and Operator (each, debtor) is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(secured party) is as set forth on page one hereof.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Mortgage, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property and other property constituting the Property, whether now owned or hereafter acquired, to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon a default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(secured party) is as set forth on page one hereof.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Mortgagor in the PropertyProperty including all accounts established by Agent pursuant to the Credit Agreement, the Security Agreement and any other Credit Document. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Mortgage, Mortgagor hereby grants to LenderAgent, for the benefit of the Secured Parties, as security for the DebtObligations, a security interest in the Fixtures, the Equipment, the Personal Property and the other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, LenderAgent, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Agent may deem necessary for the care, protection and preservation of the Collateral. Upon written request or demand of Lender following Agent after the occurrence and during the continuance of an Event of Default, Borrower Mortgagor shall, at its expense, assemble the Collateral and make it available to Lender Agent at a convenient place (at the Land if tangible property) reasonably acceptable to LenderAgent. Borrower Mortgagor shall pay to Lender on Agent within five (5) Business Days following written demand any and all reasonable, actual, fees and out-of-pocket expenses, including reasonable legal expenses and attorneys’ feesfees and costs, incurred or paid by Lender Agent or the Secured Parties in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender Agent with respect to the Collateral given sent to Borrower Mortgagor in accordance with the provisions hereof at least ten five (105) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to BorrowerMortgagor. The Upon the occurrence and during the continuance of an Event of Default, the proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, the Credit Agreement or the Security Agreement, be applied by Lender Agent to the payment of the Debt Obligations in such priority and proportions as Lender Agent in its discretion shall deem proper. It Mortgagor’s (debtor’s) principal place of business is not necessary that as set forth on the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare first page hereof and the Collateral for dispositionaddress of Agent (secured party) is as set forth on the first page hereof.
Appears in 1 contract
Sources: Credit and Guaranty Agreement (BlueLinx Holdings Inc.)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(secured party) is as set forth on page one hereof.
Appears in 1 contract
Sources: Fee and Leasehold Deed to Secure Debt and Security Agreement (Behringer Harvard Reit I Inc)
Security Agreement. (a) (i) This Security Instrument Deed is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument Deed, Borrower has granted and thereby grants to Lender, as security for the Debt, a security interest in the Property to the full extent of Borrower’s interest therein and to the extent that the Property may be subject to the UCC Uniform Commercial Code (said such portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If Borrower hereby agrees with Lender to execute and deliver to Lender, in form and substance satisfactory to Lender, such financing statements and such further assurances as Lender may from time to time reasonably consider necessary to create, perfect or preserve Lender’s security interest therein granted. This Deed shall also be effective as a financing statement covering any other property and may be filed in any other appropriate filing or recording office. All or part of the Property are or are to become fixtures. During the continuance of an Event of Default shall occurDefault, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, Uniform Commercial Code including, without limiting the generality of the foregoinglimitation, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultLender, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender at a convenient place acceptable to Lenderthe Land. Borrower shall pay to Lender on demand any and all expenses, including Lender’s reasonable legal expenses and attorneys’ fees, necessarily incurred or paid by Lender in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereof and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Lender’s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall reasonably require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Borrower’s obligations under the Note, this Deed and the other Loan Documents. Borrower hereby irrevocably appoints Lender as its attorney-in-fact, coupled with an interest, to file, if Borrower fails to do so within fifteen (15) Business Days after notice thereof from Lender, with the appropriate public office on its behalf any financing or other statements signed only by Lender, as secured party, in connection with the Collateral be present at any disposition thereofcovered by this Deed.
(b) BORROWER HEREBY KNOWINGLY, INTENTIONALLY AND VOLUNTARILY WAIVES ALL RIGHTS WHICH BORROWER HAS UNDER CHAPTER 14 OF TITLE 44 OF THE OFFICIAL CODE OF GEORGIA OR UNDER ANY SIMILAR PROVISION OF APPLICABLE LAW TO NOTICE AND TO A JUDICIAL HEARING PRIOR TO A WRIT OF POSSESSION ENTITLING LENDER, ITS SUCCESSORS AND ASSIGNS TO POSSESSION OF THE COLLATERAL UPON AN EVENT OF DEFAULT. Lender shall have no obligation to cleanWITHOUT LIMITING ANY OTHER RIGHT WHICH SECURED PARTY MAY HAVE, BORROWER CONSENTS THAT, IF LENDER FILES A PETITION FOR AN IMMEDIATE WRIT OF POSSESSION IN COMPLIANCE WITH SECTION ▇▇-up or otherwise prepare the Collateral for disposition▇▇-▇▇▇ AND ▇▇-▇▇▇-▇▇▇ OF THE OFFICIAL CODE OF GEORGIA OR UNDER ANY SIMILAR PROVISION OF APPLICABLE LAW AND THIS WAIVER OR A COPY HEREOF IS ALLEGED IN SUCH PETITION AND ATTACHED THERETO, THE COURT BEFORE WHICH SUCH PETITION IS FILED MAY DISPENSE WITH ALL RIGHTS AND PROCEDURES HEREIN WAIVED AND MAY ISSUE FORTHWITH AN IMMEDIATE WRIT OF POSSESSION IN ACCORDANCE WITH CHAPTER 14 OF TITLE 44 OF THE OFFICIAL CODE OF GEORGIA OR IN ACCORDANCE WITH ANY SIMILAR PROVISION OF APPLICABLE LAW, WITHOUT THE NECESSITY OF AN ACCOMPANYING BOND AS OTHERWISE REQUIRED BY SECTION ▇▇-▇▇-▇▇▇ OF THE OFFICIAL CODE OF GEORGIA OR IN ACCORDANCE WITH ANY SIMILAR PROVISION OF APPLICABLE LAW. BORROWER HEREBY ACKNOWLEDGES THAT IT HAS READ AND FULLY UNDERSTANDS THE TERMS OF THIS WAIVER AND THE EFFECT HEREOF.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Grantor in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower Grantor by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower Grantor shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower Grantor shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower Grantor in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to BorrowerGrantor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 1 contract
Sources: Mortgage, Security Agreement, Assignment of Rents and Fixture Filing (RLJ Lodging Trust)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(secured party) is as set forth on page one hereof.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is both a real Insofar as the machinery, apparatus, equipment, fittings, fixtures, building supplies and materials, general intangibles and articles of personal property mortgageeither referred to or described in this Instrument, deed to secure debt or deed of trust, as applicable, in any way connected with the use and a “security agreement” within the meaning enjoyment of the UCC. The Property includes both real and personal property and all other rights and interestsis concerned, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, Grantor grants unto Beneficiary a security interest therein and this Instrument is hereby made and declared to be a security agreement, encumbering each and every item of personal property (the “Personal Property”) included herein, in compliance with the provisions of the Uniform Commercial Code as enacted in the Property to the full extent that the Property may be subject to the UCC applicable jurisdiction as set forth in Section 3.04 below (said portion of the Property so subject to the UCC being called in this Section 18.14 the “CollateralUCC”). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and Beneficiary may exercise immediately and without demand, any and or all rights and of the remedies granted to of a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder Uniform Commercial Code with respect to the Collateralany personal property. Any disposition pursuant to notification required by the UCC shall be deemed reasonably and properly given if sent in accordance with the notice provisions of so much this Instrument at least ten (10) days before any sale or other disposition of the Collateral as may constitute personal property Personal Property. Disposition of the Personal Property shall be considered deemed commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised of general circulation in the county community where the Premises Property is located. Any notice It shall be deemed commercially reasonable for Beneficiary to dispose of salethe Personal Property without giving any warranties as to the Personal Property and specifically disclaiming all disposition warranties. A financing statement or statements affecting all of said personal property aforementioned, disposition or other intended action by Lender shall be appropriately filed. The remedies for any violation of the covenants, terms and conditions of the security agreement herein contained shall be (i) as prescribed herein with respect to the Collateral given Property, or (ii) as prescribed by general law, or (iii) as prescribed by the specific statutory consequences now or hereafter enacted and specified in said UCC, all at Beneficiary’s sole election. Grantor and Beneficiary agree that the filing of such financing statement(s) in the records normally having to Borrower do with personal property shall never be construed as in accordance any way derogating from or impairing this declaration and hereby stated intention of Grantor and Beneficiary that everything used in connection with the production of income from the Property and/or adapted for use therein and/or which is described or reflected in this Instrument, is to the full extent provided by law, and at all times and for all purposes and in all proceedings both legal or equitable shall be, regarded as part of the real estate irrespective of whether (i) any such item is physically attached to the Improvements, (ii) serial numbers are used for the better identification of certain items capable of being thus identified in a recital contained herein, or (iii) any such item is referred to or reflected in any such financing statement(s) so filed at any time. Similarly, the mention in any such financing statement(s) of the rights in and to (1) the proceeds of any fire and/or hazard insurance policy, or (2) any award in eminent domain proceedings for a taking or for loss of value, or (3) Grantor’s interest as lessor in any present or future lease or rights to income growing out of the use and/or occupancy of the Property, whether pursuant to lease or otherwise, shall never be construed as in any way altering any of the rights of Beneficiary as determined by this Instrument, subject to the provisions hereof of the Credit Agreement, or impugning the priority of Beneficiary’s lien granted hereby or by any other recorded document, but such mention in such financing statement(s) is declared to be for the protection of Beneficiary in the event any court shall at least ten any time hold with respect to the foregoing (101), (2) or (3), that notice of Beneficiary’s priority of interest to be effective against a particular class of persons, must be filed in the UCC records.
(b) Grantor warrants that (i) Grantor’s (that is, “Debtor’s”) correct legal name (including, without limitation, punctuation and spacing) indicated on the public record of Grantor’s jurisdiction of organization, identity or corporate structure, residence or chief executive office and jurisdiction of organization are as set forth in Subsection 1.10(c) hereof; (ii) Grantor (that is, “Debtor”) has been using or operating under said name, identity or corporate structure without change for the time period set forth in Subsection 1.10(c) hereof, and (iii) the location of the Personal Property secured by this Instrument is upon the Land (except that the books and records related to the Property may be stored and maintained at another site). Grantor covenants and agrees that Grantor shall not change any of the matters addressed by clauses (i) or (iii) of this Subsection 1.10(b) unless it has given Beneficiary thirty (30) days prior written notice of any such change and has executed or authorized at the request of Beneficiary such additional financing statements or other instruments in such jurisdictions as Beneficiary may deem necessary or advisable in its sole discretion to such actionprevent any filed financing statement from becoming misleading or losing its perfected status.
(c) The information contained in this Subsection 1.10(c) is provided in order that this Instrument shall comply with the requirements of the Uniform Commercial Code, shall constitute reasonable notice as enacted in the State of Colorado, for instruments to Borrowerbe filed as financing statements. The proceeds names of the “Debtor” and the “Secured Party”, the identity or corporate structure, jurisdiction of organization, organizational number, federal tax identification number, and residence or chief executive office of “Debtor”, and the time period for which “Debtor” has been using or operating under said name and identity or corporate structure without change, are as set forth in Schedule 1 of Exhibit “C” attached hereto and by this reference made a part hereof; the mailing address of the “Secured Party” from which information concerning the security interest may be obtained, and the mailing address of “Debtor”, are as set forth in Schedule 2 of Exhibit “C” attached hereto; and a statement indicating the types, or describing the items, of Personal Property secured by this Instrument is set forth hereinabove.
(d) Exhibit “C” correctly sets forth all names and tradenames that Grantor has used within the last five years, and also correctly sets forth the locations of all of the chief executive offices of Grantor over the last five years.
(e) The Grantor hereby covenants and agrees that:
(1) Grantor shall not merge or consolidate into, or transfer any of the Property to, any other person or entity except as permitted under the Credit Agreement.
(2) Grantor shall, at any time and from time to time, take such steps as Beneficiary may reasonably request for Beneficiary (A) to obtain an acknowledgment, in form and substance reasonably satisfactory to Beneficiary, of any disposition bailee having possession of any of the CollateralProperty, stating that the bailee holds possession of such Property on behalf of Beneficiary, (B) to obtain “control” of any investment property, deposit accounts, letter-of-credit rights, or electronic chattel paper (as such terms are defined by the UCC with corresponding provisions thereof defining what constitutes “control” for such items of collateral), with any part agreements establishing control to be in form and substance reasonably satisfactory to Beneficiary, and (C) otherwise to insure the continued perfection and priority of the Beneficiary’s security interest in any of the Property and of the preservation of its rights therein. If Grantor shall at any time, acquire a “commercial tort claim” (as such term is defined in the UCC) with respect to the Property or any portion thereof, Grantor shall promptly notify Beneficiary thereof in writing, providing a reasonable description and summary thereof, and shall execute a supplement to this Instrument in form and substance acceptable to Beneficiary granting a security interest in such commercial tort claim to Beneficiary.
(3) Grantor hereby authorizes Beneficiary, its counsel or its representative, at any time and from time to time, to file financing statements, amendments and continuations that describe or relate to the Property or any portion thereof in such jurisdictions as Beneficiary may deem necessary or desirable in order to perfect the security interests granted by Grantor under this Instrument or any other Loan Document, and such financing statements may contain, among other items as Beneficiary may deem advisable to include therein, the federal tax identification number of Grantor.
(4) Grantor shall not license, lease, sell or otherwise transfer any of the general intangibles to any third party during the term of this Instrument and the Credit Agreement without the prior written consent of the Beneficiary (which consent may be applied by Lender withheld in the Beneficiary’s sole discretion); and the Grantor will continue to use all trademarks, service marks and trade names in a consistent manner and shall take all steps necessary to properly maintain any formal registrations on the payment general intangibles, and to defend and enforce them, for the term of this Instrument and the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionCredit Agreement.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is Deed of Trust constitutes both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCC. The Uniform Commercial Code of the State of California and the Trust Property includes both real and personal property and all other rights and interestsinterest, whether tangible or intangible in nature, of Borrower Trustor in the Trust Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower Trustor, by executing and delivering this Security Instrument Deed of Trust, has granted to LenderBeneficiary, as security for the DebtObligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion such of the Trust Property so subject to as is governed by the UCC being called in this Section 18.14 Uniform Commercial Code. Upon the “Collateral”). If occurrence and continuation of an Event of Default shall occurhereunder, LenderBeneficiary, in addition to any other rights and remedies which it may have, shall have has and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, Uniform Commercial Code including, without limiting the generality of the foregoing, the right to take possession of such of the Collateral Trust Property as is governed by the Uniform Commercial Code personally, through an agent or any part thereofby means of a court-appointed receiver, and to take such other measures as Lender Beneficiary may deem necessary for the care, protection and preservation of such part of the CollateralTrust Property. Upon request or demand of Lender following an Event of DefaultBeneficiary, Borrower shall, Trustor will at its expense, expense assemble such of the Collateral Trust Property as is governed by the Uniform Commercial Code and make it available to Lender Beneficiary at a convenient place acceptable to LenderBeneficiary. Borrower shall Trustor will pay or arrange to Lender be paid to Beneficiary on demand any and all reasonable and documented expenses, including reasonable legal expenses expense and attorneys’ ' fees, incurred or paid by Lender Beneficiary in protecting its the interest in the Collateral Trust Property herein granted and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much such part of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedTrust Property. Any notice of sale, disposition or other intended action by Lender Beneficiary with respect to such part of the Collateral given Trust Property sent to Borrower Trustor in accordance with the provisions hereof of this Deed of Trust at least thirty (30) days prior to the date of any such sale, disposition or other action, will constitute reasonable notice to Trustor, and the method of sale or disposition or other intended action set forth or specified in such notice will conclusively be deemed to be commercially reasonable within the meaning of the Uniform Commercial Code unless objected to in writing by Trustor within ten (10) days prior to after receipt by Trustor of such action, shall constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionnotice.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is Deed of Trust constitutes both a real property mortgage, deed to secure debt mortgage or deed of trust, as applicable, trust and a “security agreement,” within the meaning of the Texas UCC. The , and the Trust Property includes both real and personal property and all other rights and interestsinterest, whether tangible or intangible in nature, of Borrower the Grantor in the Trust Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower The Grantor by executing and delivering this Security Instrument Deed of Trust has granted to Lenderthe Beneficiary, as security for the DebtObligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur hereunder, Lenderthe Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Texas UCC, including, without limiting the generality of the foregoing, the right to take possession of the UCC Collateral or any part thereof, and to take such other measures as Lender the Beneficiary may deem necessary for the care, protection and preservation of the UCC Collateral. Upon request or demand of Lender following an Event of Defaultthe Beneficiary, Borrower shall, the Grantor shall at its expense, expense assemble the UCC Collateral and make it available to Lender the Beneficiary at a convenient place acceptable to Lenderthe Beneficiary. Borrower The Grantor shall pay to Lender the Beneficiary on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender the Beneficiary in protecting its interest in the UCC Collateral and in enforcing its rights hereunder with respect to the UCC Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender the Beneficiary with respect to the UCC Collateral given sent to Borrower the Grantor in accordance with the provisions hereof of this Deed of Trust at least ten (10) days prior to the date of any such sale, disposition or other action, shall constitute reasonable notice to Borrowerthe Grantor, and the method of sale or disposition or other intended action set forth or specified in such notice shall conclusively be deemed to be commercially reasonable within the meaning of the Texas UCC unless objected to in writing by the Grantor within five (5) days after receipt by the Grantor of such notice. The proceeds of any sale or disposition of the UCC Collateral, or any part thereof, may be applied by Lender the Beneficiary to the payment of the Debt Obligations in such order, priority and proportions as Lender the Beneficiary in its discretion shall deem proper. It If any change shall occur in the Grantor’s name, the Grantor shall promptly cause to be filed at its own expense, new financing statements as required under the Texas UCC to replace those on file in favor of the Beneficiary. Conflicts between this Paragraph 28 and any provision of the Security Agreement of even date herewith between the Grantor and the Beneficiary shall be resolved in favor of the Security Agreement.
(b) Certain of the UCC Collateral is not necessary or will become “fixtures” (as that term is defined in the UCC), and when this Deed of Trust is filed for record in the real estate records of the county where such fixtures are situated, it shall also automatically operate as a financing statement upon such of the UCC Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up which is or otherwise prepare the Collateral for dispositionmay become fixtures.
Appears in 1 contract
Sources: Deed of Trust (Smith & Wollensky Restaurant Group Inc)
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Mortgage, Borrower hereby grants to MERS, as nominee of Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “"Collateral”"). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower's (debtor's) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereofaddress of Lender (secured party) is as set forth on page one hereof. Lender shall have no obligation to cleanBorrower's organizational ID no. is 14-up or otherwise prepare the Collateral for disposition1838660.
Appears in 1 contract
Sources: Mortgage and Security Agreement (Behringer Harvard Reit I Inc)
Security Agreement. (a) (i) This Security Instrument is Mortgage constitutes both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” ", within the meaning of the UCC. The Uniform Commercial Code, and the Mortgaged Property includes both real and personal property and all other rights and interestsinterest, whether tangible or intangible in nature, of Borrower the Mortgagor in the Mortgaged Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower The Mortgagor by executing and delivering this Security Instrument Mortgage has granted to Lenderthe Mortgagee, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”)Equipment. If an Event of Default shall occuroccurs under the Loan Agreement or this Mortgage, Lenderthe Mortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral Equipment or any part thereof, and to take such other measures as Lender the Mortgagee may deem necessary for the care, protection and preservation of the CollateralEquipment. Upon request or demand of Lender following an Event of Defaultthe Mortgagee, Borrower shall, the Mortgagor shall at its expense, expense assemble the Collateral Equipment and make it available to Lender the Mortgagee at a convenient place acceptable to Lenderthe Mortgagee. Borrower The Mortgagor shall pay to Lender the Mortgagee on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender the Mortgagee in protecting its interest in the Collateral Equipment and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedEquipment. Any notice of sale, disposition or other intended action by Lender the Mortgagee with respect to the Collateral given Equipment sent to Borrower the Mortgagor in accordance with the provisions hereof of this Mortgage at least ten seven (107) days prior to the date of any such sale, disposition or other action, shall constitute reasonable notice to Borrower. The proceeds the Mortgagor, and the method of any sale or disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt other intended action set forth or specified in such priority and proportions as Lender in its discretion notice shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.conclusively
Appears in 1 contract
Sources: Open Ended Mortgage, Security Agreement and Assignment of Leases and Rents (Igi Inc)
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Mortgage, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property and other property constituting the Property, whether now owned or hereafter acquired, to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC 90526305v3 Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower’s (Debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCC. The Uniform Commercial Code adopted and enacted by the state or states where any of the Mortgaged Property includes both real is located (the “Uniform Commercial Code”), made by and personal property between Borrower, as debtor, and all other rights and interestsLender, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Propertysecured party. Borrower by executing and delivering this Security Instrument has granted hereby grants to Lender, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the UCC Uniform Commercial Code (said portion of the Mortgaged Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 herein referred to as the “Collateral”). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, demand any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultLender, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ attorney fees, incurred or paid by Lender in protecting its the interest in the Collateral and in enforcing its Lender’s rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten five (105) days prior to such action, shall constitute commercially reasonable notice to Borrower. The Collateral may be sold in such manner, portions, order or parcels as Lender may determine, with or without having first taken possession of same. The right of sale arising out of any Event of Default shall not be exhausted by any one or more sales or attempted sales, any other action, proceeding, or other exercise of a remedy, and the liens granted by this Security Instrument shall continue unimpaired. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 1 contract
Sources: Mortgage, Security Agreement, Assignment of Leases and Rents and Fixture Filing (Grubb & Ellis Co)
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed of trust, as applicable, trust and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Deed of Trust, Borrower hereby grants to LenderBeneficiary, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property and other property constituting the Property, whether now owned or hereafter acquired, to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, LenderBeneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such EXHIBIT G-1 – CBL 4873-9001-7310\2 other measures as Lender Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following Beneficiary after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender Beneficiary at a convenient place (at the Land if tangible property) reasonably acceptable to LenderBeneficiary. Borrower shall pay to Lender Beneficiary on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender Beneficiary in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender Beneficiary with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender Beneficiary to the payment of the Debt in such priority and proportions as Lender Beneficiary in its discretion shall deem proper. It Borrower’s (debtor’s) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionaddress of Beneficiary (secured party) is as set forth on page one hereof.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Grantor in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Deed of Trust, Grantor hereby grants to LenderAgent, as security for the DebtSecured Obligations (as hereinafter defined), a security interest in the Property to the full extent that the Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Personal Property Collateral”). If an Event of Default shall occuroccur and be continuing, LenderAgent, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Personal Property Collateral or any part thereof, and to take such other measures as Lender Agent may deem necessary for the care, protection and preservation of the Personal Property Collateral. Upon request or demand of Lender following Agent after the occurrence and during the continuance of an Event of Default, Borrower Grantor shall, at its expense, assemble the Personal Property Collateral and make it available to Lender Agent at a convenient place (at the Land if tangible property) reasonably acceptable to LenderAgent. Borrower Grantor shall pay to Lender Agent on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Agent, individually and/or as agent for the Lender Group and any Bank Product Provider (collectively, the “Secured Parties”), in protecting its Agent’s and any other Secured Party’s interest in the Personal Property Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Personal Property Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender Agent with respect to the Personal Property Collateral given sent to Borrower Grantor in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to BorrowerGrantor. The proceeds of any disposition of the Personal Property Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender Agent to the payment of the Debt Secured Obligations in such priority and proportions as Lender Agent in its discretion shall deem proper. It Grantor’s (debtor’s) principal place of business is as set forth on page one hereof and the address of Agent (secured party) is as set forth on page one hereof. To the extent permitted by law, Grantor and Agent agree that with respect to all items of Personal Property which are or will become fixtures on the Land, this Deed of Trust, upon recording or registration in the real estate records of the proper office, shall constitute a “fixture filing” within the meaning of Sections 9313 and 9402 of the California Commercial Code. Grantor is the record owner of the Land. The foregoing notwithstanding, to the extent of a conflict between the terms of this Section 1.3(a) and the terms of the Security Agreement, the terms of the Security Agreement shall control.
(b) By exercising any of Agent’s rights or remedies under Section 1.3, Grantor acknowledges and agrees that Agent shall not necessary be deemed to have exercised any equitable right of setoff, foreclosed any statutory banker’s lien, initiated or prosecuted any “action” to enforce the rights and obligations secured by this Deed of Trust, or the loan documents, as the term “action” is used in California Code of Civil Procedure Section 726 (“Section 726”), or to have violated the “Security First” principle of Section 726. Accordingly, the exercise of any or all of Agent’s rights and remedies under Section 1.3 shall not in any way prejudice or affect Agent’s right to initiate and complete a judicial or non-judicial foreclosure under this Deed of Trust. This Deed of Trust evidences the consensual granting of a personal property security interest in any reserves as permitted by the Uniform Commercial Code; the parties do not intend that the Collateral be present at exercise by Agent of any disposition thereof. Lender of its rights or remedies hereunder shall have no obligation to clean-up any different consequences under Section 726 than the exercise of rights or otherwise prepare the Collateral for dispositionremedies under any other security agreement under which a secured party has been granted a security interest in other types of personal property.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is Mortgage constitutes both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCC. The Uniform Commercial Code, and the Mortgaged Property includes both real and personal property and all other rights and interestsinterest, whether tangible or intangible in nature, of Borrower the Mortgagor in the Mortgaged Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur under the Notes or this Mortgage, Lenderthe Mortgagee and the Collateral Agent on behalf of the Mortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral Mortgaged Property or any part thereof, and to take such other measures as Lender the Mortgagee or the Collateral Agent may deem necessary for the care, protection and preservation of the CollateralMortgaged Property. Upon request or demand of Lender following an Event of Defaultthe Collateral Agent, Borrower shall, the Mortgagor shall at its expense, expense assemble the Collateral Mortgaged Property and make it available to Lender the Collateral Agent at a convenient place acceptable to Lenderthe Collateral Agent. Borrower The Mortgagor shall pay to Lender the Collateral Agent on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender in protecting its interest in the Collateral and Agent in enforcing or exercising its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedMortgaged Property. Any notice of sale, disposition or other intended action by Lender the Mortgagee or Collateral Agent with respect to the Collateral given Mortgaged Property sent to Borrower the Mortgagor in accordance with the provisions hereof of this Mortgage at least ten seven (107) days prior to the date of any such sale, disposition or other action, shall constitute reasonable notice to Borrowerthe Mortgagor, and the method of sale or disposition or other intended action set forth or specified in such notice shall conclusively be deemed to be commercially reasonable within the meaning of the Uniform Commercial Code unless objected to in writing by the Mortgagor within five (5) days after receipt by the Mortgagor of such notice. The proceeds of any sale or disposition of the CollateralMortgaged Property, or any part thereof, may be applied by Lender the Mortgagee to the payment of the Debt in such order, priority and proportions as Lender the Mortgagee in its discretion shall deem proper. It is not necessary that If any change shall occur in the Mortgagor's name, the Mortgagor shall promptly cause to be filed at its own expense, new financing statements as required under the Uniform Commercial Code to replace those on file in favor of the Mortgagee or Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionAgent on behalf of Mortgagee.
Appears in 1 contract
Sources: Mortgage, Security Agreement and Assignment of Leases and Rents (Nexmed Inc)
Security Agreement. (a) (i) This Security Instrument Agreement is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ feesfees and all transfer taxes, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, action shall constitute reasonable notice to Borrower.
(b) Borrower hereby irrevocably appoints Lender 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 Lender, as secured party, or, to the extent permitted under the UCC, unsigned, in connection with the Collateral covered by this Agreement. Such financing statements may, at the option of Lender, describe the Collateral as “all assets” or “all personal property” of Borrower.
(c) Borrower will furnish to Lender from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as Lender may reasonably request, all in reasonable detail.
(d) The proceeds powers conferred on Lender hereunder are solely to protect Lender’s interest in the Collateral and shall not impose any duty upon it to exercise any such powers. Except for the safe custody of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender Collateral in its discretion shall deem proper. It is not necessary that possession and the Collateral be present at any disposition thereof. accounting for moneys actually received by it hereunder, Lender shall have no obligation duty (and neither Lender nor any of its partners, members, officers, directors, employees or agents shall be responsible to clean-up Borrower for any act or otherwise prepare failure to act) as to any Collateral, as to ascertaining or taking action with respect to calls, conversions, exchanges, maturities, tenders or other matters relating to any Collateral, whether or not Lender has or is deemed to have knowledge of such matters, or as to the taking of any necessary steps to preserve rights against any parties or any other rights pertaining to any Collateral. Lender shall be deemed to have exercised reasonable care in the custody and preservation of any Collateral for dispositionin its possession if such Collateral is accorded treatment substantially equal to that which it accords its own property.
Appears in 1 contract
Sources: Loan and Security Agreement (KBS Real Estate Investment Trust, Inc.)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “"security agreement” " within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “"Collateral”"). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s 's sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 1 contract
Sources: Mortgage, Security Agreement, Assignment of Rents and Fixture Filing (CNL Hotels & Resorts, Inc.)
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Deed of Trust, Borrower hereby grants to Lender, as security for the DebtObligations, a security interest in the Fixtures, the Equipment, the Personal Property and the other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ feesfees and costs, incurred or paid by Lender ▇▇▇▇▇▇ in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the CollateralCollateral after the occurrence and during the continuance of an Event of Default. Any disposition pursuant to To the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any extent permitted by law, any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten thirty (1030) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It The principal place of business of Borrower (Debtor) is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a mortgage ------------------- of real property mortgage, deed to secure debt or deed and a grant of trust, as applicablea security interest in personal property, and shall constitute and serve as a “security agreement” "Security Agreement" and a "fixture filing" within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower uniform commercial code as adopted in the Propertystate wherein the Premises are located ("UCC"). This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument Grantor has hereby granted to Lender, as security for the Debt, unto --- Beneficiary a security interest in and to all the Trust Property to described in this Deed of Trust that is not real property as further security for the full extent that the Property may be subject to the UCC (said portion payment and performance of the Property so subject to the UCC being called in Mortgaged Obligations, and this Section 18.14 the “Collateral”). If an Event Deed of Default Trust shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to constitute a secured party upon default financing statement under the UCC, includingwith Grantor as the "debtor" and Beneficiary as the "secured party". Simultaneously with the recording of this Deed of Trust, without limiting Grantor has filed or will file UCC financing statements, and will file continuation statements prior to the generality lapse thereof, at the appropriate offices in the state in which the Premises are located to perfect the security interest granted by this Deed of Trust in all the foregoingTrust Property that is not real property. Grantor hereby appoints Beneficiary as its true and lawful attorney-in-fact and agent, for Grantor and in its name, place and stead, in any and all capacities, to execute any document and to file the right same in the appropriate offices to take possession of perfect the Collateral or any part thereofsecurity interest contemplated by the preceding sentence (to the extent it may lawfully do so), and to take such other measures as Lender may deem perform each and every act and thing reasonably requisite and necessary for to be done to perfect the care, protection and preservation security interest contemplated by the preceding sentence. Prior to the occurrence of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble Beneficiary shall provide Grantor with the Collateral and make it available reasonable ability to Lender at a convenient place acceptable take the actions required by the previous sentence before acting pursuant to Lenderthe power of attorney granted pursuant hereto. Borrower Beneficiary shall pay to Lender on demand any and have all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to part of the Trust Property that is the subject of a security interest afforded by the UCC of so much of in addition to, but not in limitation of, the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in other rights afforded Beneficiary hereunder and under the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionSecurity Agreement.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is both a real ------------------ property mortgage, deed to secure debt or deed of trust, as applicable, trust and a “"security agreement” " within the meaning of the UCC. The Uniform Commercial Code adopted and enacted by the state or states where any of the Mortgaged Property includes both real is located (the "Uniform Commercial Code"), made by and personal property ----------------------- between Borrower, as debtor, and all other rights Lender, as secured party, and interestsby and between Borrower, whether tangible or intangible in natureas debtor and Trustee, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Propertysecured party. Borrower by executing and delivering this Security Instrument has granted h▇▇▇▇▇ ▇▇ants to Lender, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the UCC Uniform Commercial Code (said portion of the Mortgaged Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 herein referred to as the “"Collateral”"). If an ---------- Event of Default shall occur, LenderLender and Trustee, in addition to any other rights and remedies which it they may have, shall have and may exercise immediately and without demand, demand any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Trustee or Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Defaultor Trustee, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender or Trustee at a convenient place acceptable to LenderLender or Trustee. Borrower shall pay to Lender or Trustee on demand any and all expenses, including reasonable legal expenses and attorneys’ attorney fees, incurred or paid by Lender or Trustee in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender or Trustee with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten five (105) days prior to such action, shall constitute commercially reasonable notice to Borrower. The Collateral may be sold in such manner, portions, order or parcels as Lender may determine, with or without having first taken possession of same. The right of sale arising out of any Event of Default shall not be exhausted by any one or more sales or attempted sales, any other action, proceeding, or other exercise of a remedy, and the liens granted by this Security Instrument shall continue unimpaired. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, and a “"security agreement” " within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument The Mortgage is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument and the other Loan Documents has granted to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called in this Section 18.14 the “"Collateral”"). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any To the extent permitted by Legal Requirements, any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sheriffs sales are advertised in the county where the Premises is located. Any To the extent permitted by Legal Requirements, any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. thereof Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed Deed of trust, as applicable, Trust and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of the Borrower in the Mortgaged Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower The Borrower, by executing and delivering this Security Instrument Deed of Trust, has granted to Lenderthe Beneficiary, as security for the DebtSecured Obligations, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the UCC Uniform Commercial Code of the State in which the Mortgaged Property is located (said portion of the Mortgaged Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 8.01 the “"UCC Collateral”"). If an Event of Default shall occur, Lenderthe Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the UCC Collateral or any part thereof, and to take such other measures as Lender the Beneficiary may deem necessary for the care, protection and preservation of the UCC Collateral. Upon request or demand of Lender following an Event of Defaultthe Beneficiary, the Borrower shall, shall at its expense, expense assemble the UCC Collateral and make it available to Lender the Beneficiary at a convenient place acceptable to Lenderthe Beneficiary. The Borrower shall pay to Lender the Beneficiary on demand any and all expenses, including reasonable legal expenses and attorneys’ fees' fees and disbursements, incurred or paid by Lender the Beneficiary in protecting its interest in the UCC Collateral and in enforcing its rights hereunder with respect to the UCC Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender the Beneficiary with respect to the UCC Collateral given sent to the Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to the Borrower. The proceeds of any disposition of the UCC Collateral, or any part thereof, may be applied by Lender the Beneficiary to the payment of the Debt Secured Obligations in such priority and proportions as Lender the Beneficiary in its sole and absolute discretion shall deem proper. It .
(b) Except as provided for in the Lease, that portion of the Mortgaged Property consisting of personal property and equipment shall be owned by the Borrower and shall not be the subject matter of any lease or other transaction whereby the ownership or any beneficial interest in any of such property is not necessary that held by any person or entity other than the Collateral Borrower nor shall the Borrower create or suffer to be present at created any disposition thereof. Lender shall have no obligation security interest covering any such property as it may from time to clean-up or otherwise prepare time be replaced, other than the Collateral for dispositionsecurity interest created herein and as set forth in the Permitted Liens.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is constitutes both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” ," within the meaning of the UCC. The Uniform Commercial Code, and the Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Mortgaged Property. Borrower by executing and delivering this Security Instrument has granted to Lender, as security for the Debt, a security interest in the Property Building Equipment and hereby pledges to Lender any and all monies now or hereafter held by ▇▇▇▇▇▇ as additional security for the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being called Debt until expended or applied as provided in this Section 18.14 the “Collateral”)Instrument. If an Event of a Default shall occuroccurs under the Note, this Instrument or the Loan Documents, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral Building Equipment or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the CollateralBuilding Equipment. Upon request or demand of Lender following an Event of DefaultLender, Borrower shall, shall at its expense, expense assemble the Collateral Building Equipment and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender ▇▇▇▇▇▇ in protecting its interest in the Collateral Building Equipment and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedBuilding Equipment. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given Building Equipment sent to Borrower in accordance with the provisions hereof of this Instrument at least ten seven (107) days prior to the date of any such sale, disposition or other action, shall constitute reasonable notice to Borrower, and the method of sale or disposition or other intended action set forth or specified in such notice shall conclusively be deemed to be commercially reasonable within the meaning of the Uniform Commercial Code unless objected to in writing by Borrower within five (5) days after receipt by Borrower of such notice. The proceeds of any sale or disposition of the CollateralBuilding Equipment, or any part thereof, may be applied by Lender to the payment of the Debt in such order, priority and proportions as Lender in its discretion shall deem proper.
(b) Borrower warrants that (i) Borrower's (that is, "Debtor's") name, identity or corporate structure and residence or principal place of business are as set forth in Section 1.15(c) hereof; (ii) Borrower (that is, "Debtor") has been using or operating under said name, identity or corporate structure without change for the time period set forth in Section 1.15(c) hereof; and (iii) the location of the collateral is upon the Real Property. It Borrower covenants and agrees that ▇▇▇▇▇▇▇▇ will furnish Lender with notice of any change in the matters addressed by clauses (i) or (iii) of this Section 1.15(b) within thirty (30) days of the effective date of any such change and Borrower will promptly execute any financing statements or other instruments deemed necessary by ▇▇▇▇▇▇ to prevent any filed financing statement from becoming misleading or losing its perfected status.
(c) The information contained in this Section 1.15(c) is not necessary provided in order that this Instrument shall, to the Collateral extent permitted by applicable law, comply with the requirements of the Uniform Commercial Code, as enacted in the State of Minnesota, for instruments to be present at any disposition thereoffiled as financing statements. Lender shall have no obligation The name of the "Debtor" and, as provided to clean-up Borrower by ▇▇▇▇▇▇, the name of the "Secured Party," the identity or otherwise prepare corporate structure and residence or principal place of business of "Debtor," and the Collateral time period for dispositionwhich "Debtor" has been using or operating under said name and identity or corporate structure without change, are as set forth in Schedule 1 of EXHIBIT C attached hereto and by this reference made a part hereof; as provided to Borrower by ▇▇▇▇▇▇, the name of the mailing address of the "Secured Party" from which information concerning the security interest may be obtained, and the mailing address of "Debtor," are as set forth in Schedule 2 of said EXHIBIT C attached hereto; and a statement indicating the types, or describing the items, of collateral is set forth hereinabove.
Appears in 1 contract
Sources: Mortgage and Security Agreement (Paper Warehouse Inc)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said such portion of the Property so subject to the UCC being called in this Section 18.14 12 the “Collateral”). This Security Instrument shall also constitute a “fixture filing” for the purposes of the UCC. As such, this Security Instrument covers all items of the Collateral that are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Security Instrument. If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultLender, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on within ten (10) days of written demand any and all expenses, including reasonable legal expenses and attorneys’ feesfees and disbursements, incurred or paid by Lender in protecting its the interest in the Collateral and in enforcing its the rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given Collateral, sent to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its sole discretion shall deem proper. It is not In the event of any change in name, identity, structure or place of incorporation, organization or formation of Borrower, Borrower shall notify Lender thereof and promptly after request shall file and record such UCC forms as are necessary to maintain the priority of Lender’s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording of additional UCC forms or continuation statements, Borrower shall, promptly after request, file and record such UCC forms or continuation statements as Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Borrower’s obligations under the Loan Documents. Borrower hereby irrevocably appoints Lender as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements naming Lender, as secured party, and Borrower, as debtor, in connection with the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositioncovered by this Security Instrument.
Appears in 1 contract
Sources: Mortgage, Assignment of Leases and Rents and Security Agreement (Presidential Realty Corp/De/)
Security Agreement. (a) (i) This Security Instrument Deed of Trust is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCC. The Trust Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Grantor in the Trust Property. This Security Instrument Deed of Trust is filed as a fixture filing and covers goods which are or are to become fixtures on the Trust Property. Borrower Grantor by executing and delivering this Security Instrument Deed of Trust has granted to LenderBeneficiary, as security for the Debt, a security interest in the Trust Property to the full extent that the Trust Property may be subject to the UCC of the State in which the Trust Property is located (said portion of the Trust Property so subject to the UCC being called in this Section 18.14 the “Collateral”"COLLATERAL"). If an Event of Default shall occur, LenderBeneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender Beneficiary following an Event of Default, Borrower Grantor shall, at its expense, assemble the Collateral and make it available to Lender Beneficiary at a convenient place acceptable to LenderBeneficiary. Borrower Grantor shall pay to Lender Beneficiary on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender Beneficiary in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s 's sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender Beneficiary with respect to the Collateral given to Borrower Grantor in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to BorrowerGrantor. The proceeds of any disposition of the 143 Collateral, or any part thereof, may be applied by Lender Beneficiary to the payment of the Debt in such priority and proportions as Lender Beneficiary in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 1 contract
Sources: Deed of Trust, Security Agreement, Assignment of Rents and Fixture Filing (Host Funding Inc)
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Mortgage, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment, the Personal Property and other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”"COLLATERAL"). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law or the Loan Agreement, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It The principal place of business of Borrower (Debtor) is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 1 contract
Sources: Mortgage, Assignment of Leases and Rents and Security Agreement (Glimcher Realty Trust)
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Mortgage, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “"Collateral”"). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borrower's (Debtor's) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 1 contract
Sources: Mortgage and Security Agreement (Glimcher Realty Trust)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the PropertyProperty including all accounts established by Agent pursuant to the Loan Agreement, the Clearing Account Agreement or Cash Management Agreement. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Agent, for the ratable benefit of Lender, as security for the DebtObligations, a security interest in the Fixtures, the Equipment, the Personal Property and the other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”)) subject to the Permitted Encumbrances. If an Event of Default shall occuroccur and be continuing, LenderAgent, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Agent may deem reasonably necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following Agent after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender Agent at a convenient place (at the Land if tangible property) reasonably acceptable to LenderAgent. Borrower shall pay to Lender on Agent within ten (10) Business Days following demand any and all reasonable and documented, out-of-pocket expenses, including reasonable and documented, out-of-pocket legal expenses and attorneys’ feesfees and costs, actually incurred or paid by Lender Agent in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender Agent with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten twenty (1020) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender Agent to the payment of the Debt in such priority and proportions as Lender Agent in its discretion shall deem proper. It Borrower’s (debtor’s) principal place of business is not necessary that as set forth on the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare first page hereof and the Collateral for dispositionaddress of Agent (secured party) is as set forth on the first page hereof.
Appears in 1 contract
Sources: Senior Loan Mortgage (KBS Strategic Opportunity REIT, Inc.)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “"security agreement” " within the meaning of the UCC. The Uniform Commercial Code adopted and enacted by the state or states where any of the Mortgaged Property includes both real is located (the "Uniform Commercial Code"), made by and personal property between Borrower, as debtor, and all other rights and interestsLender, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Propertysecured party. Borrower by executing and delivering this Security Instrument has granted hereby grants to Lender, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the UCC Uniform Commercial Code (said portion of the Mortgaged Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 herein referred to as the “"Collateral”"). If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, demand any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of MCF 415 Mortgage (AL) Last revised 7/5/05 the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultLender, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ attorney fees, incurred or paid by Lender in protecting its the interest in the Collateral and in enforcing its Lender's rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten five (105) days prior to such action, shall constitute commercially reasonable notice to Borrower. The Collateral may be sold in such manner, portions, order or parcels as Lender may determine, with or without having first taken possession of same. The right of sale arising out of any Event of Default shall not be exhausted by any one or more sales or attempted sales, any other action, proceeding, or other exercise of a remedy, and the liens granted by this Security Instrument shall continue unimpaired. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, Security Instrument and a “security agreement” within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Debt, a security interest in the Property to the full extent that the Property may be subject to the UCC (said such portion of the Property so subject to the UCC being called in this Section 18.14 paragraph the “Collateral”). This Security Instrument shall also constitute a “fixture filing” for the purposes of the UCC and is to be filed for record in the real estate records where any part of the Property (including said fixtures) is situated. As such, this Security Instrument covers all items of the Collateral that are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Security Instrument. If an Event of Default shall occur, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultLender, Borrower shall, shall at its expense, expense assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ feesfees and disbursements, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given Collateral, sent to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its sole discretion shall deem proper. It is not In the event of any change in name, identity or structure of Borrower, Borrower shall notify Lender thereof and promptly after request shall execute, file and record such UCC forms as are necessary to maintain the priority of Lender’s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording of additional UCC forms or continuation statements, Borrower shall, promptly after request, execute, file and record such UCC forms or continuation statements as Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Borrower’s obligations under the Loan Documents. Borrower hereby irrevocably appoints Lender as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements (be they unsigned or signed only by Lender, as secured party) in connection with the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositioncovered by this Security Instrument.
Appears in 1 contract
Sources: Deed of Trust and Security Agreement (Behringer Harvard Reit I Inc)
Security Agreement. (a) (i) This Security Instrument is both With respect to the Personal Property or any portion of the Trust Estate which constitutes fixtures or other property governed by the UCC, this Deed of Trust shall constitute a real property mortgage, deed to secure debt or deed of trust, security agreement between Debtor as applicablethe debtor and Beneficiary as the secured party, and Debtor hereby grants to Beneficiary a “security agreement” within interest in such portion of the meaning Trust Estate. Cumulative of all other rights of Beneficiary hereunder, Beneficiary shall have all of the rights conferred upon secured parties by the UCC, subject to the express provisions of this Deed of Trust. Debtor will execute and deliver to Beneficiary all financing statements that may from time to time be required by Beneficiary to establish and maintain the validity and priority of the security interest of Beneficiary, or any modification thereof, and pay all costs and expenses of any searches reasonably required by Beneficiary. Subject to the express provisions of this Deed of Trust, Beneficiary may exercise any or all of the remedies of a secured party available to it under the UCC with respect to such property, and it is expressly agreed that if upon and during the continuance of an Event of Default Beneficiary should proceed to dispose of such property in accordance with the provisions of the UCC. The Property includes both real and personal , 10 days' notice by Beneficiary to Debtor shall be deemed to be reasonable notice under any provision of the UCC requiring such notice; provided, however, that Beneficiary may at its option dispose of such property and all other in accordance with Beneficiary's rights and interestsremedies with respect to the real property pursuant to the provisions of this Deed of Trust, whether tangible in lieu of proceeding under the UCC. Debtor shall give advance notice in writing to Beneficiary of any proposed change in Debtor's name, identity, or intangible in naturebusiness form or structure and will execute and deliver to Beneficiary, prior to or concurrently with the occurrence of Borrower in any such change, all additional financing statements that Beneficiary may require to establish and maintain the Propertyvalidity and priority of Beneficiary's security interest with respect to any of the Trust Estate described or referred to herein. This Security Instrument is filed as a fixture filing and covers Some of the items of the Trust Estate described herein are goods which that are or are to become fixtures on related to the PropertySite, and it is intended that as to those goods, this Deed of Trust shall be effective as a financing statement filed as a fixture filing from the date of its filing for record in the real estate records of the county in which the Trust Estate is situated. Borrower Information concerning the security interest created by executing and delivering this Security Instrument has granted to Lenderinstrument may be obtained from Beneficiary, as security for secured party, at the Debt, a security interest address of Beneficiary stated in the Property to the full extent that the Property may be subject to the UCC (said portion introductory paragraph of the Property so subject to the UCC being called in this Section 18.14 the “Collateral”)Deed of Trust. If an Event The mailing address of Default shall occurDebtor, Lenderas debtor, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures is as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest stated in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC introductory paragraph of so much this Deed of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given to Borrower in accordance with the provisions hereof at least ten (10) days prior to such action, shall constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It is not necessary that the Collateral be present at any disposition thereof. Lender shall have no obligation to clean-up or otherwise prepare the Collateral for dispositionTrust.
Appears in 1 contract
Sources: Loan Agreement (Rc Arbys Corp)
Security Agreement. (a) (i) This Security Instrument is both a real property mortgage, deed to secure debt or deed of trust, as applicable, trust and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Instrument, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment and the Personal Property to the full extent that the Fixtures, the Equipment and the Personal Property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”"COLLATERAL"). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ ' fees, incurred or paid by Lender in Lend▇▇ ▇▇ protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) business days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It Borr▇▇▇▇'▇ (Debt▇▇'▇) principal place of business is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 1 contract
Sources: Deed of Trust and Security Agreement (Glimcher Realty Trust)
Security Agreement. (a) (i) This Security Instrument Deed is both a real property mortgage, deed to secure debt or deed of trust, as applicable, Deed and a “"security agreement” " within the meaning of the UCCUniform Commercial Code. The Trust Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Grantor in the Trust Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower Grantor, by executing and delivering this Security Instrument has granted Deed grants to LenderGrantee, as security for the DebtIndebtedness, a security interest in the Trust Property to the full extent that the Trust Property may be subject to the UCC Uniform Commercial Code (said such portion of the Trust Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 PARAGRAPH 27 the “Collateral”"COLLATERAL"). Grantor hereby authorizes Grantee to file financing statements (and amendments thereto and continuations thereof) in order to create, perfect, preserve and continue the security interest(s) herein granted. This Deed shall cover all items of the Collateral that are or are to become fixtures. Information concerning the security interest(s) herein granted may be obtained from Grantee upon request. If an Event of Default shall occur, LenderGrantee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender Grantee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following an Event of DefaultGrantee, Borrower shall, Grantor shall at its expense, expense assemble the Collateral and make it available to Lender Grantee at a convenient place reasonably acceptable to LenderGrantee. Borrower Grantor shall pay to Lender Grantee on demand any and all expenses, including reasonable legal expenses and attorneys’ fees' fees and disbursements, incurred or paid by Lender Grantee in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Lender Grantee with respect to the Collateral given sent to Borrower Grantor in accordance with the provisions hereof at least ten five (105) days prior to such actionsale, disposition or action shall constitute reasonable notice to BorrowerGrantor. The proceeds of any disposition of the Collateral, or any part Loan No. 6518403 thereof, may be applied by Lender Grantee to the payment of the Debt Indebtedness in such priority and proportions as Lender Grantee in its discretion shall deem proper. It is not Grantor shall notify Grantee of any change in name, identity or structure of Grantor, and Grantor hereby expressly authorizes Grantee to file and record, at Grantor's sole cost and expense, such Uniform Commercial Code forms as are necessary to maintain the priority of the lien, security title and security interest of Grantee upon and security interest in the Collateral. In addition, Grantor shall promptly execute, file and record such additional Uniform Commercial Code forms or continuation statements as Grantee shall deem necessary and shall pay all expenses and fees in connection with the filing and recording thereof, provided that no such additional documents shall increase the obligations of Grantor under the Note, this Deed or the other Loan Documents. Grantor hereby grants to Grantee an irrevocable power of attorney, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Grantee, as secured party, in connection with the Collateral covered by this Deed.
(b) That portion of the Trust Property consisting of personal property and equipment, shall be present at owned by Grantor and shall not be the subject matter of any disposition thereof. Lender lease or other transaction whereby the ownership or any beneficial interest in any of such property is held by any person or entity other than Grantor nor shall have no obligation Grantor create or suffer to clean-up or otherwise prepare be created any security interest covering any such property as it may from time to time be replaced, other than the Collateral for dispositionsecurity interest created herein.
Appears in 1 contract
Security Agreement. (a) (i) This Security Instrument Mortgage is both a real property mortgage, deed to secure debt or deed of trust, as applicable, mortgage and a “security agreement” within the meaning of the UCCUniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Borrower by By executing and delivering this Security Instrument has granted Mortgage, Borrower hereby grants to Lender, as security for the DebtObligations (hereinafter defined), a security interest in the Fixtures, the Equipment, the Personal Property and other property constituting the Property to the full extent that the Fixtures, the Equipment, the Personal Property and such other property may be subject to the UCC Uniform Commercial Code (said portion of the Property so subject to the UCC Uniform Commercial Code being called in this Section 18.14 the “Collateral”). If an Event of Default shall occuroccur and be continuing, Lender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCCUniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender following after the occurrence and during the continuance of an Event of Default, Borrower shall, at its expense, assemble the Collateral and make it available to Lender at a convenient place (at the Land if tangible property) reasonably acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including reasonable legal expenses and attorneys’ fees, incurred or paid by Lender in protecting its interest in the Collateral and in enforcing its rights hereunder with respect to the Collateral. Any disposition pursuant to Collateral after the UCC occurrence and during the continuance of so much an Event of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is locatedDefault. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral given sent to Borrower in accordance with the provisions hereof at least ten (10) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Lender to the payment of the Debt in such priority and proportions as Lender in its discretion shall deem proper. It The principal place of business of Borrower (Debtor) is not necessary that as set forth on page one hereof and the Collateral be present at any disposition thereof. address of Lender shall have no obligation to clean-up or otherwise prepare the Collateral for disposition(Secured Party) is as set forth on page one hereof.
Appears in 1 contract
Sources: Leasehold Mortgage, Assignment of Rents and Security Agreement