Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 2 contracts
Sources: Deed of Trust and Security Agreement (First Potomac Realty Trust), Deed of Trust and Security Agreement (Westcoast Hospitality Corp)
Security Agreement. (a) This Security Instrument is both Mortgage constitutes a real property mortgage security agreement under the UCC, and a "security agreement" within the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and Mortgagor hereby grants to Lender, as security for the Obligations, Mortgagee a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion and lien on all of the Property so subject to Collateral under the Uniform Commercial Code being called in this paragraph the "COLLATERAL")UCC and under any other applicable law. Borrower hereby agrees with Lender to execute Mortgagor shall execute, deliver, file and deliver to Lender, in form and substance satisfactory to Lender, such refile any financing statements, continuation statements, or 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 security agreements Mortgagee may require from time to time, reasonably consider necessary time to create, perfect, and preserve Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" for confirm 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 lien of this Security InstrumentMortgage with respect to such property. If an Event of Default shall occur, Lender, in addition to any other rights and remedies which 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 Uniform Commercial Code, including, without Without limiting the generality of the foregoing, ▇▇▇▇▇▇▇▇▇ hereby irrevocably appoints Mortgagee attorney-in-fact for ▇▇▇▇▇▇▇▇▇ to execute, deliver and file such financing statements, continuation statements and other documents necessary to carry out the provisions hereof, to carry out the purposes hereof or to confirm the priority of the lien created hereby, for and on behalf of Mortgagor, which appointment, being for security, is coupled with an interest and is irrevocable. The security agreement contained in this Mortgage shall survive any discharge of this Mortgage for so long as any Indebtedness remains unpaid under the Note or any other Loan Document.
(b) In addition to any other remedies granted in this Mortgage, Mortgagee may, upon the occurrence of an Event of Default, proceed under the UCC and any other applicable law as to all or any part of the Collateral and shall have and may exercise, with respect to the Collateral, all rights, remedies and powers of secured party under the UCC and any other applicable law, including, without limitation, the right and power to sell at public or private sale or sales, or otherwise dispose of, lease or utilize the Collateral or any parts thereof in any manner authorized or permitted under the UCC and any other applicable law after default by debtor, and to apply the proceeds thereof in payment of any costs and expenses and attorney's fees and legal expenses thereby incurred by the Mortgagee, and to the payment of indebtedness secured by this Mortgage in such order and manner as the Mortgagee may elect.
(c) Upon the occurrence of an Event of Default, Mortgagee may take possession of the Collateral and enter upon any premises where the same may be situated for such purpose without being guilty of trespassing and without liability for damages thereby, and take any action deemed necessary or appropriate or desirable by Mortgagee, at its option, to repair, refurbish or otherwise prepare the Collateral for sale, lease or other use or disposition as herein authorized.
(d) To the extent permitted by law, ▇▇▇▇▇▇▇▇▇ expressly waives any notice of sale or other disposition of the Collateral and any other rights or remedies of a debtor or formalities prescribed by law relative to a sale or disposition of the Collateral or exercise of any other right or remedy of Mortgagee existing after default of Mortgagor hereunder; and to the extent any such notice is required and cannot be waived, Mortgagor agrees that if such notice is mailed, postage prepaid, to Mortgagor at its address shown above, at least ten (10) days before the time of sale or disposition, such notice shall be deemed reasonable and shall fully satisfy any statutory or other requirement for the giving of such notice. Upon the occurrence of an Event of Default, Mortgagee shall have the right, at its option, to transfer at any time to itself or its nominee, the Collateral or any part thereof, and to take such other measures receive the monies, income, proceeds or benefits attributable or accruing thereto and to hold the same as Lender may deem necessary security for the care, protection Indebtedness or to apply it to principal or interest and preservation other amounts owing on any of the Indebtedness in such order and manner as Mortgagee may elect. All rights to marshaling of assets of ▇▇▇▇▇▇▇▇▇, including any such right with respect to the Collateral. Upon request or demand of Lender, Borrower shall at its expense are hereby waived.
(e) Mortgagee may require Mortgagor to assemble the Collateral and make it available to Lender Mortgagee at a place to be designated by Mortgagee that is reasonably convenient place acceptable to Lenderboth parties. Borrower shall pay to Lender on demand any All expenses of retaking, holding, preparing for sale, lease or other use, and all expensesof disposition, selling, leasing or otherwise using or disposing of the Collateral and the like which are incurred or paid by Mortgagee as authorized or permitted hereunder, including legal expenses and all attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral legal expenses and in enforcing the rights hereunder with respect costs shall be added to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered indebtedness secured by this Security Instrument. Notwithstanding the foregoing, Borrower Mortgage and Mortgagor shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)be liable therefor.
Appears in 2 contracts
Sources: Mortgage and Security Agreement (Eldertrust), Construction Loan Mortgage and Security Agreement (Eldertrust)
Security Agreement. This Security Instrument Deed of Trust is both a real property mortgage deed of trust and a "security agreement" within the meaning of the Uniform Commercial CodeUCC. 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. Borrower Trustor by executing and delivering this Security Instrument Deed of Trust has granted and hereby grants to LenderBeneficiary, as security for the ObligationsDebt, a security interest in the Trust Property to the full extent that the Trust Property may be subject to the Uniform Commercial Code UCC (said such portion of the Trust Property so subject to the Uniform Commercial Code UCC being called in this paragraph the "COLLATERAL"Collateral' ). Borrower hereby agrees with Lender The foregoing sentence is intended to execute grant in favor of Beneficiary a first priority continuing lien and deliver security interest in all of Trustor's assets. Trustor authorizes Beneficiary and its counsel to Lender, file UCC financing statements in form and substance satisfactory to LenderBeneficiary, such financing statementsdescribing the collateral as "all assets of Trustor, continuation statementswhether now owned or existing -or hereafter acquired or arising and wheresoever located, other uniform commercial code forms and shall pay all expenses proceeds and fees in connection with the filing and recording products thereof, and such further assurances as Lender may from time including, without limitation, all fixtures on the Premises" or words to time, reasonably consider necessary to create, perfectthat effect, and preserve Lender's security interest herein grantedany limitations on such collateral description, notwithstanding that such collateral description may be broader in scope than the Collateral described in this Deed of Trust. This Security Instrument Deed of Trust shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial CodeUCC. All or part As such, this Deed of Trust covers all items of the Property 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 InstrumentDeed of Trust. If an Event of Default shall occur, LenderBeneficiary, in addition to any other rights and remedies which they 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 defau1t under the Uniform Commercial CodeUCC, 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 LenderBeneficiary, Borrower Trustor shall at its 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 legal expenses and reasonable attorneys' feesfees and disbursements, incurred or paid by Lender Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Beneficiary with respect to the Collateral Collateral, sent to Borrower Trustor in accordance with the provisions hereof at least five (5) ten days prior to such action, shall constitute commercially reasonable notice to BorrowerTrustor. The proceeds of any disposition of the CollateralCol1ateral, or any part thereof, may be applied by Lender Beneficiary to the payment of the Obligations Debt in such priority and proportions as Lender Beneficiary in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any BorrowerTrustor, such Borrower Trustor shall notify Lender thereof, Beneficiary thereof and promptly after request shall execute, file and record such Uniform Commercial Code UCC forms as are necessary to maintain the priority of Lender's 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 Lender Beneficiary shall require the filing or recording of additional Uniform Commercial Code UCC forms or continuation statements, Borrower Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code UCC forms or continuation statements as Lender Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase BorrowerTrustor'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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 2 contracts
Sources: Deed of Trust, Assignment of Leases and Rents and Security Agreement (Medalist Diversified REIT, Inc.), Deed of Trust, Assignment of Leases and Rents and Security Agreement (Medalist Diversified REIT, Inc.)
Security Agreement. 2.15.1 This Security Instrument is both Mortgage shall also be a real security agreement between Mortgagor and Mortgagee covering the Mortgaged Property constituting personal property mortgage or fixtures (hereinafter collectively called "UCC Collateral") governed by the UCC in effect in the State as the same may be more specifically set forth in any financing statement delivered in connection with this Mortgage, and a "as further security agreement" within for the meaning payment and performance of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interestsObligations, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and Mortgagor hereby grants to Lender, as security for the Obligations, Mortgagee a security interest in such portion of the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion UCC. In addition to Mortgagee's other rights hereunder, Mortgagee shall have all rights of a secured party under the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL")UCC. Borrower hereby agrees with Lender to Mortgagor shall execute and deliver to Lender, in form and substance satisfactory to Lender, such Mortgagee all financing statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with the filing and recording thereof, statements and such further assurances that may be required 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 Mortgagee's security interests, and ▇▇▇▇▇▇▇▇▇ shall bear all reasonable costs thereof, including all UCC searches. Except as Lender otherwise provided in the Secured Debt Documents, if Mortgagee should dispose of any of the Mortgaged Property comprising the UCC Collateral pursuant to the UCC, ten (10) days prior written notice by Mortgagee to Mortgagor shall be deemed to be reasonable notice; provided, however, Mortgagee may dispose of such property in accordance with the foreclosure procedures of this Mortgage in lieu of proceeding under the UCC. Mortgagee may, but shall not be obligated to, from time to timetime execute and deliver at ▇▇▇▇▇▇▇▇▇'s expense, reasonably consider necessary all continuation statements, termination statements, amendments, partial releases, or other instruments relating to create, perfect, all financing statements by and preserve Lender's security interest herein grantedbetween ▇▇▇▇▇▇▇▇▇ and Mortgagee. 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 Except as otherwise provided in the first paragraph of this Security Instrument. If Secured Debt Documents, if an Event of Default shall occuroccur and is continuing, Lender(a) Mortgagee, in addition to any other rights and remedies which they it may have, shall have and may exercise immediately and without demanddemand to the extent permitted by law, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, 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 may deem be necessary for the care, protection and preservation of the Collateral. Upon such collateral and (b) upon request or demand of LenderMortgagee, Borrower Mortgagor shall at its expense expense, assemble the UCC Collateral and make it available to Lender Mortgagee at a convenient place acceptable to LenderMortgagee. Borrower Mortgagor shall pay to Lender Mortgagee on demand demand, any and all expenses, including legal expenses and reasonable attorneys' fees, fees and disbursements incurred or paid by Lender Mortgagee in protecting the interest in the UCC Collateral and in enforcing the rights hereunder with respect to the such UCC Collateral. Any notice of sale.
2.15.2 ▇▇▇▇▇▇▇▇▇ agrees, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five extent permitted by law, that: (5i) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition all or a part of the Collateral, Mortgaged Property are or any part thereof, may be applied by Lender are to become fixtures; and (ii) the payment address of Mortgagor is as set forth on the Obligations in such priority and proportions as Lender in its discretion shall deem proper. In the event first page 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Mortgage.
Appears in 2 contracts
Sources: Mortgage, Collateral Assignment of Leases and Rents, Security Agreement and Financing Statement (Calpine Corp), Mortgage, Assignment of Rents and Security Agreement (Calpine Corp)
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within the meaning (A) Without limiting any of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interestsprovisions of this Mortgage, whether tangible or intangible in natureMortgagor, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby as debtor, expressly grants to Lenderthe Mortgagee, as security for the Obligationssecured party, a security interest in under the Property to the full extent that the Property may be subject to the Massachusetts Uniform Commercial Code (said "UCC") in all and singular the Personalty and in any portion of the balance of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph the which does not constitute real estate (collectively, "COLLATERALCollateral"). Borrower hereby agrees with Lender .
(B) In addition to execute and deliver cumulative of other remedies granted in the Loan Documents, Mortgagee may, upon the occurrence of any default by Mortgagor hereunder, proceed under the UCC as 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 or any part (as Mortgagee may elect) of the filing and recording thereofCollateral, and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender'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 they may have, shall have and may exercise immediately with respect to the Collateral all the rights, remedies and without demand, any and all rights and remedies granted to powers of a secured party upon default under the Uniform Commercial CodeUCC, including, without limiting limitation, the generality right to sell at public or private sale or sales, or otherwise dispose of, lease or utilize the Collateral and any and all parts thereof in any manner permitted under the UCC after default by a debtor, and to apply the proceeds thereof toward payment of any costs and expenses thereby incurred by Mortgagee, and toward payment of the foregoingDebt, in such order and manner as Mortgagee may elect.
(C) Among the rights of Mortgagee following a default by Mortgagor hereunder, and without limitation thereto, Mortgagee shall have the right to take possession of the Collateral or and to enter upon any part thereofpremises where same may be situated for such purpose without being deemed guilty of trespass and without liability for damages thereby occasioned, and to take such any action deemed necessary, appropriate or desirable by Mortgagee, to repair, refurbish or otherwise prepare the Collateral for sale, lease or other measures use or disposition as Lender may deem necessary for herein authorized.
(D) To the careextent permitted by law, protection and preservation Mortgagor expressly waives any notice of sale or other disposition of the Collateral. Upon request , and all other rights and remedies of a debtor or demand procedures or formalities prescribed by law relative to the sale or disposition of Lenderthe Collateral or the exercise of any other right or remedy of Mortgagee existing after a default by Mortgagor hereunder.
(E) Mortgagee, Borrower shall upon a default by Mortgagor hereunder, is expressly granted the right, at its expense assemble the Collateral and make it available option, to Lender transfer at a convenient place acceptable any time to Lender. Borrower shall pay itself or to Lender on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of its nominee the Collateral, or any part or parts thereof, as Mortgagee may be applied by Lender elect, and to receive the monies, income, proceeds and benefits attributable or accruing thereto, and to hold the same as security for the Debt or to apply it in payment of the Obligations Debt, in such priority and proportions order or manner as Lender in Mortgagee may elect.
(F) Should Mortgagee elect to exercise its discretion shall deem proper. In rights under the event provisions of any change in name, identity or structure this Section as to part of any Borrowerthe Collateral, such Borrower election shall notify Lender thereofnot preclude Mortgagee from exercising the rights and remedies granted by the other provisions of this Mortgage or by law as to the remaining Collateral.
(G) Mortgagee may, at its election, at any time after delivery of this Mortgage, use and file executed counterparts hereof as financing statements under the UCC.
(H) So long as any of the Debt remains unpaid, Mortgagor shall not execute and there shall not be filed in any public office any financing statement or statements affecting the Collateral other than financing statements in favor of Mortgagee hereunder.
(I) Financing statements have been executed by the parties simultaneously with the execution and delivery hereof, and promptly after request shall execute, are intended to be forthwith filed and recorded in all appropriate filing and recording offices. Mortgagee is authorized to file and record such Uniform Commercial Code forms as are additional financing statements and continuations thereof in each jurisdiction where Mortgagee deems it necessary or desirable, and, at the request of Mortgagee, Mortgagor shall join Mortgagee in executing one or more additional financing statements in form satisfactory to maintain the priority of Lender's lien upon and security interest in the CollateralMortgagee, and shall will pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the cost of filing or recording such financing statements or executed counterparts of additional Uniform Commercial Code forms or continuation this Mortgage, as financing statements, Borrower shall, promptly after request, execute, file in all public offices at any time and record from time to time whenever such Uniform Commercial Code forms filing or recording is deemed by Mortgagee to be necessary or desirable. Mortgagor shall also pay the cost of filing or recording all such 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, deemed by Mortgagee to file with the appropriate public office on its behalf any financing be necessary or other statements signed only by Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)desirable.
Appears in 2 contracts
Security Agreement. This Security Instrument Mortgage is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the ObligationsDebt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower Mortgagor hereby agrees with Lender Mortgagee to execute and deliver to LenderMortgagee, in form and substance reasonably satisfactory to LenderMortgagee, 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, statements and such further assurances as Lender Mortgagee may from time to time, reasonably consider necessary to create, perfect, and preserve LenderMortgagee's security interest herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All Code as to all or part any items of the Property Collateral that are or are to become fixturesfixtures 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 Security InstrumentMortgage. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 LenderMortgagee 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 reasonably acceptable to LenderMortgagee. Borrower Mortgagor shall pay to Lender on Mortgagee within ten (10) Business Days of demand therefor any and all expenses, including legal expenses and reasonable attorneys' feesfees and disbursements, incurred or paid by Lender Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five ten (510) days Business 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 Obligations Debt in such priority and proportions as Lender Mortgagee in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any BorrowerMortgagor, such Borrower Mortgagor shall notify Lender thereof, 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 LenderMortgagee's lien upon and security interest in the Collateral, and shall pay all reasonable expenses and fees in connection with the filing and recording thereof. If Lender Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Mortgagee shall deem reasonably necessary, and shall pay all reasonable expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase BorrowerMortgagor's obligations or decrease Mortgagor's rights under the Note, this Security Instrument Mortgage and any of the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by LenderMortgagee, as Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Mortgage.
Appears in 2 contracts
Sources: Substitute Mortgage, Assignment of Leases and Rents and Security Agreement (Lodgian Inc), Mortgage, Assignment of Leases and Rents and Security Agreement (Lodgian Inc)
Security Agreement. (a) This Security Instrument Deed of Trust is both a real property mortgage deed of trust and a "security agreement" within the meaning of the Uniform 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. Borrower Trustor by executing and delivering this Security Instrument Deed of Trust has granted and hereby grants to LenderBeneficiary and Trustee, as security for the ObligationsDebt, a security interest in the Trust Property to the full extent that the Trust Property may be subject to the Uniform Commercial Code (said portion of the Trust Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower Trustor hereby agrees with Lender Beneficiary to execute and deliver to LenderBeneficiary, in form and substance satisfactory to LenderBeneficiary, 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, statements and such further assurances as Lender Beneficiary may from time to time, reasonably consider necessary to create, perfect, and preserve LenderBeneficiary's security interest herein granted. This Security Instrument Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part As such, this Deed of Trust covers all items of the Property 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. Deed of Trust.
(b) If an Event of Default shall occur, LenderBeneficiary and Trustee, in addition to any other rights and remedies which they 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, 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 or Trustee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of LenderBeneficiary or Trustee, Borrower Trustor shall at its expense assemble the Collateral and make it available to Lender Beneficiary and Trustee at a convenient place acceptable to LenderBeneficiary. Borrower Trustor shall pay to Lender Beneficiary and Trustee on demand any and all expenses, including legal expenses and attorneys' feesfees and disbursements, incurred or paid by Lender Beneficiary and Trustee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Beneficiary and Trustee with respect to the Collateral sent to Borrower Trustor in accordance with the provisions hereof at least five (5) 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 Obligations Debt in such priority and proportions as Lender Beneficiary in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any BorrowerTrustor, such Borrower Trustor shall notify Lender thereof, Beneficiary and Trustee thereof and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of LenderBeneficiary'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 Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase BorrowerTrustor's obligations under the Note, this Security Instrument Deed of Trust and any of the Other other Loan Documents. Borrower Trustor hereby irrevocably appoints Lender 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 LenderBeneficiary, as Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Deed of Trust.
Appears in 2 contracts
Sources: Deed of Trust, Assignment of Leases and Rents and Security Agreement (First Potomac Realty Trust), Deed of Trust, Assignment of Leases and Rents and Security Agreement (First Potomac Realty Trust)
Security Agreement. This Security Instrument is both a real property mortgage and a "“security agreement" ” within the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"“Collateral”). Borrower hereby agrees with Lender 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 Lender's ’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 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 Uniform 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, 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 legal expenses and attorneys' ’ fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 ’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 ’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 Lender, as Borrower's ’s attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
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. This Security Instrument is both (a) Mortgagor and Mortgagee agree that this Mortgage shall constitute a real property mortgage and a "security agreement" agreement within the meaning of the Uniform Commercial Code. The Property includes both UCC with respect to (i) insurance proceeds or condemnation proceeds, (ii) ground rent escrows, (iii) real estate tax escrows, (iv) insurance premium escrows, and (v) tenant improvement, leasing commission, and capital expenditure reserve escrows (hereinafter collectively referred to as the “Deposits”) and with respect to any personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower fixtures included in the Property. Borrower by executing definition herein of the word “Premises”, which property may not be deemed to form a part of the real estate described in Exhibit “A” or may not constitute a “fixture” within the meaning of the UCC, and delivering this Security Instrument has granted all replacements of such property, substitutions and hereby grants additions thereto and the proceeds thereof, all such property being sometimes hereinafter collectively referred to Lenderas the “Collateral”, as security for the Obligations, and that a security interest in the Property and to the full extent Collateral and the Deposits is hereby granted to Mortgagee and the Deposits and all of Mortgagor’s right, title and interest therein are hereby assigned to Mortgagee, all to secure payment of the Indebtedness and to secure performance by Mortgagor of the terms, covenants and provisions hereof. Upon the occurrence and during the continuance of an Event of Default under this Mortgage, Mortgagee, pursuant to the appropriate provisions of the UCC, shall have the option of proceeding with respect to the Collateral in accordance with its rights and remedies with respect to the real property, in which event the default provisions of the UCC shall not apply. The parties agree that, in the event Mortgagee shall elect to proceed with respect to the Collateral separately from the real property, ten (10) days’ notice of the sale of the Collateral shall be reasonable notice. The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by Mortgagee shall include, but not be limited to, reasonable attorneys’ fees and legal expenses incurred by Mortgagee. Mortgagor agrees that, without the written consent of Mortgagee, Mortgagor will not sell, dispose of, or grant a security interest or other encumbrance in any portion of the Collateral or execute any financing statement covering any portion of the Collateral in favor of any person other than Mortgagee. Mortgagor may, however, sell or otherwise dispose of Collateral in the event of obsolescence or otherwise in the ordinary course of business if Mortgagor promptly replaces such Collateral sold (in the event such Collateral is necessary, required, or reasonably desirable for the continued operation, use, and enjoyment of the Premises) with substitute Collateral of substantially similar quality and utility and of equal or greater value, and in such a manner so that the Property may said Collateral shall be subject to the Uniform Commercial Code (said portion security interest created hereby, and so that the security interest of Mortgagee shall be first in priority, it being expressly understood and agreed that all replacements of the Property so Collateral and any additions to the Collateral shall be and become immediately subject to the Uniform Commercial Code being called security interest of this Mortgage and covered hereby. Mortgagor shall, from time to time, on request of Mortgagee, deliver to Mortgagee an inventory of the Collateral in this paragraph reasonable detail. Mortgagor covenants and represents that all Collateral, and all replacements thereof, substitutions therefor or additions thereto, unless Mortgagee otherwise consents, now are and will be free and clear of liens (other than the "COLLATERAL"lien of taxes not yet due or payable), encumbrances or security interests of others, other than “Permitted Liens” (as such term is defined in that certain Security Agreement dated of even date herewith, executed by Mortgagor in favor of Mortgagee, for the benefit of the Lenders) and liens in favor of Mortgagee, for the benefit of the Lenders. Borrower hereby agrees with Lender to Mortgagor shall, upon demand execute and deliver to Lender, Mortgagee such documents 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 thereofMortgagee, and will do all such further assurances acts and things as Lender Mortgagee may at anytime, or from time to time, reasonably consider necessary to create, perfect, and preserve Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All request or part of the Property are or are to become fixtures. Information concerning the security interest herein granted as may be obtained from the parties at the addresses of the parties set forth in the necessary or appropriate to establish and maintain a first paragraph of this Security Instrument. If an Event of Default shall occur, Lender, in addition to any other rights and remedies which 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 perfected security interest in the Deposits and Collateral, and shall pay all expenses and fees subject to no liens (other than the lien of taxes not yet due or payable), encumbrances, or security interests of others, except as expressly approved by Mortgagee in connection with writing or as otherwise may be expressly permitted by the filing and recording thereof. If Lender shall require terms of 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 This Mortgage also constitutes a financing statement for the appropriate public office on its behalf any financing or other statements signed only by Lender, as Borrower's attorney-in-fact, in connection with purpose of the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower UCC and shall appear constitute a “fixture filing” under such statutes and defend in any 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 shall be filed in the Property (real estate records of ▇▇▇▇ County, Illinois. For such purpose the name and in conjunction therewithaddress of the debtor and the secured party are as set forth below: Name of Debtor: ▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇, Borrower shall fully cooperate with Lender in the event Lender is a party to such action or proceeding)▇.▇.▇. ▇▇▇▇▇▇’s Mailing Address: ▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇, L.L.C. c/o Prime Group Realty Trust ▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Suite 3900 Chicago, Illinois 60601
Appears in 1 contract
Sources: Mortgage, Assignment of Leases, Security Agreement and Fixture Filing (Prime Group Realty Trust)
Security Agreement. This Security Instrument Agreement is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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 in the Mortgaged Property. Borrower by By executing and delivering this Security Instrument Agreement, Borrower has granted and hereby thereby grants to Lender, as security for the ObligationsDebt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said such portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph Section the "COLLATERALCollateral"). Borrower hereby agrees with Lender 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, statements and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and perfect or preserve Lender's security interest herein therein granted. This Security Instrument The Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part of the Mortgaged 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 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 Uniform Commercial Code, Code including, without limiting the generality of the foregoinglimitation, the right to take possession of the Collateral or any part thereof, thereat 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, Borrower shall at its expense assemble the Collateral and make it available to Lender at a convenient place acceptable to Lender. If Lender retains counsel to enforce its rights hereunder and Lender prevails in such action, Borrower shall pay to Lender on demand any and all expenses, including legal expenses and Lender's attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations Debt in such priority and proportions as Lender in its discretion shall deem proper. In the event of any change in name, . identity or structure of any Borrower, such Borrower shall notify notice Lender thereof, 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 expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase Borrower's obligations under the Note, the Mortgage, this Security Instrument Agreement, the Assignment, the Environmental Agreement and the Other 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 Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Mortgage.
Appears in 1 contract
Security Agreement. This Security Instrument With respect to the items of personal ------------------ property and fixtures referred to and described in the Granting Clause of this Mortgage and included as part of the Collateral, this Mortgage is both hereby made and declared to be a real security agreement encumbering each and every item of personal property mortgage and fixtures now or hereafter owned by Mortgagor and included herein as a "security agreement" within part of the meaning Collateral, in compliance with the provisions of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Code as enacted in the PropertyState. Borrower by executing and delivering In this Security Instrument has granted and hereby respect, Mortgagor, as "Debtor", expressly grants to LenderMortgagee, as security for the Obligations"Secured Party", a security interest in and to all of the Property property now or hereafter owned by Mortgagor which constitutes the personal property and fixtures hereinabove referred to and described in this Mortgage, including all extensions, accessions, additions, improvements, betterments, renewals, replacements and substitutions thereof or thereto, and all proceeds from the full extent sale or other disposition thereof. Mortgagor agrees that Mortgagee may file this Mortgage, or a reproduction thereof, in the Property real estate records or other appropriate index, as, and this Mortgage shall be deemed to be, a financing statement filed as a fixture filing in accordance with _____________. Any reproduction of this Mortgage or of any other security agreement or financing statement shall be sufficient as a financing statement. In addition, Mortgagor agrees to execute and deliver to Mortgagee, upon Mortgagee's request, any other security agreement and financing statements, as well as extensions, renewals, and amendments thereof, and reproductions of this Mortgage, in such form as Mortgagee may require to perfect a security interest with respect to said items. Mortgagor shall pay all costs of filing such financing statements and any extensions, renewals, amendments and releases thereof, and shall pay all reasonable costs and expenses of any record searches for financing statements Mortgagee may reasonably require. Without the prior written consent of Mortgagee, Mortgagor shall not create or suffer to be subject created pursuant to the Uniform Commercial Code (said portion any other security interest in the above-described personal property and fixtures, including any replacements and additions thereto. Upon the occurrence of an Event of Default under this Mortgage, or any other violation of the Property so subject covenants, terms and conditions of the security agreement contained herein, the Mortgagee shall have and shall be entitled to exercise any and all of the rights and remedies (i) as prescribed in this Mortgage, or (ii) as prescribed by general law, or (iii) as prescribed by the specific statutory provisions now or hereafter enacted and specified in said Uniform Commercial Code, all at Mortgagee's sole election. Mortgagor and Mortgagee agree that the filing of any financing statements in the records normally having to do with personal property shall not in any way affect the agreement of Mortgagor and Mortgagee that everything located in, on or about, or used or intended to be used with or in connection with the use, operation or enjoyment of, the Collateral, which is described or reflected as a fixture in this Mortgage, is, and at all times and for all purposes and in all proceedings, both legal and equitable, shall be, regarded as part of the Real Estate conveyed hereby. Mortgagor warrants that Mortgagor's name, identity and address are as set forth herein. The mailing address of the Mortgagee from which information may be obtained concerning the security interest created herein is also set forth herein. This information hereof is provided in order that this Mortgage shall comply with the requirements of the Uniform Commercial Code being called as enacted in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender ____________ for instruments to execute and deliver to Lender, in form and substance satisfactory to Lender, such be filed as financing statements. In accordance with ______________, continuation statements, other uniform commercial code forms and this Mortgage shall pay all expenses and fees in connection with the remain effective as a fixture filing and recording thereof, and such further assurances until this Mortgage is released or satisfied of record or its effectiveness otherwise terminates as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Security Agreement. 2.14.1 This Security Instrument is both Deed of Trust shall also be a real security agreement between Trustor and Beneficiary covering the Deed of Trust Property constituting personal property mortgage or fixtures (hereinafter collectively called "UCC Collateral") governed by the [RELEVANT STATE] Uniform Commercial Code ("UCC") as the same may be more specifically set forth in any financing statement delivered in connection with this Deed of Trust, and a "as further security agreement" within for the meaning payment and performance of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interestsSecured Obligations, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and Trustor hereby grants to Lender, as security for the Obligations, Beneficiary a security interest in such portion of the Property Site to the full extent that the Property Site may be subject to the Uniform Commercial Code (said portion UCC. In addition to Beneficiary's other rights hereunder, Beneficiary shall have all rights of a secured party under the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL")UCC. Borrower hereby agrees with Lender to Trustor shall execute and deliver to Lender, in form and substance satisfactory to Lender, such Beneficiary all financing statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with the filing and recording thereof, 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 searches. Except as Lender otherwise provided in the Credit Documents, if Beneficiary should dispose of any of the Site comprising the UCC Collateral pursuant to the 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 Deed of Trust in lieu of proceeding under the UCC. Beneficiary may from time to timetime execute and deliver at Trustor's expense, reasonably consider necessary all continuation statements, termination statements, amendments, partial releases, or other instruments relating to create, perfect, all financing statements by and preserve Lender's security interest herein grantedbetween Trustor and Beneficiary. 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 Except as otherwise provided in the first paragraph of this Security Instrument. If Credit Documents, if an Event of Default shall occuroccur and is continuing, Lender(a) Beneficiary, in addition to any other rights and remedies which they it may have, shall have and may exercise immediately and without demanddemand to the extent permitted by law, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, 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 collateral and (b) upon request or demand of LenderBeneficiary, Borrower Trustor shall at its expense expense, assemble the UCC Collateral and make it available to Lender Beneficiary at a convenient place acceptable to LenderBeneficiary. Borrower Trustor shall pay to Lender Beneficiary on demand demand, any and all expenses, including legal expenses and reasonable attorneys' fees, fees and disbursements incurred or paid by Lender Beneficiary in protecting the interest in the UCC Collateral and in enforcing the rights hereunder with respect to such UCC Collateral.
2.14.2 Trustor and the Collateral. Any notice of saleBeneficiary agree, disposition or other intended action by Lender with respect to the Collateral sent to Borrower extent permitted by law, that: (i) this Deed of Trust upon recording or registration in accordance with the provisions hereof at least five (5) days prior to such action, real estate records of the proper office shall constitute commercially reasonable notice to Borrower. The proceeds a financing statement filed as a "fixture filing" within the meaning of any disposition [SECTIONS 9-313 AND 9-402 OF THE UCC]; (ii) all or a part of the Collateral, Trust Estate are or any part thereof, may be applied by Lender are to become fixtures; and (iii) the payment addresses of Trustor and Beneficiary are as set forth on the Obligations in such priority and proportions as Lender in its discretion shall deem proper. In the event first page of any change in name, identity or structure this Deed 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Trust.
Appears in 1 contract
Sources: Credit Agreement (Calpine Corp)
Security Agreement. This Security Instrument With respect to the items of personal property and fixtures referred to and described in the Granting Clause of this Deed of Trust and included as part of the Trust Premises, this Deed of Trust is both hereby made and declared to be a real security agreement encumbering each and every item of such personal property mortgage and a "security agreement" within fixtures included as part of the meaning Trust Premises now or hereafter owned by Trustor, in compliance with the provisions of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Code as enacted in the PropertyState. Borrower by executing In this respect (and delivering notwithstanding the conveyance to the Trustee rather than directly to the Beneficiary as provided in this Security Instrument has granted and hereby Deed of Trust), Trustor, as "Debtor", expressly grants to LenderBeneficiary, as security for the Obligations"Secured Party", a security interest in and to all of the Property property now or hereafter owned by Trustor which constitutes the personal property and fixtures included as part of the Trust Premises hereinabove referred to and described in this Deed of Trust, including all extensions, accessions, additions, improvements, betterments, renewals, replacements and substitutions thereof or thereto, and all proceeds from the full extent sale or other disposition thereof. Trustor agrees that Beneficiary may file this Deed of Trust, or a reproduction thereof, in the Property real estate records or other appropriate index, as, and this Deed of Trust shall be deemed to be, a financing statement filed as a fixture filing in accordance with the laws of the State. Any reproduction of this Deed of Trust or of any other security agreement or financing statement executed by Trustor shall be sufficient as a financing statement. In addition, Trustor agrees to execute and deliver to Beneficiary, upon Beneficiary's request, financing statements, as well as extensions, renewals, and amendments thereof, and reproductions of this Deed of Trust, in such form as Beneficiary may reasonably require to perfect a security interest with respect to said items. Trustor shall pay all costs of filing such financing statements and any extensions, renewals, amendments and releases thereof, and shall pay all reasonable costs and expenses of any record searches for financing statements Beneficiary may reasonably require. Except as is provided in the Indenture, the Senior Notes or the Security Documents, and except for the Permitted Encumbrances, without the prior written consent of Beneficiary, Trustor shall not create or suffer to be subject created pursuant to the Uniform Commercial Code (said portion any other security interest in the above-described personal property and fixtures, including any replacements and additions thereto. Upon the occurrence and continuance of an Event of Default under this Deed of Trust, the Beneficiary shall have and shall be entitled to exercise any and all of the Property so subject rights and remedies (i) as prescribed in this Deed of Trust, or (ii) as prescribed by general law, or (iii) as prescribed by the specific statutory provisions now or hereafter enacted and specified in said Uniform Commercial Code, all at Beneficiary's sole election. Trustor and Beneficiary agree that the filing of any financing statements in the records normally having to do with personal property shall not in any way affect the agreement of Trustor and Beneficiary that everything located in, on or about, or used or intended to be used with or in connection with the use, operation or enjoyment of, the Trust Premises, which is described or reflected as a fixture in this Deed of Trust, is, and at all times and for all purposes and in all proceedings, both legal and equitable, shall be, regarded as part of the Real Estate conveyed hereby. Trustor warrants that Trustor's correct name, identity, state of incorporation and address are as set forth herein. Trustor agrees that it shall provide Trustee and Beneficiary with thirty (30) days prior written notice of any change in Trustor's name, identity, state of incorporation or address. The mailing address of the Beneficiary from which information may be obtained concerning the security interest created herein is also set forth herein. This information hereof is provided in order that this Deed of Trust shall comply with the requirements of the Uniform Commercial Code being called as enacted in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender State for instruments to execute and deliver to Lender, in form and substance satisfactory to Lender, such be filed as 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 Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in In accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition laws of the CollateralState, this Deed of Trust shall remain effective as a fixture filing until this Deed of Trust is released or any part thereof, may be applied by Lender satisfied of record or its effectiveness otherwise terminates as to the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Trust Premises.
Appears in 1 contract
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and Grantor hereby grants to Lender, as security for the Obligations, Beneficiary a security interest in and to certain property as follows:
1. If this Deed of Trust secures future advances to be used for construction of Improvements on the Property Land, this Deed of Trust constitutes a “construction mortgage” under the Code. This Deed of Trust shall also constitute and serve as a “security agreement” on personal property and a “fixture filing” within the meaning of, and shall constitute a first and prior security interest under, Chapter 9 of the Code with respect to the Personalty, Fixtures, Contracts and Leases. To this end, Grantor grants to Beneficiary, as a secured party, a first and prior security interest in, to and under the Personalty, Fixtures, Contracts and Leases, to secure the full extent that the Property may be subject to the Uniform Commercial Code (said portion and timely payment and performance of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL")Indebtedness.
2. Borrower hereby Grantor agrees with Lender to execute and deliver to LenderBeneficiary, in form and substance satisfactory to LenderBeneficiary, 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, statements and such further assurances as Lender may Beneficiary may, from time to time, reasonably consider necessary request to create, perfect, and preserve Lender's the security interest herein granted, and Beneficiary may cause any financing statements and assurances to be recorded and filed at such times and places as may be required or permitted by law to create, perfect and preserve such security interest. This Security Instrument Without limiting the foregoing, Grantor shall, upon request of Beneficiary take such actions as Beneficiary shall also request to establish exclusive control (as defined in the Code) by Beneficiary over any Property which is of such a nature that perfection of a security interest may be accomplished by control. Furthermore, Grantor (a) irrevocably appoints Beneficiary or any agent of Beneficiary (which appointment is coupled with an interest) the true and lawful attorney of Grantor (with full power of substitution) to act in the name, place and stead of, and at the expense of, Grantor and (b) authorizes Beneficiary or any agent of Beneficiary, in its own name, at Grantor’s expense, to do any of the following, as Beneficiary, in its sole discretion, deems appropriate: (i) to demand, receive, ▇▇▇ for, and give receipts or acquittances for any moneys due or to become due on any Property (including, without limit, to draft against Property) and to endorse any item representing any payment on or proceeds of the Property; (ii) to execute and file in the name of and on behalf of Grantor all financing statements or other filings or collateral control agreements deemed necessary or desirable by Beneficiary to evidence, perfect, or continue the security interests granted in this Deed of Trust; and (iii) to do and perform any act on behalf of Grantor permitted or required under this Deed of Trust.
3. Beneficiary, as well as Trustee on Beneficiary’s behalf, shall have all the rights, remedies and recourses with respect to the Personalty, Fixtures, Contracts and Leases afforded a “secured party” by Chapter 9 of the Code in addition to, and not in limitation of, the other rights, remedies and recourses afforded Beneficiary and/or Trustee by the Loan Documents.
4. The security interest herein granted shall not be deemed or construed to constitute Trustee or Beneficiary as a "fixture filing" for party in possession of any portion of the Property or to obligate Trustee or Beneficiary to lease the Property or to take any other action or to incur any expenses or to perform any obligation whatsoever under any of the Contracts or Leases or otherwise.
5. Upon the occurrence of an Event of Default and at any time thereafter:
(a) Trustee and Beneficiary shall have, with regard to the Personalty, Fixtures, Contracts and Leases the remedies provided in this Deed of Trust and in the Code (no such remedy granted by the Code being excepted, modified or waived herein). Trustee and Beneficiary may, respectively, use his or its discretion in exercising the rights and electing the remedies; provided, however, all acts shall be in compliance with the standards of the Code where applicable and required. For purposes of the Uniform Commercial notice requirements of the Code and this Section G, it is agreed that notice sent or given not less than ten (10) calendar days prior to the taking of the action to which the notice relates is reasonable notice.
(b) Trustee and Beneficiary shall, respectively, be entitled, acting in his or its sole discretion, to apply the proceeds of any disposition of the Personalty, Fixtures, Contracts and Leases in the order set forth in Chapter 9 of the Code, or, if allowed by the Code, in the order set forth in Paragraph 7 of Section E hereof. Grantor agrees that Beneficiary shall be under no obligation to accept any noncash proceeds in connection with any sale or disposition of Property unless failure to do so would be commercially unreasonable. If Beneficiary agrees in its sole discretion to accept noncash proceeds (unless the failure to do so would be commercially unreasonable), Beneficiary may ascribe any commercially reasonable value to such proceeds. Without limiting the foregoing, Beneficiary may apply any discount factor in determining the present value of proceeds to be received in the future or may elect to apply proceeds to be received in the future only as and when such proceeds are actually received in cash by Beneficiary.
(c) Notwithstanding anything herein to the contrary, Beneficiary, or the Trustee acting on Beneficiary’s behalf, may at its or his option, dispose of the Fixtures, Personalty, Contracts and/or Leases and other items of personal property covered by this Deed of Trust in accordance with Beneficiary’s rights and remedies in respect of and together with the Land, collectively as the Property, pursuant to the provisions of Section E of this Deed of Trust in lieu of proceeding under the Code.
6. Beneficiary may require Grantor to assemble the Personalty, Fixtures, Contracts and Leases and make them available to Beneficiary or Trustee at a place to be designated by Beneficiary that is reasonably convenient to both parties. All expenses of retaking, holding, preparing for sale, lease or part other use or disposition, selling, leasing or otherwise using or disposing of the Property Personalty, Fixtures, Contracts and Leases and the like which are incurred or are paid by Beneficiary as authorized or permitted hereunder, including also all reasonable attorneys’ fees, whether inside or outside counsel is used, legal expenses and costs, shall be added to become fixturesthe Indebtedness, and Grantor shall be liable therefor. At any sale or other disposition of any Property, Beneficiary disclaims all warranties which would otherwise be given under the Code, including without limit, a disclaimer of any warranty relating to title, possession, quiet enjoyment or the like, and Beneficiary may communicate these disclaimers to a purchaser at such disposition. This disclaimer of warranties will not render the sale commercially unreasonable.
7. As to the Personalty, Fixtures, Contracts and Leases, this Deed of Trust shall be effective as a financing statement when filed for record in the official real property records of any county in which any portion of the Land is located. The record owner of the Land is Grantor, whose mailing address for purposes of such financing statement is set forth in the opening recital herein above. Information concerning the security interest herein granted created by this Deed of Trust may be obtained from the parties Beneficiary at the addresses of the parties its address similarly set forth in the first paragraph such opening recital. Beneficiary or Trustee may file a carbon, photographic or other reproduction of this Security InstrumentDeed of Trust as a financing statement.
8. If an Event Except as otherwise expressly provided in this Deed of Default Trust, all terms in this Deed of Trust which are defined in the Code shall occurhave the meanings assigned to them in Article 9 (or, Lenderabsent definition in Article 9, in addition to any other rights and remedies which 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 Article) of the Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, those meanings may be applied by Lender amended, revised or replaced from time to the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrumenttime. Notwithstanding the foregoing, Borrower shall appear and defend in any action or proceeding the parties intend that the terms used herein which affects or purports to affect the Property and any interest or right therein, whether such proceeding effects title or any other rights are defined in the Property (Code have, at all times, the broadest and in conjunction therewithmost inclusive meanings possible. Accordingly, Borrower if the Code shall fully cooperate with Lender in the event Lender is future be amended or held by a party court to define any term used herein more broadly or inclusively than the Code in effect on the date of this Deed of Trust, then such action term, as used herein, shall be given such broadened meaning. If the Code shall in the future be amended or proceeding)held by a court to define any term used herein more narrowly, or less inclusively, than the Code in effect on the date of this Deed of Trust, such amendment or holding shall be disregarded in defining terms used in this Deed of Trust.
Appears in 1 contract
Security Agreement. This Security Instrument Agreement is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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 in the Mortgaged Property. Borrower by By executing and delivering this Security Instrument Agreement, Borrower has granted and hereby grants to Lender, as security for the ObligationsDebt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said such portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph Section the "COLLATERALCollateral"). Borrower hereby agrees with Lender 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, statements and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and perfect or preserve Lender's security interest herein therein granted. This Security Instrument The Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part of the Mortgaged 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 they 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, 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, Borrower shall at its expense assemble the Collateral and make it available to Lender at a convenient place acceptable to Lenderthe Mortgaged Property. Borrower shall pay to Lender on demand any and all reasonable out-of-pocket expenses, including legal expenses and Lender's reasonable attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations Debt in such priority and proportions as Lender in its discretion shall deem proper. In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereof, 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 expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase Borrower's obligations under the Note, the Mortgage, this Security Instrument Agreement, the Assignment, the Environmental Agreement and the Other 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 Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Mortgage.
Appears in 1 contract
Sources: Loan Agreement (Lodgian Inc)
Security Agreement. This Security Instrument Mortgage is both also a real property mortgage security agreement between Mortgagor, as debtor, and a "security agreement" within the meaning of the Uniform Commercial CodeMortgagee, 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. Borrower by executing and delivering this Security Instrument has granted and Mortgagor hereby grants to Lender, as security for the ObligationsMortgagee and Mortgagee's successors and assigns, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion those portions of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender's which a security interest herein granted. This Security Instrument shall also constitute a "fixture filing" for the purposes may lawfully be created, including without limitation: (i) those portions of the Uniform Commercial Code. All Property which constitute Accessories and each and every part thereof; (ii) all proceeds from the sale, lease or other disposition of all or any part of the Property are Property; and (iii) all sums, proceeds, funds and reserves described or are referred to become fixturesin this Mortgage. Information concerning However, the grant of a security interest herein granted may in proceeds shall not be obtained from the parties at the addresses deemed to authorize any action otherwise prohibited herein. The security interest created hereby is specifically intended to cover and include all Leases including all extended terms and all extensions and renewals of the parties set forth in terms thereof, as well as any amendments to or replacements of said Leases, together with all the first paragraph right, title and interest of this Security Instrument. If an Event of Default shall occurMortgagor, Lender, in addition to any other rights and remedies which 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 Uniform Commercial Codeas lessor thereunder, including, without limiting the generality of the foregoing, the present and continuing right to take possession make claim for, collect, receive and receipt for any and all of the Collateral rents, income, revenues, issues and profits and moneys payable as damages or in lieu of rent and moneys payable as the purchase price of the Property or any part thereof or of awards or claims for money and other sums of money payable or receivable thereunder howsoever payable, and to bring actions and proceedings thereunder or for the enforcement thereof, and to do any and all things which Mortgagor or any lessor is or may become entitled to do under the Leases; provided, that this provision shall not impair or diminish any obligation of Mortgagor under the Leases, nor shall any obligation be imposed upon Mortgagee. In addition to Mortgagee's rights hereunder or otherwise, Mortgagee shall have all of the rights of a secured party under the Hawaii Uniform Commercial Code (the "Code"). Mortgagee may, from time to time, file all financing statements as required by Mortgagee in order to establish or maintain the validity, perfection or priority of the security interests created herein. Mortgagor shall
(a) promptly pay to Mortgagee on demand all costs of preparation and filing of financing statements pursuant hereto and all costs of Code searches reasonably required by Mortgagee and (b) give to Mortgagee a certificate in form satisfactory to Mortgagee listing all trade names of Mortgagor and under which Mortgagor operates or intends to operate the Property or any part thereof, and give 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any Mortgagee advance written notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds any proposed change of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Obligations in such priority trade name and proportions as Lender in its discretion shall deem proper. In the event of any change in of name (or trade name or assumed name), identity or structure of any BorrowerMortgagor. A carbon, 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 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 photographic or other statements signed only by Lenderreproduction of this Mortgage or of a financing statement executed pursuant hereto is sufficient as a financing statement. This Mortgage is, without limitation, intended to be a financing statement filed as Borrower's attorney-in-fact, in connection a fixture filing with respect to the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any action or proceeding which affects or purports to affect portions of the Property and any interest which are 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 in the event Lender is a party to such action or proceeding).are to
Appears in 1 contract
Security Agreement. This Security Instrument Mortgage is both a real property mortgage or deed of trust and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the ObligationsDebt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph section the "COLLATERALCollateral"). Borrower Mortgagor hereby agrees with Lender Mortgagee to execute and deliver to LenderMortgagee, in form and substance satisfactory to LenderMortgagee, 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, statements and such further assurances as Lender Mortgagee may from time to time, reasonably consider necessary to create, perfect, and preserve LenderMortgagee's security interest herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part of the Mortgaged 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 InstrumentMortgage. If an Event of Default shall occuroccur and be continuing, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 LenderMortgagee after the occurrence 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 acceptable to LenderMortgagee. Borrower Mortgagor shall pay to Lender Mortgagee on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Lender Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five ten (510) 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 Obligations Debt in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. In the event of any change in name, identity or structure of any BorrowerMortgagor, such Borrower Mortgagor shall notify Lender thereof, Mortgagee thereof and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of LenderMortgagee'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 Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase BorrowerMortgagor's obligations under the Note, this Security Instrument Mortgage and the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf behalf, but only after providing the Mortgagor notice and the opportunity to do so, any financing or other statements signed only by LenderMortgagee, as BorrowerMortgagor's attorney-in-fact, in connection with the Collateral covered by this Security InstrumentMortgage. Notwithstanding the foregoing, Borrower Mortgagor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding effects affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Borrower Mortgagor shall fully cooperate with Lender Mortgagee in the event Lender Mortgagee is a party to such action or proceeding).
Appears in 1 contract
Security Agreement. This Security Instrument is constitutes both a real property mortgage and a "“security agreement" within the meaning of the Uniform Commercial Code. The Property includes both real ” between Borrower and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral in which Lender is granted a security interest hereunder, and, cumulative of all other rights and remedies of Lender hereunder, Lender shall have all of the rights and remedies of a secured party under any applicable Uniform Commercial Code. Borrower hereby authorizes Lender to prepare, file of record or otherwise effectuate new financing statements or financing statement amendments which describe all or any portion of the assets of Borrower as collateral thereunder. Borrower specifically agrees that Lender may cause such financing statements and financing statement amendments to be filed without any signature of a representative of the Borrower appearing thereon, where such filings are permitted by applicable law. Borrower hereby agrees to execute and deliver on demand and hereby irrevocably constitutes and appoints Lender the attorney-in-fact of Borrower to execute and deliver and, if appropriate, to file with the appropriate filing officer or office such security agreements, financing statements, continuation statements or other instruments as Lender may request or require in order to impose, perfect or continue the perfection of the lien or security interest created hereby. Expenses of retaking, holding, preparing for sale, selling or the like (including, without limitation, Lender’s reasonable attorneys’ fees and legal expenses), together with interest thereon at the Default Interest Rate from the date Lender notifies Borrower of the incurrence thereof until actually paid by Borrower, shall be paid by Borrower on demand and shall be secured by this Security Instrument and by all of the other Loan Documents securing all or any part of the indebtedness evidenced by the Note. If notice is required by law, Lender shall give Borrower at least ten (10) days’ prior written notice of the time and place of any public sale of such property or of the time of or after which any private sale or any other intended disposition thereof is to be made, and if such notice is sent to Borrower in accordance with Borrower, as the provisions hereof at least five (5) days prior to same is provided for the mailing of notices herein, it is hereby deemed that such action, notice shall constitute commercially be and is reasonable notice to Borrower. The proceeds No such notice is necessary for any such property which is perishable, threatens to decline speedily in value or is of any disposition a type customarily sold on a recognized market. Any sale made pursuant to the provisions of this Section 1.22 shall be deemed to have been a public sale conducted in a commercially reasonable manner if held contemporaneously with the foreclosure sale as provided in Section 3.1(e) hereof upon giving the same notice with respect to the sale of the Property hereunder as is required under said Section 3.1(e). Furthermore, to the extent permitted by law, in conjunction with, in addition to or in substitution for the rights and remedies available to Lender pursuant to any applicable Uniform Commercial Code:
(a) In the event of a foreclosure sale, the Property may, at the option of Lender, be sold as a whole;
(b) It shall not be necessary that Lender take possession of the aforementioned Collateral, or any part thereof, may be applied by Lender prior to the payment time that any sale pursuant to the provisions of this Section 1.22 is conducted and it shall not be necessary that said Collateral, or any part thereof, be present at the location of such sale; and
(c) Lender may appoint or delegate any one or more persons as agent to perform any act or acts necessary or incident to any sale held by Lender, including the sending of notices and the conduct of the Obligations sale, but in such priority the name and proportions on behalf of Lender. The name, principal place of business and chief executive office of Borrower (as Debtor under any applicable Uniform Commercial Code) are: Nantucket Acquisition LLC c/o Cornerstone Ventures, Inc. 1▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ The federal employer identification number/social security number of Borrower is 2▇-▇▇▇▇▇▇▇. The name and address of Lender (as Secured Party under any applicable Uniform Commercial Code) is: Cornerstone Operating Partnership, L.P. 1▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
(d) Borrower shall not change its principal place of business, chief executive office, state of organization or registration or its name, without in each case, obtaining the prior written consent of Lender. Without limitation to the foregoing, Lender may condition its consent thereto upon Borrower’s execution and delivery of additional financing statements or related documents as Lender in its discretion shall deem proper. 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 may determine to be necessary to maintain effectively evidence, perfect or continue the priority perfection of Lender's lien upon and ’s security interest in the Collateral, and Collateral as a result of any such change.
(e) The security interests herein granted shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing not be deemed 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 construed to constitute Lender as its attorney-in-fact, coupled with an interesta trustee in possession of the Property, to file with the appropriate public office on its behalf any financing or other statements signed only by Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any action or proceeding which affects or purports obligate Lender to affect lease the Property and or attempt to do so, or to take any interest action, incur any expense or right thereinperform or discharge any obligation, whether such proceeding effects title duty or liability whatsoever under any other rights in of the Property (and in conjunction therewith, Borrower shall fully cooperate with Lender in the event Lender is a party to such action Leases or proceeding)otherwise.
Appears in 1 contract
Security Agreement. (a) This Security Instrument Mortgage is both a real property mortgage Mortgage and a "“security agreement" ” within the meaning of the Uniform 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. Borrower Mortgagor, by executing and delivering this Security Instrument has granted and hereby Mortgage grants to LenderMortgagee, as security for the ObligationsIndebtedness, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said such portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph Paragraph 19 the "COLLATERAL"“Collateral”). Borrower Mortgagor hereby agrees with Lender authorizes Mortgagee to execute and deliver to Lender, file financing statements 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 order to create, perfect, preserve and preserve Lender's continue the security interest interest(s) herein granted. This Security Instrument Mortgage shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial Code. All or part , and shall cover all items of the Property Collateral now or hereafter owned by Mortgagor that are or are to become fixtures, and is to be filed for record in the real estate records of ▇▇▇▇▇▇ County, New Jersey. Information This Mortgage shall also constitute a financing statement covering any other portion of the Mortgaged Property and may be filed in the appropriate filing or recording office. A carbon, photographic or other reproduction of this Mortgage or of any financing statement relating to this Mortgage shall be sufficient as a financing statement for any of the purposes referred to in this Paragraph 19. For purposes of this Paragraph 19, the Mortgagor is the “Debtor” and the Mortgagee is the “Secured Party,” as these terms are defined in the Uniform Commercial Code, insofar as this Mortgage constitutes a financing statement, and the addresses of the Debtor and Secured Party, the identification of the Debtor which is the record owner of each premises described on attached Exhibit A and the organizational identification number of each Debtor are listed below. Because this Mortgage also constitutes a Uniform Commercial Code financing statement and fixture filing, the following information is included herein, and Mortgagor represents and warrants the truth and accuracy thereof:
(i) The name of the Debtor with respect to ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ is WU/LH 100 AMERICAN L.L.C. with an organizational identification number of: 4468439.
(ii) The name of the Debtor with respect to ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ is WU/LH 200 AMERICAN L.L.C. with an organizational identification number of: 4468440.
(iii) The name of the Debtor with respect to ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ is WU/LH 300 AMERICAN L.L.C. with an organizational identification number of: 4468441.
(iv) The name of the Debtor with respect to ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ is WU/LH 400 AMERICAN L.L.C. with an organizational identification number of: 4468443.
(v) The name of the Debtor with respect to ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ is WU/LH 500 AMERICAN L.L.C. with an organizational identification number of: 4468444.
(vi) The mailing address of each Debtor is c/o Lighthouse Real Estate Management LLC, ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇.
(vii) The type of organization of each Debtor is limited liability company.
(viii) The jurisdiction of organization of each Debtor is Delaware.
(ix) The name of Secured Party is ▇▇▇▇ ▇▇▇▇▇▇▇ Life Insurance Company.
(x) The mailing address of Secured Party is ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇.
(xi) A statement describing the portion of the Mortgaged Property and Collateral comprising goods or other personal property that may now be or hereafter become fixtures hereby secured is set forth in the granting clauses of this Mortgage which relates to the real property more particularly described on Exhibit A attached hereto, with respect to the specific Land owned by each Debtor.
(xii) This financing statement is to be recorded in the real estate records.
(xiii) Additional information concerning the security interest interests herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Security InstrumentMortgagee upon request. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 LenderMortgagee, Borrower Mortgagor shall at its 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 legal expenses and attorneys' fees’ fees and disbursements, incurred or paid by Lender Mortgagee in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five (5) days prior to such actionsale, disposition or 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 Obligations Indebtedness in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. In the event Mortgagor shall notify Mortgagee of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereof, Mortgagor and promptly after request shall execute, Mortgagor hereby expressly authorizes Mortgagee to file and record record, at Mortgagor’s sole cost and expense, such Uniform Commercial Code forms as are necessary to maintain the priority of Lender's the lien of Mortgagee upon and security interest in the Collateral. In addition, Mortgagor shall promptly execute, file and record such additional 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. 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, provided that no such additional documents shall increase Borrower's the obligations of Mortgagor under the Note, this Security Instrument and Mortgage or the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender as its authorizes Mortgagee and grants to Mortgagee an irrevocable power of 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 LenderMortgagee, as Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding Mortgage.
(b) That portion of the foregoingMortgaged Property consisting of personal property and equipment, Borrower shall appear be owned by Mortgagor and defend shall not be the subject matter of any lease or other transaction whereby the ownership or any beneficial interest in any action of such property is held by any person or proceeding which affects entity other than Mortgagor nor shall Mortgagor create or purports suffer to affect be created any security interest covering any such property as it may from time to time be replaced, other than the Property and any security 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 in the event Lender is a party to such action or proceeding)created herein.
Appears in 1 contract
Sources: Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (GTJ REIT, Inc.)
Security Agreement. This The undersigned, in its capacity as a Secured Party, hereby executes and delivers the Security Instrument Agreement to which this signature page is both a real property mortgage attached and a "security agreement" within agrees to be bound by the meaning Security Agreement on the date set forth on the first page of the Uniform Commercial CodeSecurity Agreement. The Property includes both real and personal property and This counterpart signature page, together with all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion counterparts of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender to execute Security Agreement 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 Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" for the purposes signature pages 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 other 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 they may havenamed therein, shall have constitute one 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, 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower same instrument in accordance with the provisions hereof at least five terms of the Security Agreement. Signature of Authorized Signatory of Secured Party: Name of Authorized Signatory: Title of Authorized Signatory: Email Address of Authorized Signatory: Facsimile Number of Authorized Signatory: State of Incorporation of Secured Party: Address for Notice to Secured Party: the Secured Parties identified therein (5the “Security Agreement”) days prior Reference is made to the Security Agreement as defined above; capitalized terms used herein and not otherwise defined herein shall have the meanings given to such actionterms in, shall constitute commercially reasonable notice to Borroweror by reference in, the Security Agreement. The proceeds undersigned hereby agrees that upon delivery of any disposition this Additional Debtor ▇▇▇▇▇▇ to the Secured Parties referred to above, the undersigned shall (a) be an Additional Debtor under the Security Agreement, (b) have all the rights and obligations of the Collateral, or any part thereof, may be applied by Lender Debtors under the Security Agreement as fully and to the payment same extent as if the undersigned was an original signatory thereto and (c) be deemed to have made the representations and warranties set forth therein as of the Obligations in date of execution and delivery of this Additional Debtor Joinder (except to the extent such priority representation or warranty specifically refers to an earlier date). WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE UNDERSIGNED SPECIFICALLY GRANTS TO THE SECURED PARTIES A SECURITY INTEREST IN THE COLLATERAL AS MORE FULLY SET FORTH IN THE SECURITY AGREEMENT AND ACKNOWLEDGES AND AGREES TO THE WAIVER OF JURY TRIAL PROVISIONS SET FORTH THEREIN. Attached hereto are supplemental and/or replacement Schedules to the Security Agreement, as applicable. Attached hereto is an original Subsidiary Guaranty executed by the undersigned and proportions as Lender in its discretion delivered herewith. An executed copy of this Additional Debtor ▇▇▇▇▇▇▇ shall deem proper. In be delivered to the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereofSecured Parties, and promptly the Secured Parties may rely on the matters set forth herein on or after request the date hereof. This Additional Debtor Joinder shall executenot be modified, file and record such Uniform Commercial Code forms as are necessary to maintain amended or terminated without the priority prior written consent 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Secured Parties.
Appears in 1 contract
Sources: Security Agreement (Momentus Inc.)
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within To the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in UCC, this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender's security interest herein granted. This Security Instrument Mortgage shall also constitute and serve as a "fixture filing" for security agreement on personal property within the purposes of the Uniform Commercial Code. All or part of the Property are or are to become fixtures. Information concerning the meaning of, and shall constitute a 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 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 Uniform Commercial Code, including, without limiting the generality of the foregoingunder, 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder UCC with respect to the Mortgaged Property which is subject to the UCC, including without limitation, the Gross Revenues, Personalty, General Intangibles, Fixtures, and Rents associated with the Project (collectively, the "Collateral"). Any notice To this end, the Mortgagor has GRANTED, BARGAINED, CONVEYED, ASSIGNED, TRANSFERRED and SET OVER and by these presents does GRANT, BARGAIN, CONVEY, ASSIGN, TRANSFER and SET OVER unto the Mortgagee a security interest in all of salethe Mortgagor's right, disposition or title and interest in, to and under all Fixtures and all of the other intended action by Lender Mortgaged Property not constituting real property under the laws of the State of New Jersey to secure the full and timely payment and the full and timely performance and discharge of the amounts due under the Agreement. Subject to the terms of the Intercreditor Agreement and the Landlord Agreement, upon any Event of Default of the Mortgagor hereunder, the Mortgagee shall be entitled to exercise with respect to the Collateral sent all of the rights and remedies set forth herein and in the Agreement or otherwise afforded to Borrower in accordance with a secured party under the provisions hereof at least five (5) days prior to such actionterms of the UCC, shall constitute commercially reasonable notice to Borrowerany or all of which remedies or rights may be pursued and exercised concurrently, consecutively, alternatively or otherwise. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 Mortgagor will execute, file and record refile, at the sole cost and expense of the Mortgagor, one or more supplemental security agreements and financing statements as the Mortgagee may from time to time require covering any property now or hereafter constituting a portion of the Mortgaged Property securing the amounts due under the Agreement secured hereunder and such Uniform Commercial Code forms financing statements and other and further assurances as are necessary the Mortgagee may request to maintain perfect or evidence the priority of Lender's lien upon and security interest in herein created and to particularize and identify the Collateral. The Mortgagor hereby authorizes the Mortgagee to file such financing statement or statements pursuant to the UCC, and shall pay all expenses and fees in connection with without the filing and recording thereof. If Lender shall require signature of the filing or recording of additional Uniform Commercial Code forms or continuation statementsMortgagor, Borrower shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender shall the Mortgagee may deem necessary, and shall pay all expenses and fees to perfect such interests or right in connection with its favor. It is the filing and recording thereof it being understood and agreed, however, that no such additional documents shall increase Borrower's obligations under intent of the Note, this Security Instrument Mortgagor and the Other Loan Documents. Borrower hereby irrevocably appoints Lender Mortgagee that this Mortgage encumber all Rents and as its attorney-in-factto all items contained in the definition of Rents which are included in the UCC, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Lender, as Borrower's attorney-in-fact, in connection with the Collateral be covered by the security interests granted in this Security Instrument. Notwithstanding the foregoing, Borrower shall appear Article VI and defend in any 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 that all items contained in the Property (definition of Rents which are excluded from the UCC be covered by the provisions of Article II and in conjunction therewith, Borrower shall fully cooperate with Lender in the event Lender is a party to such action or proceeding)Article VII hereof.
Appears in 1 contract
Sources: Leasehold Mortgage, Security Agreement, Assignment of Rents and Financing Statement (Dynagen Inc)
Security Agreement. This Security Instrument is Mortgage constitutes both a real property mortgage and a "security agreement" and a "fixture filing," within the meaning of the Uniform Commercial Code. The , 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. Borrower The Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to Lenderthe Mortgagee, as security for the ObligationsDebt, a security interest in the Property to Equipment. The Mortgagor hereby authorizes the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender Mortgagee or its agents or assigns, to execute and deliver to Lenderfile, in form and substance satisfactory to Lenderwithout the signature of the Mortgagor, 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 Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" one or more UCC-1 Financing Statements for the purposes purpose of perfecting such security interest, if permitted under the laws of the Uniform Commercial Code. All or part of state wherein the Mortgaged 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 Instrumentis located. 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 they 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, 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 Lenderthe Mortgagee, Borrower the Mortgagor shall at its 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 legal expenses and attorneys' fees, incurred or paid by Lender the Mortgagee in protecting the its interest in the Collateral Equipment and in enforcing the its rights hereunder with respect to the CollateralEquipment. Any notice of sale, disposition or other intended action by Lender the Mortgagee with respect to the Collateral Equipment sent to Borrower the Mortgagor in accordance with the provisions hereof of this Mortgage at least seven (7) days prior to the date of any such sale, disposition or other action, shall constitute reasonable notice to the 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 prior to after receipt by the Mortgagor of such action, shall constitute commercially reasonable notice to Borrowernotice. 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 Obligations Debt in such order, priority and proportions as Lender the Mortgagee in its discretion shall deem proper. In the event of If any change shall occur in the Mortgagor's name, identity or structure of any Borrowerthe Mortgagor shall promptly cause to be filed at its own expense, such Borrower shall notify Lender thereof, and promptly after request shall execute, file and record such new financing statements as required under the Uniform Commercial Code forms as are necessary to maintain replace those on file in favor of 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Mortgagee.
Appears in 1 contract
Security Agreement. This Security Instrument Mortgage is both a real property ------------------ mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the ObligationsDebt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph Section 18 the "COLLATERALCollateral"). Borrower Mortgagor hereby agrees with Lender to execute and ---------- deliver to LenderMortgagee, in form and substance reasonably satisfactory to LenderMortgagee, 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, statements and such further assurances as Lender Mortgagee may from time to time, time reasonably consider necessary to create, perfect, and preserve LenderMortgagee's security interest herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All Code as to all or any part of the Mortgaged Property are which now or are to become 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 Security InstrumentMortgage. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 LenderMortgagee, Borrower Mortgagor shall at its expense assemble the Collateral and make it available to Lender Mortgagee at a convenient place 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 the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five ten (510) 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 Obligations Debt in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. In the event of any change in name, identity or structure of any BorrowerMortgagor, such Borrower Mortgagor shall notify Lender thereof, 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 LenderMortgagee'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 Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Mortgagee shall deem reasonably necessary, and shall pay all expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase BorrowerMortgagor's obligations under the Note, this Security Instrument Mortgage and the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender Mortgagee as its attorney-in-fact, coupled with an interestinterest upon Mortgagor's failure to do so within ten (10) Business Days after request by Mortgagee, to file with the appropriate public office on its behalf any financing or other statements signed only by LenderMortgagee, as BorrowerMortgagor's attorney-in-fact, in connection with the Collateral covered by this Security InstrumentMortgage. Notwithstanding the foregoing, Borrower Mortgagor shall appear and defend Mortgagor's interests in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding effects affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Borrower Mortgagor shall fully cooperate with Lender Mortgagee in the event Lender Mortgagee is a party to such action or proceeding).
Appears in 1 contract
Sources: Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Ventas Inc)
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, Mortgage constitutes a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender to execute agreement between Mortgagor 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 Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) days prior to such actionwhich Mortgagee is granted a security interest hereunder, and, cumulative of all other rights and remedies of Mortgagee hereunder, Mortgagee shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition have all of the Collateral, or rights and remedies of a secured party under any part thereof, may be applied by Lender to the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 applicable Uniform Commercial Code forms as are necessary Code. Mortgagor hereby agrees to maintain the priority of Lender's lien upon execute and security interest in the Collateral, deliver on demand 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 constitutes and appoints Lender as its Mortgagee the attorney-in-factfact of Mortgagor to execute and deliver and, coupled with an interestif appropriate, to file with the appropriate public office on its behalf any filing officer or office, such security agreements, financing statements, continuation statements or other statements signed only instruments as Mortgagee may request or require in order to impose, perfect or continue the perfection of the lien or security interest created hereby. To the extent specifically provided herein, Mortgagee shall have the right of possession of all cash, securities, instruments, negotiable instruments, documents, certificates and any other evidences of cash or other property or evidences of rights to cash rather than property, which are now or hereafter a part of the Property, and Mortgagor shall promptly deliver the same to Mortgagee, endorsed to Mortgagee, without further notice from Mortgagee. Mortgagor agrees to furnish Mortgagee in writing with notice of any change in the name, identity, organizational structure, residence, or principal place of business or mailing address of Mortgagor ten (10) days prior to the effective date of any such change. Expenses of retaking, holding, preparing for sale, selling or the like (including, without limitation, Mortgagee’s reasonable attorneys’ fees and legal expenses), together with interest thereon at the Default Interest Rate from the date incurred by LenderMortgagee until actually paid by Mortgagor, as Borrower's attorney-in-fact, in connection with the Collateral covered shall be paid by Mortgagor within five (5) days of written demand and shall be secured by this Security InstrumentMortgage and by all of the other Loan Documents securing all or any part of the Debt. Notwithstanding Upon an Event of Default, Mortgagee shall have the foregoingright to enter upon the Premises and the Improvements or any real property where any of the property which is the subject of the security interest granted herein is located to take possession of, Borrower assemble and collect the same or to render it unusable, or Mortgagor, upon written demand of Mortgagee, shall appear assemble such property and defend in make it available to Mortgagee at the Premises, or at a place which is mutually agreed upon or, if no such place is agreed upon, at a place reasonably designated by Mortgagee to be reasonably convenient to Mortgagee and Mortgagor. If notice is required by law, Mortgagee shall give Mortgagor at least ten (10) days’ prior written notice of the time and place of any action public sale of such property, or proceeding adjournments thereof, or of the time of or after which affects or purports to affect the Property and any interest or right therein, whether such proceeding effects title private sale or any other rights intended disposition thereof is to be made, and if such notice is sent to Mortgagor, as the same is provided for the mailing of notices herein, it is hereby deemed that such notice shall be and is reasonable notice to Mortgagor. No such notice is necessary for any such property which is perishable, threatens to decline speedily in value or is of a type customarily sold on a recognized market. Any sale made pursuant to the provisions of this Section shall be deemed to have been a public sale conducted in a commercially reasonable manner if held contemporaneously with a foreclosure sale as provided in Section 15.1(e) hereof upon giving the same notice with respect to the sale of the Property hereunder as is required under said Section 15.1(e). The name and principal place of business of Mortgagor (as Debtor under any applicable Uniform Commercial Code) are: Deerfield Luxury Townhomes, LLC ▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ The name and in conjunction therewithprincipal place of business of Mortgagee (as Secured Party) are: Deutsche Banc Mortgage Capital, Borrower shall fully cooperate with Lender in the event Lender is a party to such action or proceeding).L.L.C. ▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇
Appears in 1 contract
Security Agreement. This Security Instrument is both Deed of Trust shall constitute a real property mortgage and a "security agreement" within the meaning of agreement as defined in the Uniform Commercial Code of the State of Colorado ("Code") in the items described in the Granting Clauses of this Deed of Trust ("Collateral"). Any Collateral installed in or used in the Premises are to be used by the Grantor solely for Grantor's business purposes or as the equipment and fixtures leased or furnished by the Grantor, as landlord, to tenants of 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 Beneficiary and may be affixed to such buildings but will not be affixed to any other real estate. The Property includes both real remedies of the Beneficiary hereunder are cumulative and personal property separate, and all the exercise of any one or more of the remedies provided for herein or under the Uniform Commercial Code shall not be construed as a waiver of any of the other rights of the Beneficiary including having any Collateral deemed part of the realty upon any foreclosure thereof. If notice to any party of the intended disposition of the Collateral is required by law in a particular instance, such notice shall be deemed commercially reasonable if given at least ten (10) days prior to such intended disposition and interestsmay 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 Beneficiary. Neither the grant of a security interest pursuant to this Deed of Trust nor the filing of a financing statement pursuant to the Code shall ever impair the stated intention of this Deed of Trust 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 real property conveyed hereunder irrespective of whether such item is physically attached to the real property or any such item is referred to or reflected in a financing statement. Grantor will on demand deliver all financing statements that may from time to time be required by Beneficiary to establish, whether tangible or intangible in nature, perfect and continue the priority of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a Beneficiary's security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender to execute and deliver to Lender, in form and substance satisfactory to Lender, such financing statements, continuation statements, other uniform commercial code forms Collateral and shall pay all expenses and fees incurred by Beneficiary in connection with the filing renewal or extensions of any financing statements executed in connection with the Premises; and recording thereof, and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any give advance written notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. In the event of any proposed change in Grantor's name, identity or structure of any Borrower, and will execute and deliver to Beneficiary prior to or concurrently with such Borrower shall notify Lender thereof, change all additional financing statements that Beneficiary may require to establish and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain perfect the priority of LenderBeneficiary'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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Security Agreement. (a) This Security Instrument Mortgage is both a real property mortgage Mortgage and a "security agreement" within the meaning of the Uniform Commercial CodeUCC. 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. Borrower by executing and delivering this Security Instrument Mortgage has granted and hereby grants to Lender, as security for the ObligationsDebt, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code UCC (said such portion of the Property so subject to the Uniform Commercial Code UCC being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender's security interest herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or 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 Mortgage 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 InstrumentMortgage. If an Event of Default shall occur, Lender, in addition to any other rights and remedies which they 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 CodeUCC, 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, 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 legal expenses and reasonable attorneys' feesfees and disbursements, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral Collateral, sent to Borrower in accordance with the provisions hereof at least five (5) ten 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 Obligations Debt in such priority and proportions as Lender in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereof, thereof and promptly after request shall execute, file and record such Uniform Commercial Code 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 Uniform Commercial Code UCC forms or continuation statements, Borrower shall, promptly after request, execute, file and record such Uniform Commercial Code 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 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 Lender, as Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Mortgage.
Appears in 1 contract
Sources: Mortgage, Assignment of Leases and Rents and Security Agreement (Behringer Harvard Reit I Inc)
Security Agreement. This It is the intent of the parties hereto that this Mortgage shall constitute a Security Instrument is both a real property mortgage and a "security agreement" Agreement within the meaning of the Uniform Commercial CodeCode of the State (the “UCC”) with respect to so much of the Mortgaged Property as is considered or as shall be determined to be of the type in which a security interest can be created under Article 9 of the UCC, together with all replacements thereof, substitutions therefor or additions thereto (the “Collateral”), and that a security interest shall attach thereto for the benefit of Mortgagee to secure the Indebtedness and all other sums and charges which may become due hereunder or under the Subordinate Loan Documents. The Property includes Mortgagor hereby authorizes Mortgagee to file financing and continuation statements with respect to the Collateral without the signature of ▇▇▇▇▇▇▇▇▇, if same is lawful; otherwise ▇▇▇▇▇▇▇▇▇ agrees to execute such financing and continuation statements as Mortgagee may request. If there shall exist an Event of Default under this Mortgage, Mortgagee, pursuant to the appropriate provisions of the UCC, shall have the option of proceeding as to both real and personal property in accordance with its rights to both real and all other rights and interestspersonal property, whether tangible or intangible in naturewhich event the default provisions of the UCC shall not apply. The parties agree that, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants event Mortgagee shall elect to Lender, as security for the Obligations, a security interest in the Property proceed with respect to the full extent Collateral separately from the real property, unless a greater period shall then be mandated by the UCC, five (5) days’ notice of the sale of the Collateral shall be reasonable notice. The expenses of retaking, holding, preparing for sale, selling and the like incurred by Mortgagee shall be assessed against Mortgagor and shall include, but shall not be limited to, attorneys’ fees, disbursements and other legal expenses incurred by Mortgagee. ▇▇▇▇▇▇▇▇▇ agrees that it will not remove or permit to be removed from the Mortgaged Property may any of the Collateral without the prior written consent of Mortgagee, unless appropriate replacements free of superior title, liens or claims are immediately made having a value at least equal to the value of the items removed. All replacements, renewals and additions to the Collateral shall be and become immediately subject to the Uniform Commercial Code security interest of this Mortgage and the provisions of this Article. Mortgagor warrants and represents that all Collateral now is, and that replacements thereof, substitutions therefor or additions thereto, shall be free and clear of liens, encumbrances or security interest of others created after the date hereof. ▇▇▇▇▇▇▇▇▇ agrees to promptly notify Mortgagee of any change in the name, address (said portion if change is to a different state), organization or structure of the Property so subject Mortgagor at least sixty (60) days prior to any such change and within thirty (30) days after change of address (but only if address remains in the Uniform Commercial Code being called same state) and ▇▇▇▇▇▇▇▇▇ will promptly execute any financing statements or other instruments reasonably deemed necessary by Mortgagee to prevent any filed financing statement from becoming misleading or losing their perfected status as a result of such change. Mortgagor shall provide to Mortgagee an opinion of counsel in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender to execute and deliver to Lender, event of any change in form and substance satisfactory to Lender, such financing statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees location or organization or any change 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 Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" for the purposes name of the Uniform Commercial CodeMortgagee. All or Such opinion shall state in From the date of its recording, this Mortgage shall be effective as a financing statement filed as a fixture filing with respect to all goods constituting part of the Property Collateral which are or are to become fixtures related to the real estate described herein. For this purpose, the following information is set forth:
A. Name and Address of Debtor: Bradenton Leased Housing Associates III, LLLP c/o Dominium Development & Acquisition, LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Plymouth, MN 55441-7400 Attention: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
B. Jurisdiction of Organization and Organizational I.D. # of Debtor: Jurisdiction of Organization: Minnesota Organizational I.D. #:901114600027
C. Name and Address of Secured Party: Housing Finance Authority of Manatee County, Florida c/o ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Esq. ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Avenue Titusville, FL 32780 D. This document covers goods which 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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Security Agreement. This Security Instrument Agreement is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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 in the Mortgaged Property. Borrower by By executing and delivering this Security Instrument Agreement, Borrower has granted and hereby grants to Lender, as security for the ObligationsDebt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said such portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph Section the "COLLATERALCollateral"). Borrower hereby agrees with Lender 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, statements and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and perfect or preserve Lender's security interest herein therein granted. This Security Instrument Each of the Mortgages shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part of the Mortgaged 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 they 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, 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, 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 legal expenses and Lender's attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations Debt in such priority and proportions as Lender in its discretion shall deem proper. In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereof, 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 expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase Borrower's obligations under the Note, the Mortgages (or either of them), this Security Instrument Agreement, the Assignment, the Environmental Agreement and the Other 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 Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any action Mortgages (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 in the event Lender is a party to such action or proceedingeither of them).
Appears in 1 contract
Sources: Loan Agreement (Nexthealth Inc)
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower by By executing and delivering this Security Instrument has granted and hereby grants to LenderJoinder Supplement, the Additional Debtor, as security for provided in Section 15 of the ObligationsSecurity Agreement, hereby becomes a security interest in the Property party to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Security Agreement as a Debtor thereunder with the filing same force and recording thereof, and such further assurances effect as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender's security interest herein granted. This Security Instrument shall also constitute if originally named therein as 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 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 Uniform Commercial Code, includingDebtor and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Debtor thereunder. The Additional Debtor hereby represents and warrants, to the right extent applicable, that each of the representations and warranties contained in Section 5 of the Security Agreement (including such representations and warranties under the Purchase Agreement referred to take possession therein) is true and correct in all material respects on and as of the date hereof (after giving effect to this Joinder Supplement) as if made on and as of such date except to the extent that any representation and warranty relates to an earlier date, in which case such representation and warranty shall be true and correct in all material respects as of such earlier date (provided that any representation and warranty that is qualified by “materiality” or “Material Adverse Effect” or similar language shall be true and correct in all respects). Without limiting the foregoing:
(a) the Additional Debtor hereby grants to the Collateral Agent, for the benefit of the Investors, a security interest in and Lien on all of the right, title and interest of such Grantor in all of the Collateral now owned or at any part thereoftime hereafter acquired or created by the Additional Debtor or in which the Additional Debtor now has or at any time in the future may acquire any right, and to take such other measures title or interest, as Lender may deem necessary collateral security for the careprompt and complete payment in full and performance as and when due (whether at the stated maturity, protection and preservation by acceleration or otherwise) of the CollateralObligations; and
(b) The information set forth in Annex 6-A is hereby added to the information set forth in Schedules 5(d) through 5(g) to the Security Agreement. Upon request or demand of LenderBy acknowledging and agreeing to this Joinder Supplement, Borrower shall at its expense assemble the undersigned hereby agree that this Joinder Supplement may be attached to the Security Agreement and that the Collateral listed on Annex 6-A to this Joinder Supplement shall be and make it available become part of the Collateral referred to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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, Security Agreement and shall pay secure 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Obligations.
Appears in 1 contract
Security Agreement. This Security Instrument is both Mortgage also constitutes a real property mortgage and a "security agreement" agreement within the meaning of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible Code as in nature, of Borrower effect from time to time in the Property. Borrower by executing state in which the Premises is located (the “UCC”) and delivering this Security Instrument has granted and hereby the Mortgagor grants to Lender, as security for the Obligations, Mortgagee a security interest in any Equipment or other personal property included within the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion definition of the Property so subject to Premises, and all proceeds, products and supporting obligations of any of the Uniform Commercial Code being called in this paragraph foregoing (the "COLLATERAL"“Collateral”). Borrower hereby agrees with Lender to execute and deliver to LenderAccordingly, in form and substance satisfactory to Lender, such financing statements, continuation statements, other uniform commercial code forms and the Mortgagee shall pay have 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 Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Coderights and remedies available to a secured party under the UCC. All or part Upon the occurrence of any default under this Mortgage, 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 Mortgagee shall occur, Lenderhave, in addition to the remedies provided by this Mortgage, the right to use any other rights and remedies which they may have, method of disposition of collateral authorized by the UCC with respect to any portion of the Premises subject to the UCC. The Mortgagee shall have the right to require the Mortgagor to assemble the Collateral and may exercise immediately and without demand, any and all rights and remedies granted make it available to the Mortgagee at a secured party upon default under place designated by the Uniform Commercial Code, including, without limiting the generality of the foregoingMortgagee which is reasonably convenient to both parties, the right to take possession of the Collateral with or without demand and with or without process of law, and the right to sell and dispose of the Collateral and distribute the proceeds according to law. Should a default occur, the Mortgagor will pay to the Mortgagee all costs reasonably incurred by the Mortgagee for the purpose of enforcing its rights hereunder, to the extent not prohibited by law, including, without limitation: costs of foreclosure; costs of obtaining money damages; and a reasonable fee for the services of internal and outside attorneys employed or engaged by the Mortgagee for any purpose related to this security agreement, including, without limitation, consultation, drafting documents, sending notices or instituting, prosecuting or defending litigation or any part thereofproceeding. The Mortgagor agrees that upon default the Mortgagee may dispose of any of the Collateral in its then present condition, that the Mortgagee has no duty to repair or clean the Collateral prior to sale, and to take that the disposal of the Collateral in its present condition or without repair or clean-up shall not affect the commercial reasonableness of such other measures as Lender may deem necessary for sale or disposition. The Mortgagee’s compliance with any applicable state or federal law requirements in connection with the care, protection and preservation disposition of the Collateral will not adversely affect the commercial reasonableness of any sale of the Collateral. Upon request In connection with the right of the Mortgagee to take possession of the Collateral, the Mortgagee may, without liability on the part of the Mortgagee, take possession of any other items of property in or demand of Lender, Borrower shall at its expense assemble on the Collateral at the time of taking possession and make it available to Lender at a convenient place acceptable to Lenderhold them for the Mortgagor. Borrower If there is any statutory requirement for notice, that requirement shall pay to Lender on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Lender in protecting be met if the interest in the Collateral and in enforcing the rights hereunder with respect Mortgagee sends notice to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof Mortgagor at least five ten (510) days prior to the date of the sale, disposition, or other event giving rise to the required notice. Upon the request of the Mortgagee, the Mortgagor shall execute and file such action, financing statements and shall constitute commercially reasonable notice take any other action requested by the Mortgagee to Borrowerperfect and continue as perfected the Mortgagee’s security interests in the Equipment and other personal property included in the definition of the Premises. The proceeds Mortgagor shall pay (and shall reimburse the Mortgagee for) all costs, including attorneys’ fees and court costs, of the preparation and filing of any disposition of financing statements and the Collateral, or any part thereof, may be applied by Lender to the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem proper. In the event taking of any change in namesuch other actions. A carbon, identity photographic or structure other reproduction of any Borrower, such Borrower shall notify Lender thereofthis Mortgage is sufficient as, and promptly after request shall executecan be filed as, file and record such Uniform Commercial Code forms as are necessary to maintain a financing statement. The Mortgagee is irrevocably appointed 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 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 Mortgagor’s attorney-in-factfact to execute any financing statement on the Mortgagor’s behalf covering the Equipment and other personal property, coupled with an interesttangible or intangible, that is included within the definition of Premises. Additionally, if permitted by applicable law, the Mortgagor authorizes the Mortgagee to file one or more financing statements related to the security interests created by this Mortgage and further authorizes the Mortgagee, instead of the Mortgagor, to file with sign such financing statements. The Mortgagor shall execute and deliver, or cause to be executed and delivered, such other documents as the appropriate public Mortgagee may from time to time request to perfect or to further evidence the security interest created in the Collateral by this Mortgage. The Mortgagor further represents and warrants to the Mortgagee that (a) its principal residence or chief executive office on its behalf any financing or other statements signed only by Lenderis at the address shown above and (b) the Mortgagor’s name as it appears in this Mortgage is identical to the name of the Mortgagor appearing in the Mortgagor’s organizational documents, as Borrower's attorney-in-factamended, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).including trust
Appears in 1 contract
Security Agreement. This Security Instrument is both Mortgage constitutes a real property mortgage security agreement under the Code and shall be deemed to constitute a "security agreement" within the meaning of the Uniform Commercial Codefixture financing statement. 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. Borrower by executing and delivering this Security Instrument has granted and Mortgagor hereby grants to LenderMortgagee, as security for pursuant to the Obligationsterms of the Loan Documents, a security interest in the Property to personal and other property owned by Mortgagor and included in the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called Mortgaged Premises, in this paragraph the "COLLATERAL")all replacements, substitutions and future additions thereto and in all rents, income, profits, revenues, accounts, contract rights and intangibles as more fully described in Section 2 hereof. Borrower hereby agrees with Lender to Mortgagor shall at Mortgagor's own expense, execute and deliver to Lender, in form and substance satisfactory to Lender, file such financing statements, continuation statements, statements or other uniform commercial code forms and security agreements as Mortgagee shall pay all expenses and fees in connection with the filing and recording thereof, and such further assurances as Lender may require from time to timetime to perfect the lien of this Mortgage with respect to such property. Without limiting the foregoing, reasonably consider necessary Mortgagor hereby authorizes Mortgagee to createfile such financing statements without the signature of Mortgagor. Mortgagor shall not change its principal place of business without giving Mortgagee at least thirty (30) days prior written notice, perfect, and preserve Lender's security interest herein granted. This Security Instrument which notice shall also constitute a "fixture filing" be accompanied by new financing statements executed by Mortgagor in the same form as the financing statements delivered to Mortgagee on the date hereof except for the purposes change of the Uniform Commercial Codeaddress. 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 Upon any Event of Default (as herein set forth), Mortgagee shall occur, Lenderhave, in addition to any other rights and remedies which they may havehereunder or under the Loan Documents, shall have and may exercise immediately and without demand, any and all of the rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality . Notwithstanding any release of any of the foregoingreal property included in the Mortgaged Premises, any proceedings to foreclose this Mortgage or its satisfaction of record, the right to take possession terms of this Section 7 shall survive as a security agreement until the satisfaction in full 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Liabilities.
Appears in 1 contract
Sources: First Mortgage and Security Agreement (Ace Gaming LLC)
Security Agreement. This Security Instrument is both Lease constitutes a real property mortgage security agreement pursuant to and a "security agreement" within in accordance with the meaning of the Uniform Commercial Code. The UCC covering all Property includes both real Collateral and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to LenderAccounts Collateral, as security for well as the Obligations, Authorization Collateral and any other property in or against which Landlord is granted a security interest in or lien by the Property terms of this Lease, including pursuant to Sections 3.3, 3.4, 7.3, 11.3 and this Section 21.1 (collectively, the full extent that “Lease Collateral”), and such security agreement, and the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called security interests and liens created in this paragraph Lease, shall survive the "COLLATERAL"expiration or earlier termination of this Lease (or, if applicable, Tenant’s right of possession). Borrower Tenant hereby agrees with Lender authorizes Landlord to execute and deliver to Lender, in form and substance satisfactory to Lender, 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. In addition, if required by Landlord at any time during the Term, Tenant shall execute and deliver to Landlord, in form reasonably satisfactory to Landlord, additional security agreements, financing statements, other uniform commercial code forms and shall pay all expenses and fees in connection with the filing and recording thereof, fixture filings and such further assurances other documents as Lender Landlord may from time to time, reasonably consider necessary require to create, perfect, perfect or continue the perfection of Landlord’s security interests and preserve Lender'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 liens in the first paragraph Lease Collateral. Upon the occurrence of this Security Instrument. 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 they 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 Uniform Commercial CodeUCC, 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Lease Collateral. Any notice of , including the right to sell the same at public or private sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-factand, in connection with any such sale, Tenant agrees that the giving of 10 days’ notice by Landlord, designating the time and place of any public sale of any Lease Collateral, or the time after which any private sale or other intended disposition of any Lease Collateral covered by is to be made, shall be deemed to be reasonable notice thereof, and Tenant waives any other notice with respect thereto. Nothing in this Security Instrument. Notwithstanding Section 21.1 shall be deemed or construed to limit Landlord’s rights to apply any of the foregoing, Borrower shall appear and defend Leased Collateral as provided in any action or proceeding which affects or purports to affect the Property other provisions of this Lease, including Sections 3.3, 3.4, 7.3 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 in the event Lender is a party to such action or proceeding)11.3.
Appears in 1 contract
Sources: Master Lease Agreement (Assisted Living Concepts Inc)
Security Agreement. (a) This Security Instrument is both Mortgage constitutes a real property mortgage and a "security agreement" within agreement under the meaning of the New Jersey Uniform Commercial Code. The Property includes both real Code and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, creates a security interest in the personal property included in the Mortgaged Property and the proceeds thereof. Mortgagor represents and warrants that all such personal property (other than personal property of individual tenants) is owned by Mortgagor free and clear of all security interests, and all such personal property and replacements of, substitutions for and additions to such personal property shall be owned (and not leased) by Mortgagor free and clear of all security interests. Mortgagor shall execute, deliver, file and refile any financing statements or other security agreements Mortgagee may require from time to time to confirm the lien of this Mortgage with respect to such property. Without limiting the foregoing, Mortgagor hereby irrevocably appoints Mortgagee attorney-in-fact for Mortgagor to execute, deliver and file such instruments for and on behalf of Mortgagor. Mortgagee, pursuant to the full extent appropriate provisions of the Code, shall have an option to proceed with respect to both the real property and personal property included in the Mortgaged Property in accordance with its rights, powers and remedies with respect to the real property, in which event the default provisions of the Code shall not apply. The parties agree that if Mortgagee shall elect to proceed with respect to the personal property separately from the real property, fifteen (15) days' notice of the sale of the personal property shall constitute reasonable notice. The expenses of retaking, holding, preparing the sale, selling and the like incurred by Mortgagee shall include, but not be limited to, attorneys' fees and legal expenses incurred by Mortgagee. Mortgagor agrees that, without the prior written consent of Mortgagee, Mortgagor will not remove or permit to be removed from the Mortgaged Property may any of the personal property, except that so long as no Event of Default has occurred hereunder, Mortgagor shall be permitted to sell or otherwise dispose of the personal property when obsolete, worn out, inadequate, unserviceable or unnecessary for use in the operation of the Mortgaged Property, but only upon replacing the same or substituting for the same other personal property at least equal in value and utility to the initial value and utility of that disposed of and in such a manner that such replacement or substituted personal property shall be subject to the Uniform Commercial Code (said portion security interest created hereby and that the security interest of Mortgagee shall be perfected and first in priority, it being expressly understood and agreed that all replacements, substitutions and additions to the Property so per sona▇ ▇▇▇perty shall be and become immediately subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 this Mortgage and covered hereby.
(b) The Mortgaged Property includes goods which are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses fixtures and this Mortgage is intended to serve as a fixture filing under Section 9-313 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 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 New Jersey Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Sources: Mortgage and Security Agreement (Brandywine Realty Trust)
Security Agreement. This Security Instrument (a) It is the intention of the parties hereto that this instrument shall constitute both a real property mortgage and a "security agreement" within the meaning of the New York State Uniform Commercial Code with respect to the personalty and fixtures comprising a part of the Property, and that a security interest is hereby attached thereto for the benefit of Mortgagee to further secure the Mortgage Obligations. Mortgagor hereby authorizes Mortgagee to file financing and continuation statements with respect to such collateral in which Mortgagor has a mortgageable interest, without the signature of Mortgagor whenever lawful, and upon request, Mortgagor shall promptly execute financing and continuation statements in form satisfactory to Mortgagee to further evidence and secure Mortgagee's interest in such collateral, and shall pay all filing fees in connection therewith. In the event of the occurrence of one or more Events of Default, Mortgagee, pursuant to the applicable provision of the New York Uniform Commercial Code. The Property includes , shall have: (i) the option of proceeding as to both real and personal property and all other in accordance with its rights and interestsremedies in respect of the real property, whether tangible or intangible in nature, which event the default provisions of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the New York Uniform Commercial Code shall not apply, or (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 they may have, shall have and may exercise immediately and without demand, any and ii) all rights and remedies granted to a secured party upon default under the New York Uniform Commercial Code, including, 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 CollateralBuilding Equipment. Upon request or demand of LenderMortgagee, Borrower Lessee shall at its expense assemble the Collateral Building Equipment and make it available to Lender Mortgagee at a convenient place acceptable to LenderMortgagee. Borrower Lessee shall pay to Lender on upon demand any and all expenses, including legal expenses and reasonable attorneys' feesfees and disbursements, incurred or paid by Lender Mortgagee in protecting the its interest in the Collateral Building Equipment and in enforcing the its rights hereunder with respect to the CollateralBuilding Equipment. Any The parties agree that in the event Mortgagee elects to proceed with respect to collateral constituting personalty or fixtures separately from the real property, the giving of five days' notice by Mortgagee, sent by an overnight mail service, postage prepaid, to Mortgagor at its address referred to in Paragraph 40, designating the place and time of sale, disposition any public sale or the time ------------ after which any private sale or other intended action disposition of such collateral is to be made, shall be deemed to be reasonable notice thereof and Mortgagor waives any other notice with respect thereto.
(b) This Mortgage is also a fixture filing which shall be recorded with the (i) County Clerk of the County of Suffolk, County Center, Riverhead, New York, (ii) the Secretary of State of New York and (iii) the Secretary of State of Delaware or in such other office as may be at the time provided by Lender law as the proper place for recordation thereof with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any action or proceeding which affects or purports to affect fixtures included within the Property and any interest described by item or right therein, whether such proceeding effects title or any other rights type in the Property (granting clause hereof and in conjunction therewith, Borrower shall fully cooperate with Lender respect to any goods or other personal property that may now be or hereafter become such fixtures. The Mortgagor is the "Debtor" and its name and mailing address are set forth in the event Lender first paragraph of this Mortgage. The Lenders are the "Secured Party" and the name and address of Mortgagee, as agent for the Lenders, is a party to such action or proceeding)set forth in the first paragraph of this Mortgage. Mortgagor is the record owner of the Property.
Appears in 1 contract
Security Agreement. (a) This Security Instrument Mortgage is both a real property mortgage Mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor, by executing and delivering this Security Instrument has granted and hereby Mortgage grants to LenderMortgagee, as security for the ObligationsIndebtedness, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said such portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph PARAGRAPH 27 the "COLLATERAL"). Borrower hereby agrees with Lender to Mortgagor shall execute and deliver to LenderMortgagee, in form and substance satisfactory to LenderMortgagee, such financing statements, continuation statements, other uniform commercial code forms statements and shall pay all expenses and fees in connection with the filing and recording thereof, and such further assurances as Lender may Mortgagee may, from time to time, reasonably consider necessary request in order to create, perfect, and preserve Lender's the security interest interest(s) herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part Code and shall cover all items of the Property Collateral that are or are to become fixtures. Information concerning the security interest interest(s) herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Security InstrumentMortgagee upon request. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 Loan No. 3212525 or demand of LenderMortgagee, Borrower Mortgagor shall at its 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 legal expenses and attorneys' feesfees and disbursements, incurred or paid by Lender Mortgagee in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five (5) 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 Obligations Indebtedness in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. In the event Mortgagor shall notify Mortgagee of any change in name, identity or structure of any Borrower, such Borrower Mortgagor and shall notify Lender thereof, and promptly after request shall execute, file and record record, at its sole cost and expense, such Uniform Commercial Code forms as are necessary to maintain the priority of Lender's the lien of Mortgagee upon and security interest in the Collateral. In addition, Mortgagor shall promptly execute, file and record such additional 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. 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, provided that no such additional documents shall increase Borrower's the obligations of Mortgagor under the Note, this Security Instrument and Mortgage or the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender as its grants to Mortgagee an irrevocable power of 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 LenderMortgagee, as Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding Mortgage.
(b) That portion of the foregoingMortgaged Property consisting of personal property and equipment, Borrower shall appear be owned by Mortgagor and defend shall not be the subject matter of any lease or other transaction whereby the ownership or any beneficial interest in any action of such property is held by any person or proceeding which affects entity other than Mortgagor nor shall Mortgagor create or purports suffer to affect be created any security interest covering any such property as it may from time to time be replaced, other than the Property and any security 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 in the event Lender is a party to such action or proceeding)created herein.
Appears in 1 contract
Sources: Mortgage, Assignment of Leases and Rents and Security Agreement (Dm Management Co /De/)
Security Agreement. This Security Instrument is both Grantor and Grantee agree that this Deed shall constitute a real property mortgage and a "security agreement" agreement within the meaning of the Uniform Commercial Code. The Property includes both real UCC with respect to all sums on deposit with the Grantee with respect to insurance proceeds or condemnation proceeds (“Deposits”) and with respect to any personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower fixtures included in the Property. Borrower by executing definition herein of the word “Premises”, which property may not be deemed to form a part of the real estate described in Exhibit “A” or may not constitute a “fixture” within the meaning of the UCC, and delivering this Security Instrument has granted all replacements of such property, substitutions and hereby grants additions thereto and the proceeds thereof, all such property being sometimes hereinafter collectively referred to Lenderas the “Collateral”, as security for the Obligations, and that a security interest in the Property and to the full extent Collateral and the Deposits is hereby granted to Grantee and the Deposits and all of Grantor’s right, title and interest therein are hereby assigned to Grantee, all to secure payment of the Indebtedness and to secure performance by Grantor of the terms, covenants and provisions hereof. Upon the occurrence of an Event of Default under this Deed, Grantee, pursuant to the appropriate provisions of the UCC, shall have the option of proceeding with respect to the Collateral in accordance with its rights and remedies with respect to the real property, in which event the default provisions of the UCC shall not apply. The parties agree that, in the event Grantee shall elect to proceed with respect to the Collateral separately from the real property, ten (10) days’ notice of the sale of the Collateral shall be reasonable notice. The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by Grantee shall include, but not be limited to, reasonable attorneys’ fees and legal expenses incurred by Grantee. Grantor agrees that, without the written consent of Grantee, Grantor will not remove or permit to be removed from the Premises any of the Collateral except that so long as the Property may Grantor is not in default hereunder, Grantor shall be permitted to sell or otherwise dispose of the Collateral, when obsolete, worn out, inadequate, unserviceable or unnecessary for use in the operation of the Premises, upon replacing the same or substituting for the same other Collateral at least equal in value to the initial value of that disposed of and in such a manner so that said Collateral shall be subject to the Uniform Commercial Code (said portion security interest created hereby, and so that the security interest of Grantee shall be first in priority, it being expressly understood and agreed that all replacements of the Property so Collateral and any additions to the Collateral shall be and become immediately subject to the Uniform Commercial Code being called security interest of this Deed and covered hereby. Grantor shall, from time to time, on request of Grantee, deliver to Grantee an inventory of the Collateral in this paragraph reasonable detail. Grantor covenants and represents that all Collateral, and all replacements thereof, substitutions therefor or additions thereto, unless Grantee otherwise consents, now are and will be free and clear of liens (other than the "COLLATERAL"lien of taxes not yet due or payable), encumbrances or security interests of others. Borrower hereby agrees with Lender to Grantor shall, upon demand execute and deliver to Lender, Grantee such financing statements and other documents 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 thereofGrantee, and will do all such further assurances acts and things as Lender Grantee may at any time, or from time to time, reasonably consider request or as may be necessary or appropriate to createestablish and maintain a first perfected security interest in the Deposits and Collateral, perfectsubject to no liens (other than the lien of taxes not yet due or payable), encumbrances, or security interests of others. Grantor hereby represents and warrants to Grantee, and preserve Lender's security interest herein granted. This Security Instrument covenants and agrees with Grantee as follows:
(a) Grantor shall also constitute a "fixture filing" for the purposes not merge or consolidate into, or transfer any of the Uniform Commercial Code. All Collateral to, any other entity or part person without the prior written consent of the Property are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties Grantee.
(b) Grantor shall not change its name unless it has given Grantee sixty (60) days prior written notice thereof and executed and authorized at the addresses request of Grantee, such additional financing statements to be filed in such jurisdiction as the parties set forth Grantee may deem necessary or desirable in the first paragraph of this Security Instrument. If its sole discretion.
(c) It shall be an Event of Default shall occurhereunder if any amendment to or termination of a financing statement naming the Grantor as debtor and the Grantee as secured party, Lenderor any correction statement with respect thereto, is filed in addition to any jurisdiction by any party other rights and remedies which they may have, shall have and may exercise immediately and than the Grantee or its counsel without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality prior written consent of the foregoingGrantee.
(d) Grantor hereby authorizes the Grantee, its counsel or its representative, at any time and from time to time, to file financing statements and amendments that describe the right to take possession of collateral covered by such financing statements in such jurisdictions as the Collateral or any part thereof, and to take such other measures as Lender Grantee may deem necessary for or desirable in order to perfect the care, protection and preservation of the Collateral. Upon request or demand of Lender, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 granted by 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 Grantor 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)security agreement.
Appears in 1 contract
Sources: Deed to Secure Debt and Security Agreement (Industrial Income Trust Inc.)
Security Agreement. 2.14.1 This Security Instrument is both Deed of Trust shall also be a real security agreement between Trustor and Beneficiary covering the Deed of Trust Property constituting personal property mortgage or fixtures (hereinafter collectively called "UCC Collateral") governed by the [INSERT RELEVANT STATE] Uniform Commercial Code ("UCC") as the same may be more specifically set forth in any financing statement delivered in connection with this Deed of Trust, and a "as further security agreement" within for the meaning payment and performance of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interestsSecured Obligations, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and Trustor hereby grants to Lender, as security for the Obligations, Beneficiary a security interest in such portion of the Property Site to the full extent that the Property Site may be subject to the Uniform Commercial Code (said portion UCC. In addition to Beneficiary's other rights hereunder, Beneficiary shall have all rights of a secured party under the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL")UCC. Borrower hereby agrees with Lender to Trustor shall execute and deliver to Lender, in form and substance satisfactory to Lender, such Beneficiary all financing statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with the filing and recording thereof, 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 searches. Except as Lender otherwise provided in the Credit Agreement, if Beneficiary should dispose of any of the Site comprising the UCC Collateral pursuant to the 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 Deed of Trust in lieu of proceeding under the UCC. Beneficiary may from time to timetime execute and deliver at Trustor's expense, reasonably consider necessary all continuation statements, termination statements, amendments, partial releases, or other instruments relating to create, perfect, all financing statements by and preserve Lender's security interest herein grantedbetween Trustor and Beneficiary. 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 Except as otherwise provided in the first paragraph of this Security Instrument. If Credit Agreement, if an Event of Default shall occuroccur and is continuing, Lender(a) Beneficiary, in addition to any other rights and remedies which they it may have, shall have and may exercise immediately and without demanddemand to the extent permitted by law, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, 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 collateral and (b) upon request or demand of LenderBeneficiary, Borrower Trustor shall at its expense expense, assemble the UCC Collateral and make it available to Lender Beneficiary at a convenient place acceptable to LenderBeneficiary. Borrower Trustor shall pay to Lender Beneficiary on demand demand, any and all expenses, including legal expenses and reasonable attorneys' fees, fees and disbursements incurred or paid by Lender Beneficiary in protecting the interest in the UCC Collateral and in enforcing the rights hereunder with respect to such UCC Collateral.
2.14.2 Trustor and the Collateral. Any notice of saleBeneficiary agree, disposition or other intended action by Lender with respect to the Collateral sent to Borrower extent permitted by law, that: (i) this Deed of Trust upon recording or registration in accordance with the provisions hereof at least five (5) days prior to such action, real estate records of the proper office shall constitute commercially reasonable notice to Borrower. The proceeds a financing statement filed as a "fixture filing" within the meaning of any disposition [SECTIONS 9-313 AND 9-402 OF THE UCC]; (ii) all or a part of the Collateral, Trust Estate are or any part thereof, may be applied by Lender are to become fixtures; and (iii) the payment addresses of Trustor and Beneficiary are as set forth on the Obligations in such priority and proportions as Lender in its discretion shall deem proper. In the event first page of any change in name, identity or structure this Deed 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Trust.
Appears in 1 contract
Sources: Credit Agreement (Calpine Corp)
Security Agreement. This Security Instrument is both (a) Mortgagor and Mortgagee agree that this Mortgage shall constitute a real property mortgage and a "security agreement" agreement within the meaning of the Uniform Commercial Code. The Property includes both UCC with respect to (i) insurance proceeds or condemnation proceeds, (ii) ground rent escrows, (iii) real estate tax escrows, (iv) insurance premium escrows, and (v) tenant improvement, leasing commission, and capital expenditure reserve escrows (hereinafter collectively referred to as the “Deposits”) and with respect to any personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower fixtures included in the Property. Borrower by executing definition herein of the word “Leasehold Premises”, which property may not be deemed to form a part of the real estate described in Exhibit “A” or may not constitute a “fixture” within the meaning of the UCC, and delivering this Security Instrument has granted all replacements of such property, substitutions and hereby grants additions thereto and the proceeds thereof, all such property being sometimes hereinafter collectively referred to Lenderas the “Collateral”, as security for the Obligations, and that a security interest in the Property and to the full extent Collateral and the Deposits is hereby granted to Mortgagee and the Deposits and all of Mortgagor’s right, title and interest therein are hereby assigned to Mortgagee, all to secure payment of the Indebtedness and to secure performance by Mortgagor of the terms, covenants and provisions hereof. Upon the occurrence and during the continuance of an Event of Default under this Mortgage, Mortgagee, pursuant to the appropriate provisions of the UCC, shall have the option of proceeding with respect to the Collateral in accordance with its rights and remedies with respect to the real property, in which event the default provisions of the UCC shall not apply. The parties agree that, in the event Mortgagee shall elect to proceed with respect to the Collateral separately from the real property, ten (10) days’ notice of the sale of the Collateral shall be reasonable notice. The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by Mortgagee shall include, but not be limited to, reasonable attorneys’ fees and legal expenses incurred by Mortgagee. Mortgagor agrees that, without the written consent of Mortgagee, Mortgagor will not sell, dispose of, or grant a security interest or other encumbrance in any portion of the Collateral or execute any financing statement covering any portion of the Collateral in favor of any person other than Mortgagee. Mortgagor may, however, sell or otherwise dispose of Collateral in the event of obsolescence or otherwise in the ordinary course of business if Mortgagor promptly replaces such Collateral sold (in the event such Collateral is necessary, required, or reasonably desirable for the continued operation, use, and enjoyment of the Leasehold Premises) with substitute Collateral of substantially similar quality and utility and of equal or greater value, and in such a manner so that the Property may said Collateral shall be subject to the Uniform Commercial Code (said portion security interest created hereby, and so that the security interest of Mortgagee shall be first in priority, it being expressly understood and agreed that all replacements of the Property so Collateral and any additions to the Collateral shall be and become immediately subject to the Uniform Commercial Code being called security interest of this Mortgage and covered hereby. Mortgagor shall, from time to time, on request of Mortgagee, deliver to Mortgagee an inventory of the Collateral in this paragraph reasonable detail. Mortgagor covenants and represents that all Collateral, and all replacements thereof, substitutions therefor or additions thereto, unless Mortgagee otherwise consents, now are and will be free and clear of liens (other than the "COLLATERAL"lien of taxes not yet due or payable), encumbrances or security interests of others, other than “Permitted Liens” (as such term is defined in that certain Security Agreement dated of even date herewith, executed by Mortgagor in favor of Mortgagee, for the benefit of the Lenders) and liens in favor of Mortgagee, for the benefit of the Lenders. Borrower hereby agrees with Lender to Mortgagor shall, upon demand execute and deliver to Lender, Mortgagee such documents 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 thereofMortgagee, and will do all such further assurances acts and things as Lender Mortgagee may at anytime, or from time to time, reasonably consider necessary to create, perfect, and preserve Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All request or part of the Property are or are to become fixtures. Information concerning the security interest herein granted as may be obtained from the parties at the addresses of the parties set forth in the necessary or appropriate to establish and maintain a first paragraph of this Security Instrument. If an Event of Default shall occur, Lender, in addition to any other rights and remedies which 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 perfected security interest in the Deposits and Collateral, and shall pay all expenses and fees subject to no liens (other than the lien of taxes not yet due or payable), encumbrances, or security interests of others, except as expressly approved by Mortgagee in connection with writing or as otherwise may be expressly permitted by the filing and recording thereof. If Lender shall require terms of 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 This Mortgage also constitutes a financing statement for the appropriate public office on its behalf any financing or other statements signed only by Lender, as Borrower's attorney-in-fact, in connection with purpose of the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower UCC and shall appear constitute a “fixture filing” under such statutes and defend in any 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 shall be filed in the Property (real estate records of ▇▇▇▇ County, Illinois. For such purpose the name and in conjunction therewithaddress of the debtor and the secured party are as set forth below: Name of Debtor: ▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇, Borrower shall fully cooperate with Lender in the event Lender is a party to such action or proceeding)▇.▇.▇. ▇▇▇▇▇▇’s Mailing Address: ▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇, L.L.C. c/o Prime Group Realty Trust ▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Suite 3900 Chicago, Illinois 60601
Appears in 1 contract
Security Agreement. 2.16.1 This Security Instrument is both Deed of Trust shall also be a real property mortgage security agreement between Grantor and a "security agreement" within the meaning Beneficiary covering that portion of the Uniform Commercial Code. The Property includes both real and Trust Estate constituting personal property or fixtures (collectively, the "UCC Collateral") governed by the UCC as the same may be more specifically set forth in any financing statement delivered in connection with this Deed of Trust, and all other rights as further security for the payment and interestsperformance of the Secured Obligations, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and Grantor hereby grants to Lender, as security for the Obligations, Beneficiary a security interest in such portion of the Property Trust Estate to the full extent that the Property Trust Estate may be subject to the Uniform Commercial Code (said portion UCC. In addition to Beneficiary's other rights hereunder, Beneficiary shall have all rights of a secured party under the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL")UCC. Borrower hereby agrees with Lender to Grantor shall execute and deliver to Lender, in form and substance satisfactory to Lender, such Beneficiary all financing statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with the filing and recording thereof, statements and such further assurances 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 Grantor shall bear all costs thereof, including all UCC searches. Except as Lender otherwise provided in the Note Documents, if Beneficiary should dispose of any of the Trust Estate comprising the UCC Collateral pursuant to the UCC, ten days' prior written notice by Beneficiary to Grantor shall be deemed to be reasonable notice; provided, however, Beneficiary may dispose of such property in accordance with the foreclosure procedures of this Deed of Trust in lieu of proceeding under the UCC. Beneficiary may, but shall not be obligated to, from time to timetime execute and deliver at Grantor's expense, all continuation statements, termination statements, amendments, partial releases, or other instruments relating to all financing statements by and between Grantor and Beneficiary which are reasonably consider necessary to establish, create, perfect, perfect (to the extent the same can be achieved by the filing of a financing statement) and preserve Lendermaintain the validity and priority of Beneficiary'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 interests in the first paragraph UCC Collateral or release such liens, as the case may be. Except as otherwise provided in the Note Documents, upon the occurrence and during the continuation of this Security Instrument. If an Event of Default shall occurDefault, Lender(a) Beneficiary, in addition to any other rights and remedies which they it may have, shall have and may exercise immediately and without demanddemand to the extent permitted by law, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, 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 reasonably necessary for the care, protection and preservation of the Collateral. Upon such collateral and (b) upon request or demand of LenderBeneficiary, Borrower Grantor shall at its expense expense, assemble the UCC Collateral and make it available to Lender Beneficiary at a convenient place acceptable to LenderBeneficiary. Borrower Grantor shall pay to Lender Beneficiary on demand demand, any and all reasonable expenses, including legal expenses and reasonable attorneys' fees, fees and disbursements incurred or paid by Lender Beneficiary in protecting the interest in the UCC Collateral and in enforcing the rights hereunder with respect to such UCC Collateral.
2.16.2 Grantor and the Collateral. Any notice of saleBeneficiary agree, disposition or other intended action by Lender with respect to the Collateral sent to Borrower extent permitted by law, that: (i) this Deed of Trust upon recording or registration in accordance with the provisions hereof at least five (5) days prior to such action, real estate records of the proper office shall constitute commercially reasonable notice to Borrower. The proceeds a financing statement filed as a "fixture filing" within the meaning of any disposition Sections 9-334 and 9-502 of the Collateral, UCC; (ii) all or any a part thereof, may be applied by Lender to the payment of the Obligations in such priority Trust Estate are or are to become fixtures; and proportions (iii) the addresses of Grantor and Beneficiary are as Lender in its discretion shall deem proper. In set forth on the event first page of any change in name, identity or structure this Deed 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Trust.
Appears in 1 contract
Security Agreement. This Security Instrument is both Mortgage constitutes a real property mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Property includes both real between Mortgagor and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent in which Mortgagee is granted a security interest hereunder, and, cumulative of all other rights and remedies of Mortgagee hereunder, Mortgagee shall have all of the rights and remedies of a secured party tinder any applicable Uniform Commercial Code. Mortgagor hereby agrees to Borrower execute and deliver on demand and hereby irrevocably constitutes and appoints Mortgagee the attorney-in accordance fact of Mortgagor to execute and deliver and, if appropriate, to file with the provisions hereof appropriate filing officer or office such security agreements, financing statements, continuation statements or other instruments as Mortgagee may request or require in order to impose, perfect or continue the perfection of the lien or security interest created hereby. Expenses of retaking, holding, preparing for sale, selling or the like (including, without limitation, Mortgagee's reasonable attorneys' fees and legal expenses), together with interest thereon at the Default Interest Rate from the date incurred by Mortgagee until actually paid by Mortgagor, shall be paid by Mortgagor on demand and shall be secured by this Mortgage and by all of the other Loan Documents securing all or any part of the indebtedness evidenced by the Note. If notice is required by law, Mortgagee shall give Mortgagor at least five ten (510) days prior written notice of the time and place of any public sale of such property or of the time of or after which any private sale or any other intended disposition thereof is to be made, and if such actionnotice is sent to Mortgagor, as the same is provided for the mailing of notices herein, it is hereby deemed that such notice shall constitute commercially be and is reasonable notice to BorrowerMortgagor. The proceeds No such notice is necessary for any such property which is perishable, threatens to decline speedily in value or is of any disposition a type customarily sold on a recognized market. Any sale made pursuant to the provisions of this Section 1.22 shall be deemed to have been a public sale conducted in a commercially reasonable manner if held contemporaneously with the foreclosure sale as provided in Section 3.1(e) hereof upon giving the same notice with respect to the sale of the property hereunder as is required under said Section 3.1(e). Furthermore, to the extent permitted by law, in conjunction with, in addition to or in substitution for the rights and remedies available to Mortgagee pursuant to any applicable Uniform Commercial Code:
(a) hi the event of a foreclosure sale, the Property may, at the option of Mortgagee, be sold as a whole; and It shall not be necessary that Mortgagee take possession of the aforementioned Collateral, or any part thereof, prior to the time that any safe pursuant to the provisions of this Section 1.22 is conducted and it shall not be necessary that said Collateral, or any part thereof, be present at the location of such sale; and
(c) Mortgagee may appoint or delegate any one or more persons as agent to perform any act or acts necessary or incident to any sale held by Mortgagee, including the sending of notices and the conduct of the sale, but in the name and on behalf of Mortgagee. Mortgagor will not change the principal place of business or chief executive office set forth below, or change the state of its organization or registration, or change its name, without in each instance the prior written consent of Mortgagee, which consent shall not be unreasonably withheld, delayed or conditioned. Mortgagee's consent will, however, be conditioned upon, among other things, the execution and delivery(,) of additional- financing statements, security agreements and other instruments which may be applied by Lender to the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 Lendereffectively evidence or perfect Mortgagee's lien upon and security interest in the CollateralCollateral as a result of such changes. The name, principal pla of business and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording chief executive office of additional Mortgagor (as Debtor under any applicable Uniform Commercial Code forms or continuation statementsCode), Borrower shallas of the date hereof, promptly after requestare: Thor Chestnut Hill, executeL.P. c/o Thor Equitie▇, file ▇▇▇ ▇▇9 Fifth Avenue New York, New York 10010 ▇▇▇▇: ▇▇▇▇▇▇ ▇. ▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Thor Chest▇▇▇ ▇▇▇▇ ▇, ▇.P. c/o Thor Equit▇▇▇, ▇▇▇ 139 Fifth Avenue New York, New York 10010 ▇▇▇▇: ▇▇▇▇▇▇ ▇. ▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇e name and record such address of ▇▇▇▇▇▇▇▇▇ (▇▇ Secur▇▇ ▇▇▇▇▇ ▇nder any applicable 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 LenderCode), as Borrower's attorneyof the date hereof, are: Column Financial, Inc. Eleven Madison Avenue 9th Floor N▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)▇▇▇▇ ▇▇▇▇: ▇▇▇▇▇▇ ▇▇▇▇▇▇.
Appears in 1 contract
Sources: Mortgage and Security Agreement (Acadia Realty Trust)
Security Agreement. This Security Instrument Mortgage is both a real property mortgage deed of trust and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the ObligationsDebt, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower Mortgagor hereby agrees with Lender Mortgagee to execute and deliver to LenderMortgagee, in form and substance satisfactory to LenderMortgagee, 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, statements and such further assurances as Lender Mortgagee may from time to time, reasonably consider necessary to create, perfect, and preserve LenderMortgagee's security interest herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part As such, this Mortgage covers all items of the Property 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 InstrumentMortgage. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 LenderMortgagee, Borrower Mortgagor shall at its 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 legal expenses and attorneys' feesfees and disbursements, incurred or paid by Lender Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five ten (510) 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 Obligations Debt in such priority and proportions as Lender Mortgagee in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any BorrowerMortgagor, such Borrower Mortgagor shall notify Lender thereof, Mortgagee thereof and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of LenderMortgagee'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 Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase BorrowerMortgagor's obligations under the Note, this Security Instrument Mortgage and the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by LenderMortgagee, as Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Mortgage.
Appears in 1 contract
Sources: Mortgage, Assignment of Leases and Rents and Security Agreement (Horizon Group Properties Inc)
Security Agreement. This Security Instrument is both To the extent the Mortgaged Property consists of UCC Collateral or items of personal property which are or are to become Fixtures [or as-extracted collateral or timber to be cut] under applicable law, this Mortgage shall also be construed as a real property mortgage security agreement under the UCC. The Mortgagor, in order to secure the due and a "security agreement" within the meaning punctual payment and performance of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interestsObligations, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security the Mortgagee for its benefit and for the Obligationsbenefit of the Secured Parties, a security interest in and to such UCC Collateral and Fixtures. Upon and during the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion continuance of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 Default, the Mortgagee shall occur, Lender, in addition be entitled with respect to the UCC Collateral and Fixtures to exercise all remedies hereunder or any other rights and remedies which they may have, shall have and may exercise immediately and without demand, any Credit Document or available under the UCC with respect thereto and all rights and other remedies granted to a secured party upon default available under the Uniform Commercial Code, including, without applicable law. Without limiting the generality of the foregoing, the right to take possession UCC Collateral and Fixtures, may, at the Mortgagee’s option, (i) be sold hereunder together with any sale of any portion of the Collateral Mortgaged Property or otherwise, (ii) be sold separately pursuant to the UCC, or (iii) be dealt with by the Mortgagee in any part thereof, and other manner permitted under applicable law. The Mortgagee may require the Mortgagor 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, Borrower shall at its expense 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice agrees that a disposition of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower such collateral in accordance with the provisions hereof at least five (5) days prior Mortgagee’s rights and remedies in respect to such action, shall constitute the Mortgaged Property as heretofore provided is a 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 expenses and fees in connection with the filing and recording thereof it being understood and agreed; provided, however, that no such additional documents the Mortgagee shall increase Borrower's obligations under give the Note, this Security Instrument Mortgagor not less than ten (10) days’ prior notice of the time 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 place of any financing or other statements signed only by Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)intended disposition.
Appears in 1 contract
Sources: Senior Secured Credit Agreement (Language Line Services Holdings, Inc.)
Security Agreement. This Security Instrument is both a real property mortgage The Contractor shall comply with the security requirements outlined within Exhibit E. The Authority reserves the right to inspect files and a "security agreement" within electronic information for the meaning purpose of confirming the adequacy of the Uniform Commercial CodeContractor’s security practices. The Property includes both real Contractor agrees to respond to Authority requirements concerning the security plan to the Authority’s reasonable satisfaction. The Contractor shall complete and personal property submit to the Authority the Security Requirements Plan attached and all other rights and interestsincorporated into this Agreement as Exhibit E upon execution of this Agreement. The Contractor understands that failure to comply with the security requirements outlined in Exhibit E will be considered a material breach of this Agreement. Further, whether tangible or intangible in nature, the Contractor understands that failing to promptly notify the Authority of Borrower in a security breach will also be considered a material breach of this Agreement. As the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security Authorized Signatory for the ObligationsContractor, I have read and understand the security requirements outlined in Exhibit E. The Contractor understands and agrees to comply with all contents found within Exhibit E. The Contractor understands that failure to comply with the security requirements outlined in Exhibit E will be considered a material breach of this Agreement. Further, the Contractor understands that failing to notify the Authority of a security interest in the Property to the full extent that the Property breach will also be considered a material breach of this Agreement. COMMUNITY HOUSING ADVOCATES By: ▇▇▇▇▇▇ ▇▇▇▇▇, Member Date: “Key Persons” are those individuals performing services and those performing services who may be subject to the Uniform Commercial Code (said portion State Employees’ Retirement Act, 2007 PA 95, MCL 38.68c. The Contractor acknowledges that the following personnel are Key Persons of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower Contractor in accordance with Section 11 of the provisions hereof at least five Housing Agent Agreement. Please have each Key Person sign the Exhibit F – Agreement to Use and Release Information to Authority (5) days prior to such action“Release”), shall constitute commercially reasonable notice to Borroweras well as the questions regarding the State Employees’ Retirement Act. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender to the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Authority will approve a Key Person only by Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).if
Appears in 1 contract
Sources: Agreement for Professional Services
Security Agreement. (a) This Security Instrument Agreement is both a real property mortgage and a "“security agreement" ” within the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 InstrumentUCC. If an Event of Default shall occur, Lender, in addition to any other rights and remedies which they 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 CodeUCC, 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 LenderLender following an Event of Default, 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’ fees and all transfer taxes, incurred or paid by Lender in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent given to Borrower in accordance with the provisions hereof at least five ten (510) days prior to such action, 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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. .
(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 Borrower's attorney-in-factsecured party, or, to the extent permitted under the UCC, unsigned, in connection with the Collateral covered by this Security InstrumentAgreement. Notwithstanding Such financing statements may, at the foregoingoption 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 powers conferred on Lender hereunder are solely to protect Lender’s interest in the Collateral and shall appear not impose any duty upon it to exercise any such powers. Except for the safe custody of any Collateral in its possession and defend in the accounting for moneys actually received by it hereunder, Lender shall have no duty (and neither Lender nor any of its partners, members, officers, directors, employees or agents shall be responsible to Borrower for any act or failure to act) as to any Collateral, as to ascertaining or taking action with respect to calls, conversions, exchanges, maturities, tenders or proceeding which affects or purports other matters relating to affect the Property and any interest or right thereinCollateral, whether or not Lender has or is deemed to have knowledge of such proceeding effects title matters, or as to the taking of any necessary steps to preserve rights against any parties or any other rights in the Property (and in conjunction therewith, Borrower shall fully cooperate with Lender in the event Lender is a party pertaining to such action or proceeding).any
Appears in 1 contract
Sources: Loan and Security Agreement (Ashford Hospitality Trust Inc)
Security Agreement. This Security Instrument Mortgage is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the Obligations, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower Mortgagor hereby agrees with Lender Mortgagee to execute and deliver to LenderMortgagee, in form and substance satisfactory to LenderMortgagee, 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, statements and such further assurances as Lender Mortgagee may from time to time, reasonably consider necessary to create, perfect, and preserve LenderMortgagee's security interest herein granted. This Security Instrument All or part of the Mortgaged Property is or is to become "fixtures" as defined in the Uniform Commercial Code, and this Mortgage, upon being filed for record in the real estate records of the city or county wherein such fixtures are situated, shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part Code upon such of the Mortgaged Property are that is or are to may 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 InstrumentMortgage. ▇▇▇▇▇▇▇▇▇'s chief executive office and principal place of business is the Mortgagor's address set forth in the first paragraph of this Mortgage, and the place where ▇▇▇▇▇▇▇▇▇'s books and records in respect of where the Mortgaged Property is located are kept is the address of Mortgagor set forth in the first paragraph of this Mortgage. If an Event of Default shall occuroccur which shall remain uncured, LenderMortgagee, in addition to any other rights and remedies which they 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, (including, without limiting limitation, to the generality of the foregoingextent permitted by law, 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 LenderMortgagee, Borrower Mortgagor shall at its 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 therefor any and all expensesreasonable expenses (including, including without limitation, reasonable legal expenses and attorneys' fees, ) incurred or paid by Lender Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower in accordance with the provisions hereof Mortgagor at least five ten (510) business days prior to such actionaction or such notice as is otherwise required by law or the Relevant Documents, 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 Obligations in such priority and proportions as Lender Mortgagee shall determine in its discretion shall deem propersole discretion. In the event of any change in name, identity or structure of any BorrowerMortgagor, such Borrower ▇▇▇▇▇▇▇▇▇ shall notify Lender thereofMortgagee thereof and, and promptly after request request, shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of LenderMortgagee'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 Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall materially increase BorrowerMortgagor's obligations under this Mortgage or the Note, this Security Instrument and the Other Loan other Relevant Documents. Borrower Mortgagor hereby irrevocably appoints Lender Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any UCC financing statements (or other statements related documents) signed only by LenderMortgagee, as Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding Mortgage, such appointment to terminate upon the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)release of this Mortgage.
Appears in 1 contract
Security Agreement. This Security Instrument Deed of Trust is both a real property mortgage deed of trust and a "security agreementSECURITY AGREEMENT" within the meaning of the Uniform 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. Borrower Trustor by executing and delivering this Security Instrument Deed of Trust has granted and hereby grants to LenderBeneficiary and Trustee, as security for the ObligationsDebt, a security interest in the Trust Property to the full extent that the Trust Property may be subject to the Uniform Commercial Code (said portion of the Trust Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower Trustor hereby agrees with Lender Beneficiary to execute and deliver to LenderBeneficiary, in form and substance reasonably satisfactory to LenderBeneficiary, 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, statements and such further assurances as Lender Beneficiary may from time to time, reasonably consider necessary to create, perfect, and preserve LenderBeneficiary's security interest herein granted. This Security Instrument Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All Code as to all or part any items of the Property Collateral that are or are to become fixturesfixtures 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 Security InstrumentDeed of Trust. If an Event of Default shall occur, LenderBeneficiary and Trustee, in addition to any other rights and remedies which they either 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, 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 or Trustee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of LenderBeneficiary or Trustee 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 and Trustee at a convenient place reasonably acceptable to LenderBeneficiary. Borrower Trustor shall pay to Lender on Beneficiary and Trustee within ten (10) Business Days of demand therefor any and all expenses, including legal expenses and reasonable attorneys' feesfees and disbursements, incurred or paid by Lender Beneficiary and Trustee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Beneficiary and Trustee with respect to the Collateral sent to Borrower Trustor in accordance with the provisions hereof at least five ten (510) days Business 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 Obligations Debt in such priority and proportions as Lender Beneficiary in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any BorrowerTrustor, such Borrower Trustor shall notify Lender thereof, Beneficiary and Trustee thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of LenderBeneficiary's lien upon and security interest in the Collateral, and shall pay all reasonable expenses and fees in connection with the filing and recording thereof. If Lender Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Beneficiary shall deem reasonably necessary, and shall pay all reasonable expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase BorrowerTrustor's obligations or decrease Trustor's rights under the Note, this Security Instrument Deed of Trust and any of the Other other Loan Documents. Borrower Trustor hereby irrevocably appoints Lender 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 LenderBeneficiary, as Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Deed of Trust.
Appears in 1 contract
Security Agreement. This Security Instrument Mortgage is both a mortgage and grant of real property mortgage and a grant of a security interest in personal property, and shall constitute and serve as a "Security Agreement" (a) with regard to fixtures, within the meaning of the New York Uniform Commercial Code (the "NY UCC") and (b) with regard to personal property, within the meaning of the Delaware Uniform Commercial Code (the "DE UCC"). The Mortgagor hereby grants unto the Mortgagee a security agreementinterest in and to all the Mortgaged Property described in this Mortgage that is not real property, and simultaneously with the recording of this Mortgage, the Mortgagor has filed or will file, or has caused or will cause to be filed, UCC financing statements, and will file continuation statements prior to the lapse thereof, at the appropriate offices in the State of Delaware to perfect the security interest granted by this Mortgage in all the Mortgaged Property that is not real property. The Mortgagor hereby appoints the Mortgagee as its true and lawful attorney-in-fact and agent, for the Mortgagor and in its name, place and stead, in any and all capacities, to execute any document and to file the same in the appropriate offices (to the extent it may lawfully do so), and to perform each and every act and thing requisite and necessary to be done to perfect the security interest hereby granted. The Mortgagor hereby authorizes the Mortgagee to file one or more financing or continuation statements and amendments thereto, relative to all or any part of the Mortgaged Property without the signature of the Mortgagor where permitted by applicable Requirements of Law. The Mortgagee shall have all rights with respect to the part of the Mortgaged Property that is the subject of a security interest afforded by the NY UCC and the DE UCC in addition to, but not in limitation of, the other rights afforded the Mortgagee hereunder. The Mortgagor agrees, to the extent permitted by applicable Requirements of Law, that: (i) all of the goods described within the definition of the word "Personal Property" are or are to become fixtures on the Land; (ii) this Mortgage upon filing or recording in the office designated for the filing or recording of a record of a mortgage on related real property shall constitute a financing statement filed as a "fixture filing" within the meaning of the Uniform Commercial Code. The Property includes both real Sections 9-102 and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion 9-502 of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 thereofUCC, and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with Section 9-501 of the provisions hereof NY UCC and (iii) the Mortgagor is the record owner of the Premises. Additionally, this Mortgage shall constitute a financing statement covering fixtures and/or minerals or the like (including oil and gas) and/or accounts resulting from the sale thereof at least five (5) days prior to such actionthe wellhead or minehead and, as such, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, be filed or any part thereof, may be applied by Lender to the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 recorded in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require office designated for the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower shall, promptly after request, execute, file and a 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 of a mortgage on related real property and the Other Loan Documentsoffice of the Delaware Secretary of State. Borrower hereby irrevocably appoints Lender as its attorney-in-fact, coupled with an interest, The registration number assigned to file with the appropriate public office on its behalf any financing or other statements signed only Mortgagor by Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender Secretary of State of Delaware is a party to such action or proceeding)3011018.
Appears in 1 contract
Security Agreement. This Security Instrument With respect to the items of personal property and fixtures referred to and described in the Granting Clause of this Mortgage and included as part of the Collateral, this Mortgage is both hereby made and declared to be a real security agreement encumbering each and every item of personal property mortgage and fixtures now or hereafter owned by Mortgagor and included herein as a "security agreement" within part of the meaning Collateral, in compliance with the provisions of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Code as enacted in the PropertyState. Borrower by executing and delivering In this Security Instrument has granted and hereby respect, Mortgagor, as "Debtor", expressly grants to LenderMortgagee, as security for the Obligations"Secured Party", a security interest in and to all of the Property property now or hereafter owned by Mortgagor which constitutes the personal property and fixtures hereinabove referred to and described in this Mortgage, including all extensions, accessions, additions, improvements, betterments, renewals, replacements and substitutions thereof or thereto, and all proceeds from the full extent sale or other disposition thereof. Mortgagor agrees that Mortgagee may file this Mortgage, or a reproduction thereof, in the Property real estate records or other appropriate index, as, and this Mortgage shall be deemed to be, a financing statement filed as a fixture filing. Any reproduction of this Mortgage or of any other security agreement or financing statement shall be sufficient as a financing statement. In addition, Mortgagor agrees to execute and deliver to Mortgagee, upon Mortgagee's request, any other security agreement and financing statements, as well as extensions, renewals, and amendments thereof, and reproductions of this Mortgage, in such form as Mortgagee may require to perfect a security interest with respect to said items. Mortgagor shall pay all costs of filing such financing statements and any extensions, renewals, amendments and releases thereof, and shall pay all reasonable costs and expenses of any record searches for financing statements Mortgagee may reasonably require. Without the prior written consent of Mortgagee, Mortgagor shall not create or suffer to be subject created pursuant to the Uniform Commercial Code (said portion any other security interest in the above-described personal property and fixtures, including any replacements and additions thereto. Upon the occurrence of an Event of Default under this Mortgage, or any other violation of the Property so subject covenants, terms and conditions of the security agreement contained herein, the Mortgagee shall have and shall be entitled to exercise any and all of the rights and remedies (i) as prescribed in this Mortgage, or (ii) as prescribed by general law, or (iii) as prescribed by the specific statutory provisions now or hereafter enacted and specified in said Uniform Commercial Code, all at Mortgagee's sole election. Mortgagor and Mortgagee agree that the filing of any financing statements in the records normally having to do with personal property shall not in any way affect the agreement of Mortgagor and Mortgagee that everything located in, on or about, or used or intended to be used with or in connection with the use, operation or enjoyment of, the Collateral, which is described or reflected as a fixture in this Mortgage, is, and at all times and for all purposes and in all proceedings, both legal and equitable, shall be, regarded as part of the Real Estate conveyed hereby. Mortgagor warrants that Mortgagor's name, identity and address are as set forth herein. The mailing address of the Mortgagee from which information may be obtained concerning the security interest created herein is also set forth herein. This information hereof is provided in order that this Mortgage shall comply with the requirements of the Uniform Commercial Code being called as enacted in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender State for instruments to execute and deliver to Lender, in form and substance satisfactory to Lender, such be filed as 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 Lender's security interest herein granted. This Security Instrument Mortgage shall also constitute remain effective as a "fixture filing" for the purposes filing until this Mortgage is released or satisfied of the Uniform Commercial Code. All record 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 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 Uniform 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 its effectiveness otherwise terminates as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Security Agreement. This Security Instrument With respect to the items of personal property and fixtures referred to and described in the Granting Clause of this Mortgage and included as part of the Collateral, this Mortgage is both hereby made and declared to be a real security agreement encumbering each and every item of personal property mortgage and fixtures now or hereafter owned by Mortgagor and included herein as a "security agreement" within part of the meaning Collateral, in compliance with the provisions of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Code as enacted in the PropertyState. Borrower by executing and delivering In this Security Instrument has granted and hereby respect, Mortgagor, as “Debtor”, expressly grants to LenderMortgagee, as security for the Obligations“Secured Party”, a security interest in and to all of the Property property now or hereafter owned by Mortgagor which constitutes the personal property and fixtures hereinabove referred to and described in this Mortgage, including all extensions, accessions, additions, improvements, betterments, renewals, replacements and substitutions thereof or thereto, and all proceeds from the full extent sale or other disposition thereof. Mortgagor agrees that Mortgagee may file this Mortgage, or a reproduction thereof, in the Property real estate records or other appropriate index, as, and this Mortgage shall be deemed to be, a financing statement filed as a fixture filing in accordance with Section 554.9502 of the Iowa Code. Any reproduction of this Mortgage or of any other security agreement or financing statement shall be sufficient as a financing statement. In addition, Mortgagor agrees to execute and deliver to Mortgagee, upon Mortgagee’s request, any other security agreement and financing statements, as well as extensions, renewals, and amendments thereof, and reproductions of this Mortgage, in such form as Mortgagee may require to perfect a security interest with respect to said items. Mortgagor shall pay all costs of filing such financing statements and any extensions, renewals, amendments and releases thereof, and shall pay all reasonable costs and expenses of any record searches for financing statements Mortgagee may reasonably require. Except as permitted by the Credit Agreement, without the prior written consent of Mortgagee, Mortgagor shall not create or suffer to be subject created pursuant to the Uniform Commercial Code any other security interest in the above-described personal property and fixtures, including any replacements and additions thereto. Upon the occurrence and during the continuation of an Event of Default under this Mortgage, the Mortgagee shall have and shall be entitled to exercise any and all of the rights and remedies (i) as prescribed in this Mortgage, or (ii) as prescribed by general law, or (iii) as prescribed by the specific statutory provisions now or hereafter enacted and specified in said portion Uniform Commercial Code, all at Mortgagee’s sole election. Mortgagor and Mortgagee agree that the filing of any financing statements in the records normally having to do with personal property shall not in any way affect the agreement of Mortgagor and Mortgagee that everything located in, on or about, or used or intended to be used with or in connection with the use, operation or enjoyment of, the Collateral, which is described or reflected as a fixture in this Mortgage, is, and at all times and for all purposes and in all proceedings, both legal and equitable, shall be, regarded as part of the Property so subject to conveyed hereby. Mortgagor warrants that Mortgagor’s name, identity and address are as set forth herein. The mailing address of the Mortgagee from which information may be obtained concerning the security interest created herein is also set forth herein. This information hereof is provided in order that this Mortgage shall comply with the requirements of the Uniform Commercial Code being called as enacted in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender State for instruments to execute and deliver to Lender, in form and substance satisfactory to Lender, such be filed as financing statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection . In accordance 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 Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" for the purposes Section 554.9515 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 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 Uniform Commercial Iowa Code, including, without limiting the generality this Mortgage shall remain effective as a fixture filing until this Mortgage is released or satisfied of the foregoing, the right to take possession of the Collateral record or any part thereof, and to take such other measures its effectiveness otherwise terminates as Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Lender, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Security Agreement. This Security Instrument is both Mortgage constitutes a real property mortgage and a "security agreement" within the meaning of agreement under the Uniform Commercial Code. The Property includes both real Code and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, creates a security interest in all that property (and the proceeds thereof) of Mortgagor included in the Mortgaged Property which might otherwise be deemed “personal property.” Mortgagor shall execute, deliver, file and refile any financing statements, continuation statements or other security agreements Mortgagee may require from time to time to confirm the lien of this Mortgage with respect to such property. Without limiting the foregoing, Mortgagor hereby irrevocably appoints Mortgagee attorney-in-fact for Mortgagor to execute, deliver and file such instruments for and on behalf of Mortgagor. All costs of such Exhibit 10.9 filing and refiling shall be paid by Mortgagor. Notwithstanding any release of any or all of that property included in the Mortgaged Property which is deemed “real property,” any proceedings to foreclose this Mortgage or its satisfaction of record, the terms hereof shall survive as a security agreement with respect to the security interest created hereby and referred to above until the repayment or satisfaction in full of the obligations of Mortgagor as are now or hereafter evidenced by the Note. Notwithstanding the filing of a financing statement covering any of the Mortgaged Property in the records normally pertaining to personal property, all of the Mortgaged Property, for all purposes and in all proceedings, legal or equitable, shall be regarded, at Mortgagee’s option (to the extent permitted by law), as part of the Real Property whether or not any such item is physically attached to the Real Property or Improvements or serial numbers are used for the better identification of certain items. The mention in any such financing statement of any of the Mortgaged Property shall never be construed as in any way altering any of the rights of Mortgagee or adversely affecting the priority of the lien granted hereby or by any other Loan Document, but such mention in the financing statement is hereby declared to be for the protection of Mortgagee in the event any court shall at any time hold that notice of Mortgagee’s priority of interest, to be effective against any third party, including the Property may federal government and any authority or agency thereof, must be subject to filed in the Uniform Commercial Code (said portion records. A carbon, photographic or other reproduction of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender to execute and deliver to Lender, in form and substance satisfactory to Lender, such Mortgage or of any financing statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees statement signed by Mortgagor in connection with herewith shall be sufficient as a financing statement and may be filed to perfect the filing and recording thereof, and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender's security interest herein grantedcreated hereby. This Security Instrument shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part of the The Mortgaged Property includes goods which 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 fixtures and this Security Instrument. If an Event of Default shall occur, Lender, in addition Mortgage is intended to any other rights and remedies which they may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to serve as a secured party upon default fixture filing under the Pennsylvania Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Sources: Open End Commercial Mortgage and Security Agreement
Security Agreement. (a) This Security Instrument Mortgage is both a real property mortgage Mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor, by executing and delivering this Security Instrument has granted and hereby Mortgage grants to LenderMortgagee, as security for the ObligationsIndebtedness, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said such portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph PARAGRAPH 27 the "COLLATERAL"). Borrower Mortgagor hereby agrees with Lender authorizes Mortgagee to execute file financing statements (and deliver to Lender, amendments thereto and continuations thereof) 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 order to create, perfect, preserve and preserve Lender's continue the security interest interest(s) herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part Code and shall cover all items of the Property Collateral that are or are to become fixtures. Information concerning the security interest interest(s) herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Security InstrumentMortgagee upon request. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 LenderMortgagee, Borrower Mortgagor shall at its expense assemble the Collateral and make it available to Lender Mortgagee at a convenient place reasonably acceptable to LenderMortgagee. Borrower Loan No. 6518291 Mortgagor shall pay to Lender Mortgagee on demand any and all expenses, including legal expenses and attorneys' feesfees and disbursements, incurred or paid by Lender Mortgagee in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five (5) days prior to such actionsale, disposition or 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 Obligations Indebtedness in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. In the event Mortgagor shall notify Mortgagee of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereofMortgagor, and promptly after request shall execute, Mortgagor hereby expressly authorizes Mortgagee to file and record record, at its sole cost and expense, such Uniform Commercial Code forms as are necessary to maintain the priority of Lender's the lien of Mortgagee upon and security interest in the Collateral. In addition, Mortgagor shall promptly execute, file and record such additional 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. 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, provided that no such additional documents shall increase Borrower's the obligations of Mortgagor under the Note, this Security Instrument and Mortgage or the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender as its grants to Mortgagee an irrevocable power of 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 Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding Mortgage.
(b) That portion of the foregoingMortgaged Property consisting of personal property and equipment, Borrower shall appear be owned by Mortgagor and defend shall not be the subject matter of any lease or other transaction whereby the ownership or any beneficial interest in any action of such property is held by any person or proceeding which affects entity other than Mortgagor nor shall Mortgagor create or purports suffer to affect be created any security interest covering any such property as it may from time to time be replaced, other than the Property and any security 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 in the event Lender is a party to such action or proceeding)created herein.
Appears in 1 contract
Security Agreement. This Security Instrument Mortgage is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants intended to Lender, as security for the Obligations, be a security interest in the Property to the full extent that the Property may be subject agreement pursuant to the Uniform Commercial Code as enacted in the State of Indiana (said portion "U.C.C.") for any of the Property so property and fixtures described on pages 1 and 2 hereof which may be subject to a security interest pursuant to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 thereofU.C.C., and such further assurances as Lender may Mortgagor hereby grants to Mortgagee a security interest in said property and fixtures, whether said property is now existing or hereafter acquired, together with replacements, replacement parts, additions, repairs and accessories incorporated therein or affixed thereto and, if sold or otherwise disposed of, the proceeds (including insurance proceeds) thereof. Mortgagor hereby authorizes Mortgagee to prepare and file U.C.C. financing statements covering said property and fixtures from time to time, reasonably consider necessary to create, perfect, and preserve Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral time and in enforcing the rights hereunder with respect such form as Mortgagee may require to the Collateral. Any notice of sale, disposition perfect or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 LenderMortgagee's lien upon security interest with respect to said property and fixtures, and Mortgagor shall bear all costs thereof, including all U.C.C. searches reasonably required by Mortgagee. Mortgagor will not create or suffer to be created any other security interest in said property and fixtures, including replacements thereof and additions thereto. Upon the Collateraloccurrence of any Event of Default as set forth in Section 18 hereof, and Mortgagee shall pay all expenses and fees in connection with have the filing and recording thereof. If Lender shall require the filing or recording remedies 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 a secured party under the NoteU.C.C. and, this Security Instrument and at Mortgagee's option, may also invoke the Other Loan Documents. Borrower hereby irrevocably appoints Lender as its attorney-in-fact, coupled remedies provided in Section 19 hereof with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party respect to such action or proceedingproperty. EXCEPT AS PROVIDED IN SECTION 26(C), THE MAXIMUM AMOUNT OF PRINCIPAL DEBT OR PRINCIPAL OBLIGATION (NOT INCLUDING PROTECTIVE ADVANCES OR INTEREST) WHICH IS SECURED BY THIS MORTGAGE AT THE DATE OF EXECUTION HEREOF OR THEREAFTER IS $5,000,000.00.
Appears in 1 contract
Security Agreement. This Security Instrument Mortgage is both a real property mortgage mortgage/deed of trust and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the Obligations, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERALCollateral"). Borrower Mortgagor hereby agrees with Lender Mortgagee to execute and deliver to LenderMortgagee, in form and substance satisfactory to LenderMortgagee, 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, statements and such further assurances as Lender Mortgagee may from time to time, reasonably consider necessary to create, perfect, and preserve LenderMortgagee's security interest herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial CodeCode and is to be filed in the office where a mortgage on the Mortgaged Property would be recorded. The respective addresses of the Mortgagor (debtor) and the Mortgagee (secured party) are set forth in the beginning of this Mortgage. All or part of the Mortgaged Property are is or are is 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 InstrumentMortgage. If an Event of Default shall occuroccur which shall remain uncured, LenderMortgagee, in addition to any other rights and remedies which they 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, (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 Mortgagee may deem necessary for the care, protection and preservation of the Collateral). Upon request or demand of LenderMortgagee, Borrower Mortgagor shall at its 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 therefor any and all expensesexpenses (including, including without limitation, reasonable legal expenses and attorneys' fees, incurred or paid by Lender Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral). Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof of the Loan Agreement at least five ten (510) days Business Days prior to such actionaction or such notice as is otherwise required by law or the Loan Agreement, 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 Obligations in such priority and proportions as Lender in its discretion shall deem properrequired by the Loan Agreement. In the event of any change in name, identity or structure of any BorrowerMortgagor, such Borrower Mortgagor shall notify Lender thereofMortgagee thereof and, and promptly after request shall requ▇▇▇, ▇▇▇▇l execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of LenderMortgagee'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 Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase BorrowerMortgagor's obligations under this Mortgage or the Note, this Security Instrument and the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing financial or other statements signed only by LenderMortgagee, as Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Mortgage.
Appears in 1 contract
Security Agreement. This Security Instrument is both Mortgage constitutes a real property mortgage and a "security agreement" within the meaning of agreement under the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Code as adopted in the Property. Borrower by executing State and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, creates a security interest in the Mortgaged Property including, without limitation, all present and future furniture, fixtures, equipment and personal property installed in, or to be placed upon, or used in connection with, or necessary for, the full extent that the Property may be subject to the Uniform Commercial Code (said portion operation of the Mortgaged Property, except such personal property owned by tenants in the Mortgaged Property so subject and such personal property owned by the contractor or subcontractors performing work on the Mortgaged Property, whether stored on the Mortgaged Property or elsewhere and used or to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 be used in connection with the filing Mortgaged Property; all leases, rents, issues and recording thereofprofits, and such further assurances as Lender all inventory, accounts, accounts receivable, contract rights, general intangibles, chattel paper, instruments, documents, notes, drafts, letters of credit, insurance policies, insurance and condemnation awards and proceeds, trade names, trademarks and service marks arising from or related to the Mortgaged Property and any business conducted thereon by Mortgagor; and all replacements, additions, accessions and cash and non-cash proceeds and products thereof. Mortgagor shall execute, deliver, file and re-file any financing statements or other security agreements Mortgagee may require from time to time, reasonably consider necessary time to create, perfectconfirm the lien of this Mortgage and the security interest hereby created with respect to such property, and preserve Lender's Mortgagor shall pay any costs or fees incurred in connection therewith. Without limiting the foregoing, Mortgagor hereby irrevocably appoints Mortgagee attorney-in-fact for Mortgagor to execute, deliver and file such instruments for and on behalf of Mortgagor. Notwithstanding any release of any or all of the property included in the Mortgaged Property which is deemed "real property", any proceedings to foreclose this Mortgage or its satisfaction of record, the terms hereof shall survive as a security agreement with respect to the security created hereby and referred herein until the repayment or satisfaction in full of the obligations of Mortgagor as are now or hereafter evidenced by the Note and the other Loan Documents. As to those items of the Mortgaged Property that are, or are to become, fixtures (together with all products and proceeds thereof), it is intended that THIS MORTGAGE SHALL BE EFFECTIVE AS A FINANCING STATEMENT FILED AS A FIXTURE FILING from the date of its filing in the real estate records of the County where the Mortgaged Property is located. The name of the record owner of said Mortgaged Property is Mortgagor set forth on page one of this Mortgage. Information concerning the security interest herein grantedcreated by this Mortgage may be obtained from Mortgagee, as secured party, at its address as set forth on page one of this Mortgage. The address of Mortgagor, as debtor, is as set forth on page one of this Mortgage. This Security Instrument shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part of the Property Mortgage covers goods which are or are to become fixtures. Information concerning the security interest herein granted may Mortgagor agrees that if default shall be obtained from the parties at the addresses made in any of the parties set forth covenants or conditions herein contained, or contained in any mortgage constituting a lien upon the first paragraph of this Security Instrument. If an Event of Default shall occurmortgaged premises prior and superior to the lien hereof, Lenderor should any action be commenced to foreclose any such prior mortgage, in addition to any other rights and remedies which they may have, the Mortgagee 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, including, without limiting the generality of the foregoing, the right forthwith, after any such default, to (i) declare all amounts due on the Note and Mortgage immediately due and payable; (ii) foreclose this Mortgage; (iii) enter upon and take possession of the Collateral or any part said mortgaged premises, and to let the said premises, and receive the rents, issues and profits thereof, and to take such other measures as Lender may deem apply the same, after payment of all necessary for the carecharges and expenses, protection and preservation on account of the Collateral. Upon request or demand of Lenderamount hereby secured, 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 said rents and all expensesprofits are, including legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. In the event of any change in namesuch default, identity hereby assigned to the Mortgagee; and (iv) the Mortgagee shall also be at liberty immediately after any such default, upon proceedings being commenced for the foreclosure of this Mortgage, to apply for the appointment of a receiver of the rents and profits of the said premises, and be entitled to the appointment of such receiver as a matter of right, as security for the amounts due the Mortgagee without consideration of the value of the mortgaged premises or structure solvency of any Borrowerperson or persons liable for the payment of such amounts. Acceptance by the Mortgagee of any payments hereunder, such Borrower shall notify Lender thereofafter default, and promptly after request shall executeor the failure of the Mortgagee, 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 any one 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 interestmore instances, to file with insist upon strict performance by the appropriate public office on its behalf Mortgagor of any financing terms and covenants of this Mortgage or other statements signed only by Lenderto exercise any option or election herein conferred, as Borrower's attorney-in-factshall not be deemed to be a waiver or relinquishment for the future of any such terms, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoingcovenants, Borrower shall appear and defend in any action elections 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 in the event Lender is a party to such action or proceeding)options.
Appears in 1 contract
Security Agreement. (a) This Security Instrument Mortgage is both a real property mortgage Mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor, by executing and delivering this Security Instrument has granted and hereby Mortgage grants to LenderMortgagee, as security for the ObligationsIndebtedness, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said such portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph PARAGRAPH 27 the "COLLATERAL"). Borrower Mortgagor hereby agrees with Lender authorizes Mortgagee to execute and deliver to Lender, file financing statements 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 order to create, perfect, preserve and preserve Lender's continue the security interest interest(s) herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part Code and shall cover all items of the Property Collateral that are or are to become fixtures. Information concerning the security interest interest(s) herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Security InstrumentMortgagee upon request. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 LenderMortgagee, Borrower Mortgagor shall at its expense assemble the Collateral and make it available to Lender Mortgagee at a convenient place reasonably acceptable to LenderMortgagee. Borrower Mortgagor shall pay to Lender Mortgagee on demand any and all expenses, including legal expenses and attorneys' feesfees and disbursements, incurred or paid by Lender Mortgagee in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five (5) days prior to such actionsale, disposition or 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 Obligations Indebtedness in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. In the event Mortgagor shall notify Mortgagee of any change in name, identity or structure of any Borrower, such Borrower Mortgagor and shall notify Lender thereof, and promptly after request shall execute, file and record record, at its sole cost and expense, such Uniform Commercial Code forms as are necessary to maintain the priority of Lender's the lien of Mortgagee upon and security interest in the Collateral. In addition, Mortgagor shall promptly execute, file and record such additional 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. 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, provided that no such additional documents shall increase Borrower's the obligations of Mortgagor under the Note, this Security Instrument and Mortgage or the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender as its grants to Mortgagee an irrevocable power of attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements Loan No. 6518217 signed only by LenderMortgagee, as Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding Mortgage.
(b) That portion of the foregoingMortgaged Property consisting of personal property and equipment, Borrower shall appear be owned by Mortgagor and defend shall not be the subject matter of any lease or other transaction whereby the ownership or any beneficial interest in any action of such property is held by any person or proceeding which affects entity other than Mortgagor nor shall Mortgagor create or purports suffer to affect be created any security interest covering any such property as it may from time to time be replaced, other than the Property and any security 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 in the event Lender is a party to such action or proceeding)created herein.
Appears in 1 contract
Security Agreement. This The Mortgagor and the Mortgagee agree that this Mortgage shall constitute a Security Instrument is both a real property mortgage and a "security agreement" Agreement within the meaning of the Uniform Commercial Code of the State of Connecticut (the “Code. The Property includes both ”) with respect to the Premises and, all other items described in Sections (a) through (g) of the “AGREEMENTS” Section of this Mortgage (each to the extent not constituting real property), together with all sums at any time on deposit for the benefit of the Mortgagor and personal property held by the Mortgagee (whether deposited by or on behalf of the Mortgagor or anyone else) pursuant to any of the provisions of this Mortgage or the other Loan Documents and all replacements of, substitutions for, additions to, and the proceeds thereof (collectively, the “Collateral”), and that a security interest in and to the Collateral is hereby granted to the Mortgagee, and the Collateral and all of the Mortgagor’s right, title and interest therein are hereby assigned to the Mortgagee, all to secure payment of the Indebtedness. All of the provisions contained in this Mortgage pertain and apply to the Collateral as fully and to the same extent as to any other rights property comprising the Premises; and interests, whether tangible or intangible the following provisions of this section shall not limit the applicability of any other provision of this Mortgage but shall be in nature, of Borrower addition thereto:
(a) The Mortgagor (being the Debtor as that term is used in the Property. Borrower Code) is and will be the true and lawful owner of the Collateral, subject to no liens, charges or encumbrances other than the lien hereof, other liens and encumbrances benefiting the Mortgagee and Permitted Exceptions.
(b) The Collateral is to be used by executing the Mortgagor solely for business purposes.
(c) The Collateral may be affixed to the Real Estate but will not be affixed to any other real estate.
(d) The only persons having any interest in the Collateral are the Mortgagor, the Mortgagee and delivering this Security Instrument has granted holders of Permitted Exceptions.
(e) No Financing Statement (other than Financing Statements showing the Mortgagee as the sole secured party, or with respect to Permitted Exceptions) covering any of the Collateral or any proceeds thereof is on file in any public office except pursuant hereto; and hereby grants the Mortgagor, at its own cost and expense, upon demand, will furnish to Lender, the Mortgagee such further information and will execute and deliver to the Mortgagee such financing statements and other documents in form satisfactory to the Mortgagee and will do all such acts as the Mortgagee may request at any time or from time to time or as may be necessary or appropriate to establish and maintain a perfected security interest in the Collateral as security for the ObligationsIndebtedness, a security interest in the Property to the full extent that the Property may be subject to no other liens or encumbrances, other than liens or encumbrances benefiting the Uniform Commercial Code (said portion Mortgagee and no other party, and Permitted Exceptions; and the Mortgagor will pay the cost of the Property so subject to the Uniform Commercial Code being called in filing or recording such financing statements or other documents, and this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender to execute and deliver to Lenderinstrument, in form and substance satisfactory all public offices wherever filing or recording is deemed by the Mortgagee to Lender, such financing statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with be desirable. The Mortgagor hereby irrevocably authorizes the filing and recording thereofMortgagee at any time, and such further assurances as Lender may from time to time, reasonably consider necessary to createfile in any jurisdiction any initial financing statements and amendments thereto, perfectwithout the signature of the Mortgagor that (i) indicate the Collateral, and preserve Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" for the purposes (ii) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code. All or part Code of the Property are jurisdiction wherein such financing statement or are amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (A) whether the Mortgagor is an organization, the type of organization and any organizational identification number issued to become fixtures. Information concerning the security interest herein granted may be obtained from Mortgagor, and (B) in the parties at the addresses case of a financing statement filed as a fixture filing, a sufficient description of the parties set forth real property to which the Collateral relates. The Mortgagor agrees to furnish any such information to the Mortgagee promptly upon request. The Mortgagor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Mortgagee in any jurisdiction prior to the date of this Mortgage. In addition, the Mortgagor shall make appropriate entries on its books and records disclosing the Mortgagee’s security interests in the first paragraph Collateral.
(f) Upon the occurrence and during the existence of this Security Instrument. If an Event of Default shall occurhereunder, Lender, in addition to any other rights and remedies which they may have, the Mortgagee shall have and may exercise immediately and without demand, any and all rights and in respect of the Collateral the remedies granted to of a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoinglimitation, the right to take immediate and exclusive 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, and for that purpose, so far as the Mortgagor can give authority therefor, with or without judicial process, may enter (if this can be done without breach of the peace) upon any place which the Collateral or any part thereof may be applied by Lender situated and remove the same therefrom (provided that if the Collateral is affixed to real estate, such removal shall be subject to the payment conditions stated in the Code); and the Mortgagee shall be entitled to hold, maintain, preserve and prepare the Collateral for sale, until disposed of, or may propose to retain the Collateral subject to the Mortgagor’s right of redemption in satisfaction of the Obligations Mortgagor’s obligations, as provided in such priority the Code. The Mortgagee may render the Collateral unusable without removal and proportions as Lender in may dispose of the Collateral on the Premises. The Mortgagee may require the Mortgagor to assemble the Collateral and make it available to the Mortgagee for its discretion shall deem properpossession at a place to be designated by the Mortgagee which is reasonably convenient to both parties. In The Mortgagee will give the event Mortgagor at least ten (10) days notice of the time and place of any change in name, identity or structure public sale 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding or of the foregoing, Borrower shall appear and defend in time after which any action or proceeding which affects or purports to affect the Property and any interest or right therein, whether such proceeding effects title private sale or any other rights intended disposition thereof is made. The requirements of reasonable notice shall be met if such notice is mailed, by certified United States mail or equivalent, postage prepaid, to the address of the Mortgagor hereinafter set forth at least ten (10) days before the time of the sale or disposition. The Mortgagee may buy at any public sale. The Mortgagee may buy at private sale if the Collateral is of a type customarily sold in a recognized market or is of a type which is the subject of widely distributed standard price quotations. Any such sale may be held in conjunction with any foreclosure sale of the Premises. If the Mortgagee so elects, the Premises and the Collateral may be sold as one lot. The net proceeds realized upon any such disposition, after deduction for the expenses of retaking, holding, preparing for sale, selling and the reasonable attorneys’ fees and legal expenses incurred by the Mortgagee, shall be applied against the Indebtedness in such order or manner as the Mortgagee shall select. The Mortgagee will account to the Mortgagor for any surplus realized on such disposition.
(g) The terms and provisions contained in this section, unless the context otherwise requires, shall have the meanings and be construed as provided in the Property Code.
(h) This Mortgage is intended to be a financing statement within the purview of Section 9-502(b) of the Code with respect to the Collateral. The addresses of the Mortgagor (Debtor) and the Mortgagee (Secured Party) are hereinbelow set forth. This Mortgage is to be filed for recording in conjunction therewiththe Naugatuck Land Records where the Premises are located. The Mortgagor is the record owner of the Premises.
(i) To the extent permitted by applicable law, Borrower shall fully the security interest created hereby is specifically intended to cover all Leases between the Mortgagor or its agents as lessor, and various tenants named therein, as lessee, including all extended terms and all extensions and renewals of the terms thereof, as well as any amendments to or replacement of said Leases, together with all of the right, title and interest of the Mortgagor, as lessor thereunder.
(j) The Mortgagor represents and warrants that: (i) the Mortgagor is the record owner of the Premises; (ii) the Mortgagor’s chief executive office is located in the State of Connecticut, (iii) the Mortgagor’s state of organization is the State of Delaware, (iv) the Mortgagor’s exact legal name is as set forth on Page 1 of this Mortgage; and (v) the Mortgagor’s organizational identification number (which appears on its certificate of incorporation) is 2058950.
(k) The Mortgagor hereby agrees that: (i) where Collateral is in possession of a third party, the Mortgagor will join with the Mortgagee in notifying the third party of the Mortgagee’s interest and obtaining an acknowledgment from the third party that it is holding the Collateral for the benefit of the Mortgagee; (ii) the Mortgagor will cooperate with Lender the Mortgagee in obtaining control with respect to Collateral; and (iii) until the event Lender Indebtedness is a party to such action paid in full, Mortgagor will not change the state where it is located or proceeding)change its name or form of organization without giving the Mortgagee at least thirty (30) days prior written notice in each instance.
Appears in 1 contract
Security Agreement. This Security Instrument is both Mortgagor and Mortgagee agree that this Mortgage shall constitute a security agreement within the meaning of the UCC with respect to all sums on deposit with the Mortgagee with respect to insurance proceeds or condemnation proceeds ("Deposits") and with respect to any personal property and fixtures included in the definition herein of the word "Premises", which property may not be deemed to form a part of the real property mortgage and estate described in Exhibit "A" or may not constitute a "security agreementfixture" within the meaning of the Uniform Commercial Code. The Property includes both real and personal property UCC, and all other rights replacements of such property, substitutions and interestsadditions thereto and the proceeds thereof, whether tangible or intangible in natureall such property being sometimes hereinafter collectively referred to as the "Collateral", of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, that a security interest in the Property and to the full extent Collateral and the Deposits is hereby granted to Mortgagee and the Deposits and all of Mortgagor's right, title and interest therein are hereby assigned to Mortgagee, all to secure payment of the Indebtedness and to secure performance by Mortgagor of the terms, covenants and provisions hereof. Upon the occurrence of an Event of Default under this Mortgage, Mortgagee, pursuant to the appropriate provisions of the UCC, shall have the option of proceeding with respect to the Collateral in accordance with its rights and remedies with respect to the real property, in which event the default provisions of the UCC shall not apply. The parties agree that, in the event Mortgagee shall elect to proceed with respect to the Collateral separately from the real property, ten (10) days' notice of the sale of the Collateral shall be reasonable notice. The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by Mortgagee shall include, but not be limited to, reasonable attorneys' fees and legal expenses incurred by Mortgagee. Mortgagor agrees that, without the written consent of Mortgagee, Mortgagor will not remove or permit to be removed from the Premises any of the Collateral except that so long as the Property may Mortgagor is not in default hereunder, Mortgagor shall be permitted to sell or otherwise dispose of the Collateral, when obsolete, worn out, inadequate, unserviceable or unnecessary for use in the operation of the Premises, upon replacing the same or substituting for the same other Collateral at least equal in value to the initial value to that disposed of and in such a manner so that said Collateral shall be subject to the Uniform Commercial Code (said portion security interest created hereby, and so that the security interest of Mortgagee shall be first in priority, it being expressly understood and agreed that all replacements of the Property so Collateral and any additions to the Collateral shall be and become immediately subject to the Uniform Commercial Code being called security interest of this Mortgage and covered hereby. Mortgagor shall, from time to time, on request of Mortgagee, deliver to Mortgagee an inventory of the Collateral in this paragraph reasonable detail. Mortgagor covenants and represents that all Collateral, and all replacements thereof, substitutions therefor or additions thereto, unless Mortgagee otherwise consents, now are and will be free and clear of liens (other than the "COLLATERAL"lien of taxes not yet due or payable), encumbrances or security interests of others. Borrower hereby agrees with Lender to Mortgagor shall, upon demand execute and deliver to Lender, Mortgagee such financing statements and other documents 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 thereofMortgagee, and will do all such further assurances acts and things as Lender Mortgagee may at anytime, or from time to time, reasonably consider request or as may be necessary or appropriate to create, perfect, establish and preserve Lender's maintain a first perfected security interest herein grantedin the Deposits and Collateral, subject to no liens (other than the lien of taxes not yet due or payable), encumbrances, or security interests of others. This Security Instrument Mortgage also constitutes a financing statement for the purpose of the UCC and shall also constitute a "fixture filing" for under such statutes and shall be filed in the purposes real estate records of the Uniform Commercial CodeCounty in which the Land is located. All or part For such purpose the name and address of the Property debtor and the secured party are as set forth below: Name of Debtor: Great Lakes REIT, L.P. Debtor's Mailing Address: Great Lakes REIT, L.P. c/o Great Lakes REIT ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Chief Financial Office Debtor's Taxpayer Identification Number: ▇▇-▇▇▇▇▇▇▇ Address of Property: See Schedule II attached hereto. Name of Secured Party: Equitable Life Insurance Company of Iowa, and Security Life of Denver Insurance Company Address of Secured Party: Equitable Life Insurance Company of Iowa, and Security Life of Denver Insurance Company c/o ING Investment Management LLC ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ Attention: Real Estate Law Department This financing statement covers the Collateral. Some of the items or types of property comprising the Collateral are or are to become fixturesfixtures on the real property described in this Mortgage. Information concerning Mortgagor is the security interest herein granted may be obtained from the parties at the addresses record owner of the parties set forth in real property described herein upon which the first paragraph foregoing fixtures and other items and types of this Security Instrument. If an Event of Default shall occur, Lender, in addition to any other rights and remedies which 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 property 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)located.
Appears in 1 contract
Sources: Mortgage, Security Agreement, Financing Statement and Fixture Filing (Great Lakes Reit)
Security Agreement. This Security Instrument Mortgage is both a real property mortgage or deed of trust and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the ObligationsDebt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERALCollateral"). Borrower Mortgagor hereby agrees with Lender Mortgagee to execute and deliver to LenderMortgagee, in form and substance satisfactory to LenderMortgagee, 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, statements and such further assurances as Lender Mortgagee may from time to time, reasonably consider necessary to create, perfect, and preserve LenderMortgagee's security interest herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part of the Mortgaged 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 InstrumentMortgage. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which 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 Uniform 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 LenderMortgagee, Borrower Mortgagor shall at its 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 legal expenses and attorneys' fees, incurred or paid by Lender Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five (5) 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 Obligations Debt in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. In the event of any change in name, identity or structure of any BorrowerMortgagor, such Borrower Mortgagor shall notify Lender thereof, Mortgagee thereof and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of LenderMortgagee'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 Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase BorrowerMortgagor's obligations under the Note, this Security Instrument Mortgage and the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by LenderMortgagee, as Borrower▇▇▇▇▇▇▇▇▇'s attorney-in-fact, in connection with the Collateral covered by this Security InstrumentMortgage. Notwithstanding the foregoing, Borrower ▇▇▇▇▇▇▇▇▇ shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding effects title or any other rights in the Mortgaged Property (and in conjunction therewith, Borrower Mortgagor shall fully cooperate with Lender Mortgagee in the event Lender Mortgagee is a party to such action or proceeding).
Appears in 1 contract
Security Agreement. This Security Instrument Mortgage is both a real property mortgage ------------------ and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the ObligationsDebt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph 27 the "COLLATERALCollateral"). Borrower hereby agrees with Lender 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 Lender'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, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 the request or demand of LenderMortgagee, Borrower Mortgagor shall at its 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 legal expenses and reasonable attorneys' fees, incurred or paid by Lender Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five ten (510) 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 Obligations Debt in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Sources: Mortgage, Security Agreement and Assignment of Leases and Rents (Afc Enterprises Inc)
Security Agreement. This Security Instrument Mortgage is both among other things intended to be a real security agreement and financing statement with respect to the personal property mortgage and fixtures described and included in the Mortgage, and all additions, accessions, substitutions and replacements thereto and therefor, together with the proceeds thereof, and all of which are hereinafter referred to as the collateral or as the Mortgaged Property and the Mortgagor hereby grants and conveys to Mortgagee, its successors and assigns, a "security agreement" within the meaning interest therein. That upon default of any material term, condition or covenant of the Uniform Commercial CodeMortgage and acceleration of any indebtedness hereby secured, the Mortgagee may, at its discretion, require the Mortgagor to assemble the collateral and make it available to the Mortgagee at a place reasonably convenient to both parties to be designated by the Mortgagee. The Property includes That the Mortgagee shall give the Mortgagor notice, by registered mail, postage prepaid, of the time and place of any public sale of any of the collateral or of the time any private sale or other intended disposition thereof is to be made by sending notice to the Mortgagor at least ten (10) days before the time of the sale or other disposition, which provisions for notice the Mortgagor and the Mortgagee agree are reasonable; provided, however, that nothing herein shall preclude the Mortgagee from proceeding as to both real and personal property and all other in accordance with the Mortgagee's rights and interests, whether tangible or intangible remedies in nature, respect of Borrower in the Propertyreal property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for The Mortgagee shall have all of the Obligations, remedies of a security interest in the Property to the full extent that the Property may be subject to secured party under the Uniform Commercial Code (said portion as now in effect in the State of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 thereofNew Hampshire, and such further assurances remedies as Lender may from time to time, reasonably consider necessary time hereafter be provided in New Hampshire for a secured party. The Mortgagor agrees that all rights of the Mortgagee as to create, perfectsaid collateral and as to said real estate, and preserve Lender'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 they interest appurtenant thereto, may havehave exercised together or separately and further agrees that in exercising its power of sale as to said collateral and as to said real estate, 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, including, without limiting the generality of the foregoinginterest appurtenant thereto, the right to take possession of Mortgagee may sell the Collateral 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 either separately from or demand of Lender, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance together with the provisions hereof at least five (5) days prior to such actionsaid real estate, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateralrights and interests appurtenant thereto, or any part thereof, all as the Mortgagee may be applied by Lender to the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem properelect. In For the event purpose 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 this Mortgage constituting a financing statement under the Uniform Commercial Code forms as are necessary to maintain the priority addresses of Lender's lien upon and security interest in the Collateralparties are: The Mortgagor (Debtor): Presstek, and shall pay all expenses and fees in connection with the filing and recording thereofInc. 10 Glenville Street ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇: ▇▇▇▇▇ ▇. If Lender shall require the filing or recording of additional Uniform Commercial Code forms or continuation statementsVan Horn T▇▇ ▇▇▇▇▇▇▇▇▇ (▇▇▇ured Party): PNC BANK, Borrower shallNational Association 340 Madison Avenue ▇▇▇ ▇▇▇▇, 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇: ▇▇▇▇▇ ▇auch
Appears in 1 contract
Sources: Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Presstek Inc /De/)
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within Seller hereby retains title to the meaning Goods until payment in full therefor notwithstanding any document to the contrary unless such document specifically states that this Section 8 of Schedule A of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and Credit/Sales Agreement does not apply; Purchaser hereby grants to LenderSeller, as security for the Obligationsand Seller takes, a security interest in all Goods described on the Property applicable quotation, acknowledgement or invoice, and in all proceeds therefrom, which security interest shall continue until Seller has been paid the full amounts due hereunder and thereunder; Purchaser shall execute such documents as may be required to give ▇▇▇▇▇▇’s security interest priority, as a purchase money security interest or otherwise, over the interests of all other persons or entities and grants to Seller a power of attorney coupled with an interest authorizing it to execute such documents on its behalf; Purchaser shall keep all Goods subject to this security interest fully insured against damage due to fire, theft, accident and the elements under a policy in form satisfactory to Seller as loss payee; Purchaser shall pay, before delinquency, all taxes and other charges assessed against the Goods purchased hereunder and keep the Goods free from all liens and security interests other than that created hereby or those created by law, except with ▇▇▇▇▇▇’s written consent; For valuable consideration and as security for the payment and performance of the Purchaser’s obligations, Purchaser grants to the full extent that Seller a security interest in, and the Property may be subject Seller hereby takes a security interest in, all of the Purchaser’s right, title and interest in and to all of the Purchaser’s present and after-acquired personal property and all proceeds thereof of whatsoever nature and kind and wherever situate but excluding consumer Goods; For valuable consideration and as security for the payment and performance of the Purchaser’s obligation, Purchaser grants to the Uniform Commercial Code (said portion of Seller a floating charge on all Purchaser’s real, immovable and leasehold property, both present and future. The floating charge shall become a fixed charge when Seller proceeds to enforce payment; Upon default hereunder the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 they may have, shall have and Seller may exercise immediately and without demand, any and all rights and remedies granted available to a secured party upon default it under the Uniform Commercial Code, including, without limiting Personal Property Security Act (Yukon) and any similar statute in any other province or territory in Canada which affects the generality of the foregoing, the right to take possession of the Collateral or any part thereof, Goods; and The Seller may exercise all rights 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, Borrower shall at its expense assemble the Collateral and make it remedies available to Lender at a convenient place acceptable to Lender. Borrower shall pay to Lender on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 Builders Lien Act (and in conjunction therewith, Borrower shall fully cooperate with Lender in the event Lender is a party to such action or proceedingYukon).
Appears in 1 contract
Sources: Credit/ Sales Agreement
Security Agreement. This Security Instrument Mortgage constitutes a security agreement between Mortgagor and Mortgagee with respect to the Collateral in which Mortgagee is both granted a real property mortgage security interest hereunder, and, cumulative of all other rights and a "security agreement" within the meaning remedies of Mortgagee hereunder, Mortgagee shall have all of the rights and remedies of a secured party under any applicable Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower Mortgagor hereby agrees with Lender to execute and deliver on demand and hereby authorizes and irrevocably constitutes and appoints Mortgagee the attorney-in-fact of Mortgagor to Lenderexecute and deliver and, in form and substance satisfactory if appropriate, to Lenderfile with the appropriate filing officer or office such security agreements, such financing statements, continuation statementsstatements or other instruments as Mortgagee may request or require in order to impose, other uniform commercial code forms and shall pay all expenses and fees in connection with perfect or continue the filing and recording thereof, and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender's perfection of the lien or security interest created hereby. Except with respect to Rents and Profits to the extent specifically provided herein granted. This Security Instrument to the contrary, from and after the occurrence of an Event of Default Mortgagee shall also constitute have the right of possession of all cash, securities, instruments, negotiable instruments, documents, certificates and any other evidences of cash or other property or evidences of rights to cash rather than property, which are now or hereafter a "fixture filing" for the purposes of the Uniform Commercial Code. All or part of the Property are and Mortgagor shall promptly deliver the same to Mortgagee, endorsed to Mortgagee, without further notice from Mortgagee. Mortgagor agrees to furnish Mortgagee with notice of any change in the name, identity, organizational structure, residence, or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses principal place of business or mailing address of Mortgagor within ten (10) days of the parties set forth in the first paragraph effective date of this Security Instrumentany such change. If Upon an Event of Default Default, Mortgagee shall occur, Lender, in addition to any other have the rights and remedies which they may haveas prescribed in this Mortgage, shall have and may exercise immediately and without demandor as prescribed by general law, or as prescribed by any and all rights and remedies granted to a secured party upon default under the applicable Uniform Commercial Code, all at Mortgagee’s election. Any disposition of the Collateral may be conducted by an employee or agent of Mortgagee. Any person, including both Mortgagor and Mortgagee, shall be eligible to purchase any part or all of the Collateral at any such disposition. Expenses of retaking, holding, preparing for sale, selling or the like (including, without limiting limitation, Mortgagee’s reasonable attorneys’ fees and legal expenses), together with interest thereon at the generality Default Rate from the date incurred by Mortgagee until actually paid by Mortgagor, shall be paid by Mortgagor on demand and shall be secured by this Mortgage and by all of the foregoing, other Loan Documents securing all or any part of the indebtedness evidenced by the Note. Mortgagee shall have the right to enter upon the Real Estate and the Improvements or any real property where any of the property which is the subject of the security interest granted herein is located to take possession of of, assemble and collect the Collateral same or any part thereofto render it unusable, and to take such other measures as Lender may deem necessary for the careor Mortgagor, protection and preservation of the Collateral. Upon request or upon demand of LenderMortgagee, Borrower shall at its expense assemble the Collateral such property and make it available to Lender Mortgagee at the Real Estate, a place which is hereby deemed to be reasonably convenient to Mortgagee and Mortgagor. If notice is required by law, Mortgagee shall give Mortgagor at least ten (10) days’ prior written notice of the time and place acceptable of any public sale of such property or of the time of or after which any private sale or any other intended disposition thereof is to Lenderbe made, and if such notice is sent to Mortgagor, as the same is provided for the mailing of notices herein, it is hereby deemed that such notice shall be and is reasonable notice to Mortgagor. Borrower No such notice is necessary for any such property which is perishable, threatens to decline speedily in value or is of a type customarily sold on a recognized market. Any sale made pursuant to the provisions of this Section shall pay be deemed to Lender on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Lender have been a public sale conducted in protecting a commercially reasonable manner if held contemporaneously with the interest foreclosure sale as provided in Section 3.1(e) hereof upon giving the Collateral and in enforcing the rights hereunder same notice with respect to the Collateralsale of the Property hereunder as is required under said Section 3.1(e). Any notice of saleFurthermore, disposition or other intended action by Lender with respect to the Collateral sent extent permitted by law, in conjunction with, in addition to Borrower or in substitution for the rights and remedies available to Mortgagee pursuant to any applicable Uniform Commercial Code:
(a) In the event of a foreclosure sale and in accordance with applicable laws, the provisions hereof Property may, at least five the option of Mortgagee, be sold as a whole or in parts, as determined by Mortgagee in its sole discretion; and
(5b) days prior to such action, It shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition not be necessary that Mortgagee take possession of the aforementioned Collateral, or any part thereof, may be applied by Lender prior to the payment time that any sale pursuant to the provisions of this Section is conducted and it shall not be necessary that said Collateral, or any part thereof, be present at the location of such sale; and
(c) Mortgagee may appoint or delegate any one or more persons as agent to perform any act or acts necessary or incident to any sale held by Mortgagee, including the sending of notices and the conduct of the Obligations sale, but in such priority the name and proportions on behalf of Mortgagee. The name and address of Mortgagor (as Lender in its discretion shall deem proper. In the event of Debtor under 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 applicable 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).Code) are: TAMPA WESTSHORE ASSOCIATES LIMITED PARTNERSHIP
Appears in 1 contract
Sources: Leasehold Mortgage, Security Agreement and Financing Statement (Taubman Centers Inc)
Security Agreement. This Instrument shall constitute a Security Instrument is both a real property mortgage and a "security agreement" Agreement within the meaning of the Uniform Commercial CodeUCC (as defined in the Loan Agreement) with respect to so much of the equipment and/or furnishings attached to or used in connection with the premises as are considered or as shall be determined to be personal property or "fixtures" (as defined in the UCC), together with all replacements thereof, substitutions therefor or additions thereto (all included within the term "Fixtures", as set forth hereinabove), and that a security interest shall attach thereto for the benefit of the Agent to secure the indebtedness evidenced by the Notes or other obligations secured by this Instrument and all other sums and charges which may become due hereunder or thereunder. The Property includes Borrower hereby appoints the Agent as its lawful agent and attorney-in-fact to prepare, execute and file financing and continuation statements with respect to the Fixtures without the signature of the Borrower. If there shall exist a default under this Instrument, the Agent, pursuant to the appropriate provisions of the UCC, shall have the option of proceeding as to both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees accordance with Lender 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 Lender'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 its rights and remedies in respect to the real property, in which they may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon event the default under the Uniform Commercial Code, including, without limiting the generality provisions of the foregoingUCC shall not apply. The parties agree that, 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing event the rights hereunder Agent shall elect to proceed with respect to the Collateral. Any Fixtures separately from the real property, unless a greater period shall then be mandated by the UCC, ten (10) days notice of the sale of the Fixtures shall be reasonable notice. The expenses of retaking, holding, preparing for sale, disposition selling and the like incurred by the Agent shall be assessed against the Borrower and shall include, but not be limited to, any legal expenses reasonably incurred by the Agent. The Borrower agrees that it will not remove or other intended action by Lender with respect permit to be removed from the Premises any of the Fixtures without the prior written consent of the Agent except as hereinabove provided. All replacements, renewals and additions to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) days prior to such action, Fixtures shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Lender and become immediately subject to the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by provisions of this Security InstrumentAgreement. Notwithstanding The Borrower warrants and represents that, except for the foregoingLiens in Section 8.1 of the Loan Agreement, Borrower shall appear all Fixtures now are, and defend in any action that all replacements thereof, substitutions therefor or proceeding which affects additions thereto, unless the Agent otherwise consents, will be, free and clear of liens, encumbrances or purports to affect security interests of others created after 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 in the event Lender is a party to such action or proceeding)date hereof.
Appears in 1 contract
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within With respect to the meaning Personal Property or any portion of the Uniform Commercial Code. The Property includes both real Deed Estate which constitutes fixtures or other property governed by the UCC, this Deed to Secure Debt shall constitute a security agreement between Grantor, as the debtor, and personal property Grantee, as the secured party, and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and Grantor hereby grants to Lender, as security for the Obligations, Grantee a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said such portion of the Property so subject Deed Estate. Cumulative of all other rights of Grantee hereunder, Grantee shall have all of the rights conferred upon secured parties by the UCC. Grantor authorizes Grantee to file financing statements with respect to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees security interest of Grantee, continuation statements with Lender respect thereto, and any amendments to execute and deliver to Lender, in form and substance satisfactory to Lender, such financing statementsstatements which may be necessitated by reason of any of the changes described in Section 4.C of the Loan Agreement. Furthermore, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with the filing and recording thereofat any time, and such further assurances as Lender may from time to time, reasonably consider necessary Grantor will execute and deliver to create, perfect, Grantee all financing statements that may from time to time be required by Grantee to establish and preserve Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" for maintain the purposes validity and priority of the Uniform Commercial Code. All or part of the Property are or are to become fixtures. Information concerning the security interest herein granted of Grantee, or any modification thereof. Grantee may be obtained from the parties at the addresses exercise any or all of the parties remedies of a secured party available to it under the UCC with respect to such property. If, upon the occurrence and during the continuance of an Event of Default, Grantee proceeds to dispose of such property in accordance with the provisions of the UCC, 10 days’ notice by Grantee to Grantor shall be deemed to be reasonable notice under any provision of the UCC requiring such notice; provided, however, that Grantee may at its option dispose of such property in accordance with Grantee’s rights and remedies with respect to the real property pursuant to the provisions of this Deed to Secure Debt, in lieu of proceeding under the UCC. Grantor represents that its exact legal name and state of formation or organization are as set forth in the first paragraph of this Security InstrumentDeed to Secure Debt. If an Event of Default shall occurGrantor agrees that, Lender, in addition to notwithstanding any other rights and remedies which 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest provision in the Collateral and in enforcing the rights hereunder with respect UCC to the Collateral. Any notice of salecontrary, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) days prior to such action, Grantor shall constitute commercially reasonable notice to Borrower. The proceeds not file a termination statement of any disposition of the Collateral, or any part thereof, may be applied financing statement filed by Lender to the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 Grantee in connection with any security interest granted under this Deed to Secure Debt if Grantee reasonably objects to the filing and recording thereofof such termination statement. If Lender shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements▇▇▇▇▇▇▇▇ ▇▇. ▇▇▇▇▇ GE No. 8004-0863 ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ Albany, 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).Georgia
Appears in 1 contract
Sources: Loan Agreement (Jameson Inns Inc)
Security Agreement. This Security Instrument Mortgage is both a real property mortgage or deed of trust and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the ObligationsDebt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph section the "COLLATERALCollateral"). Borrower Mortgagor hereby agrees with Lender Mortgagee to execute and deliver to LenderMortgagee, in form and substance satisfactory to LenderMortgagee, 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, statements and such further assurances as Lender Mortgagee may from time to time, reasonably consider necessary to create, perfect, and preserve LenderMortgagee's security interest herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part of the Mortgaged Property are or are to become fixturesfixtures on the Premises. 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 InstrumentMortgage. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of LenderMortgagee, Borrower Mortgagor shall at its 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 legal expenses and attorneys' fees, incurred or paid by Lender Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five ten (510) 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 Obligations Debt in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. ▇▇▇▇▇▇▇▇▇'s principal place of business shall at all times that the Debt is outstanding be as set forth in the first paragraph of this Mortgage. In the event of any change in name, identity or structure of any BorrowerMortgagor, such Borrower Mortgagor shall notify Lender thereof, Mortgagee thereof and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of LenderMortgagee'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 Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase BorrowerMortgagor's obligations under the Note, this Security Instrument Mortgage and the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by LenderMortgagee, as Borrower▇▇▇▇▇▇▇▇▇'s attorney-in-fact, in connection with the Collateral covered by this Security InstrumentMortgage. Notwithstanding the foregoing, Borrower ▇▇▇▇▇▇▇▇▇ shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding effects affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Borrower Mortgagor shall fully cooperate with Lender Mortgagee in the event Lender Mortgagee is a party to such action or proceeding).
Appears in 1 contract
Sources: Loan Agreement (Emeritus Corp\wa\)
Security Agreement. (a) This Security Instrument is both a real property mortgage and Mortgage shall be deemed a "security agreementSecurity Agreement" within as defined in the meaning of the New Jersey Uniform Commercial Code. The Property includes both real Code (the "NJUCC"), and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, creates a security interest in favor of Lender in all property now or hereafter owned by Borrower including, without limitation, all personal property, fixtures and goods affecting property either referred to or described herein or in any way connected with the use or enjoyment of the Mortgaged Property to the full extent that under applicable law the Property may same would be subject to governed by the Uniform Commercial Code NJUCC (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph collectively, the "COLLATERALUCC Collateral"). The remedies for any violation of the covenants, terms and conditions of the agreements herein contained shall be as prescribed herein or by general law or, as to such part of the security which is also reflected in any Financing Statement filed to perfect the security interest herein created, by the specific statutory consequences now or hereinafter enacted and specified in the NJUCC, all at Lender's sole election. Borrower hereby agrees and Lender agree that the filing of such a Financing Statement in the records normally having to do with Lender to execute and deliver to Lender, personal property shall not be construed as in form and substance satisfactory to Lender, such financing statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees any way derogating from or impairing the intention of the parties hereto that everything used in connection with the filing and recording thereofproduction of income from the Premises or adapted for use therein or which is described or reflected in this Mortgage is, and such further assurances at all times and for all purposes and in all proceedings both legal or equitable shall be, regarded as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender'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 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 equipment items capable of being thus identified in a recital contained herein 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, any list filed with Lender, or (iii) any such item is referred to or reflected in addition to any other rights and remedies which they may have, shall have and may exercise immediately and without demand, such Financing Statement so filed at any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoingtime. Similarly, the right to take possession mention in any such Financing Statement 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing (A) the rights hereunder with respect to in or the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition fire or hazard insurance policy, or (B) any award in eminent domain proceedings for a taking or for loss of value, or (C) Borrower's interest as lessor in any present or future lease or rights to income growing out of the Collateral, use or any part thereof, may be applied by Lender to the payment occupancy of the Obligations Mortgaged Property whether pursuant to lease or otherwise, shall never be construed as in such priority and proportions as any way altering any of the rights of Lender in its discretion shall deem proper. In the event of any change in name, identity under this Mortgage 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 impugning the priority of the Lender's lien upon and security interest granted hereby or by any other recorded document, but such mention in the Collateral, and shall pay all expenses and fees in connection with Financing Statement is declared to be for the filing and recording thereof. If Lender shall require protection of 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is any court or judge shall at any time hold with respect to (A), (B) and (C) that notice of Lender's priority of interest to be effective against a party to such action particular class of persons, including, but not limited to, the Federal Government and any subdivisions or proceeding).entity of the Federal Government, must be filed in the NJUCC records or elsewhere
Appears in 1 contract
Sources: Mortgage, Security Agreement and Fixture Financing Statement (Alexanders Inc)
Security Agreement. This BORROWER/DEBTOR, to secure the repayment of the monetary sums evidenced by the Promissory Note above, and this Loan Agreement, do grant to LENDER, pursuant to the laws of the State of South Carolina, a Security Instrument is both a real property mortgage Interest in and a "security agreement" within lien upon the meaning of vehicle set forth above (the Uniform Commercial Code. The Property includes both real and personal property “Collateral”), and all other rights accessions thereto, and interests, whether tangible or intangible in nature, all proceeds thereof which act as Collateral for the full repayment of Borrower in sums advanced by LENDER pursuant to the PropertyLoan Agreement and Promissory Note. Borrower by executing and delivering this Security Instrument has You have further granted and hereby grants to LenderLENDER, as security for under the ObligationsSouth Carolina Code of Laws, a an assignment and security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion all proceeds of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender to execute and deliver to Lenderinsurance or refunds of unearned premiums, in form and substance satisfactory to Lenderor both, 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 Lender'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 they may have, shall have and may exercise immediately and without demand, respecting any and all rights and remedies granted to a secured party upon default under policies of insurance assuring against the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession loss and/or total destruction of the Collateral to assure your repayment of the monetary sums advanced to you by ▇▇▇▇▇▇. At all times that monetary sums remain due and unpaid, the Collateral shall not be removed from the State of South Carolina. By this Security Agreement, you hereby expressly grant to LENDER, as Secured Party, in the event of Default, pursuant to the Promissory Note 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 terms and conditions of Lenderthe Loan Agreement, Borrower shall at its expense assemble an irrevocable right of LENDER to physically repossess 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem properallow foreclosure upon ▇▇▇▇▇▇’S lien. In the event of any change in namesuch repossession, identity or structure of any Borroweryou hereby expressly grant to LENDER the absolute right to liquidate the Collateral and UPON LIQUIDATION, such Borrower shall notify Lender thereofYOU MAY RECEIVE ALL EXCESS PROCEEDS OF LIQUIDATION AFTER DEDUCTION FOR FULL PAYMENT TO LENDER OF THE PRINCIPAL AMOUNT OF THE LOAN, and promptly after request shall executeACCRUED AND UNPAID INTEREST, file and record such Uniform Commercial Code forms as are necessary DUE LENDER PURSUANT TO THE PROMISSORY NOTE AND FORECLOSURE COSTS OF PUBLIC SALE INCLUDING ALL COSTS AND ATTORNEY’S FEES TO THE EXTENT PROVIDED BY LAW INCURRED BY ▇▇▇▇▇▇. You further appoint LENDER your Attorney-in-Fact to maintain the priority of Lender's allow LENDER full authority to perfect its lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection title to the Collateral with the filing South Carolina Department of Motor Vehicles. You expressly warrant and recording thereofpromise that until such time as the LOAN has been fully repaid you will not attempt to or seek to obtain a duplicate title to the Collateral which you continue to own. If Lender shall require DEBTOR WILL AT ALL TIMES THE LOAN IS OUTSTANDING AND UNTIL A FORECLOSURE UPON ▇▇▇▇▇▇’S LIEN, BE THE LEGAL OWNER OF THE VEHICLE PURSUANT TO THE LAWS OF THE STATE OF SOUTH CAROLINA, which control exclusively the filing or recording terms 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 agreedthis Agreement. ▇▇▇▇▇▇, however, that no such additional documents shall increase Borrower's obligations under will retain the Note, this Security Instrument and Certificate of Title to 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 Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Collateral.
Appears in 1 contract
Sources: Loan Agreement, Promissory Note and Security Agreement
Security Agreement. 2.13.1 This Security Instrument is both Mortgage shall also be a real security agreement between Mortgagor and Mortgagee covering the Mortgaged Property constituting personal property mortgage or fixtures (hereinafter collectively called “UCC Collateral”) governed by the UCC as such UCC Collateral may be more specifically set forth in any financing statement delivered in connection with this Mortgage, and, as further security for the payment and a "security agreement" within the meaning performance of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interestsGuaranteed Obligations, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and Mortgagor hereby grants to Lender, as security for the Obligations, Mortgagee a security interest in such portion of the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion UCC. In addition to Mortgagee’s other rights hereunder, Mortgagee shall have all rights of a secured party under the Property so subject to UCC, as is in effect in the Uniform Commercial Code being called relevant jurisdiction, or other applicable laws or in this paragraph equity. Mortgagor hereby authorizes the "COLLATERAL"). Borrower hereby agrees with Lender to filing of, and if requested by Mortgagee, Mortgagor shall execute and deliver to LenderMortgagee, in form and substance satisfactory to Lender, such all financing statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with the filing and recording thereof, statements and such further assurances that may be reasonably required by Mortgagee 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 Mortgagee’s security interests, and Mortgagor shall bear all reasonable costs thereof, including all UCC searches. Except as Lender otherwise provided in the Guarantee and Collateral Agreement, if Mortgagee should dispose of any of the Mortgaged Property comprising the UCC Collateral pursuant to the UCC, ten (10) days’ prior written notice by Mortgagee to Mortgagor shall be deemed to be reasonable notice; provided, however, that Mortgagee may dispose of such property in accordance with the foreclosure procedures of this Mortgage in lieu of proceeding under the UCC. Mortgagee may from time to timetime execute and deliver at Mortgagor’s expense all continuation statements, reasonably consider necessary termination statements, amendments, partial releases, or other instruments relating to create, perfect, all financing statements by and preserve Lender's security interest herein grantedbetween Mortgagor and Mortgagee. 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 Except as otherwise provided in the first paragraph of this Security Instrument. If Guarantee and Collateral Agreement, but otherwise subject to the provisions thereof, if an Event of Default shall occuroccur and be continuing, Lender(a) Mortgagee, in addition to any other rights and remedies which they it may have, shall have and may exercise immediately and without demanddemand to the extent permitted by law, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial CodeUCC, as in effect in any relevant jurisdiction, 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 Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon such collateral and (b) upon request or demand of LenderMortgagee, Borrower Mortgagor shall at its expense expense, assemble the UCC 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 legal expenses reasonable attorneys’ fees and attorneys' fees, disbursements incurred or paid by Lender Mortgagee in protecting the interest in the UCC Collateral and in enforcing the Mortgagee’s rights hereunder with respect to such UCC Collateral.
2.13.2 Mortgagor and the Collateral. Any notice of saleMortgagee agree, disposition or other intended action by Lender with respect to the Collateral sent to Borrower extent permitted by law, that: (i) this Mortgage upon recording or registration in accordance with the provisions hereof at least five (5) days prior to such action, real estate records of the proper office shall constitute commercially reasonable notice a financing statement filed as a “fixture filing” within the meaning of Sections 9-102(a)(40) and 9-502(c) of the UCC; (ii) all or a part of the Mortgaged Property are or are to Borrower. The proceeds become fixtures; and (iii) the addresses of Mortgagor and Mortgagee are as set forth in the first paragraph of this Mortgage [and if Mortgagor is not the record owner of any disposition real property to which the fixtures are or may become attached, the name of the Collateral, or any part thereof, may be applied by Lender to the payment of the Obligations in such priority record owner is [ ]] and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender iv) Mortgagor’s organizational identification number is a party to such action or proceeding)[ ].
Appears in 1 contract
Security Agreement. This Security Instrument is both (a) Grantor and Mortgagee agree: (i) that, in addition to this Mortgage constituting a real property mortgage lien on the Real Property, this Mortgage also shall constitute and serve as a "security agreement" agreement within the meaning of the Ohio Uniform Commercial Code (the "Code. The ") with respect to that portion of the Mortgaged Property includes both real and which is personal property or fixtures, and all other rights replacements of such property, substitutions for such property, additions to such property, and intereststhe proceeds thereof (said personal property, whether tangible or intangible in naturefixtures, of Borrower in replacements, substitutions, additions and the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants proceeds thereof being sometimes herein collectively referred to Lender, as security for the Obligations, "Collateral"); (ii) that a security interest in the Property and to the full extent Collateral is hereby granted to Mortgagee; and (iii) that the Property may be subject all right, title, and interest of Grantor in and to the Uniform Commercial Code (said portion Collateral granted to Mortgagee pursuant to the terms of this Mortgage shall secure payment and performance by Grantor of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL")Obligations. Borrower hereby agrees with Lender 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 Lender'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 In addition to any other rights and remedies which they may haveof Mortgagee hereunder, Mortgagee shall have and may exercise immediately and without demand, any and all the rights and remedies granted to of a secured party upon default under the Uniform Commercial Code, including, without limiting the generality Chapter 1309 of the foregoing, Ohio Revised Code with respect to the right to take possession of Collateral.
(b) Grantor shall not further encumber or grant a security interest in the Collateral or any part thereofthereof to any person other than Mortgagee without the prior written consent of Mortgagee, and the Collateral shall at all times be owned by Grantor. Grantor specifically shall not own or acquire any of the Collateral by conditional sales agreement or in any other manner whereby the ownership or any beneficial interest (including any security interest) in any of the Collateral shall be held by any person or entity other than Grantor. Furthermore, to take the extent permitted by law, Grantor hereby authorizes Mortgagee to sign and file financing statements at any time in respect of any of the Collateral, without such other measures as Lender may deem necessary for the carefinancing statements being executed by Grantor, protection and preservation but Grantor shall, however, at any time on request of Mortgagee, execute, or cause to be executed, financing statements in respect of any of the Collateral. Upon request or demand of Lender, Borrower 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 expensesfiling fees, including legal expenses and attorneys' fees, incurred or paid by Lender fees for filing continuation statements in protecting the interest in the Collateral and in enforcing the rights hereunder connection with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 Collateralfinancing statements, and shall pay reimburse Mortgagee for all costs and expenses and fees of any kind incurred 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Sources: Isda Master Agreement (Associated Estates Realty Corp)
Security Agreement. This Security Instrument Mortgage is both a real property mortgage or deed of trust and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the ObligationsDebt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph section the "COLLATERALCollateral"). Borrower Mortgagor hereby agrees with Lender Mortgagee to execute and deliver to LenderMortgagee, in form and substance satisfactory to LenderMortgagee, 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, statements and such further assurances as Lender Mortgagee may from time to time, reasonably consider necessary to create, perfect, and preserve LenderMortgagee's security interest herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part of the Mortgaged 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 InstrumentMortgage. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 LenderMortgagee, Borrower Mortgagor shall at its 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 legal expenses and attorneys' fees, incurred or paid by Lender Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five (5) 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 Obligations Debt in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. In the event of any change in name, identity or structure of any BorrowerMortgagor, such Borrower Mortgagor shall notify Lender thereof, Mortgagee thereof and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of LenderMortgagee'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 Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase BorrowerMortgagor's obligations under the Note, this Security Instrument Mortgage and the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by LenderMortgagee, as Borrower▇▇▇▇▇▇▇▇▇'s attorney-in-fact, in connection with the Collateral covered by this Security InstrumentMortgage. Notwithstanding the foregoing, Borrower Mortgagor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding effects affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Borrower . Mortgagor shall fully cooperate with Lender Mortgagee in the event Lender Mortgagee is a party to such action or proceeding).
Appears in 1 contract
Security Agreement. This Security Instrument is both Mortgage shall also be a real security agreement between Mortgagor and Mortgagee covering the Mortgaged Property constituting personal property mortgage or fixtures (hereinafter collectively called “UCC Collateral”) governed by the UCC as such UCC Collateral may be more specifically set forth in any financing statement delivered in connection with this Mortgage, and, as further security for the payment and a "security agreement" within the meaning performance of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interestsGuaranteed Obligations, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and Mortgagor hereby grants to Lender, as security for the Obligations, Mortgagee a security interest in such portion of the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion UCC. In addition to Mortgagee’s other rights hereunder, Mortgagee shall have all rights of a secured party under the Property so subject to UCC, as is in effect in the Uniform Commercial Code being called relevant jurisdiction, or other applicable laws or in this paragraph equity. Mortgagor hereby authorizes the "COLLATERAL"). Borrower hereby agrees with Lender to filing of, and if requested by Mortgagee, Mortgagor shall execute and deliver to LenderMortgagee, in form and substance satisfactory to Lender, such all financing statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with the filing and recording thereof, statements and such further assurances that may be reasonably required by Mortgagee 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 Mortgagee’s security interests, and Mortgagor shall bear all reasonable costs thereof, including all UCC searches. Except as Lender otherwise provided in the Guarantee and Collateral Agreement, if Mortgagee should dispose of any of the Mortgaged Property comprising the UCC Collateral pursuant to the UCC, ten (10) days’ prior written notice by Mortgagee to Mortgagor shall be deemed to be reasonable notice; provided, however, that Mortgagee may dispose of such property in accordance with the foreclosure procedures of this Mortgage in lieu of proceeding under the UCC. Mortgagee may from time to timetime execute and deliver at Mortgagor’s expense all continuation statements, reasonably consider necessary termination statements, amendments, partial releases, or other instruments relating to create, perfect, all financing statements by and preserve Lender's security interest herein grantedbetween Mortgagor and Mortgagee. 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 Except as otherwise provided in the first paragraph of this Security Instrument. If Guarantee and Collateral Agreement, but otherwise subject to the provisions thereof, if an Event of Default shall occuroccur and be continuing, Lender(a) Mortgagee, in addition to any other rights and remedies which they it may have, shall have and may exercise immediately and without demanddemand to the extent permitted by law, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial CodeUCC, as in effect in any relevant jurisdiction, 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 Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon such collateral and (b) upon request or demand of LenderMortgagee, Borrower Mortgagor shall at its expense expense, assemble the UCC 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 legal expenses reasonable attorneys’ fees and attorneys' fees, disbursements incurred or paid by Lender Mortgagee in protecting the interest in the UCC Collateral and in enforcing the Mortgagee’s rights hereunder with respect to the such UCC Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Security Agreement. This Security Instrument is both Deed shall constitute a real property mortgage and a "security agreement" within the meaning agreement under Article 9 of the Uniform Commercial Code. The Code with respect to the Personal Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower covered by executing and delivering this Security Instrument Deed. Pursuant to the applicable Granting Clauses hereof, Borrower has granted and hereby grants to Lender, as security for the Obligations, Lender a security interest in the Personal Property and in all additions and accessions thereto, substitutions therefor and proceeds thereof for the purpose of securing all Obligations now or hereafter secured by this Security Deed. The following provisions relate to such security interest:
(1) The Personal Property includes all now existing or hereafter acquired or arising equipment, inventory, accounts, chattel paper, instruments, documents, deposit accounts, investment property, letter-of-credit rights, commercial tort claims, supporting obligations and general intangibles now or hereafter used or procured for use on the Premises or otherwise relating to the full extent Premises. If Borrower shall at any time acquire a commercial tort claim relating to the Premises, Borrower shall immediately notify Lender in a writing signed by Borrower of the brief details thereof and grant to Borrower a security interest therein and in the proceeds thereof.
(2) Borrower hereby irrevocably authorizes Lender at any time and from time to time to file in any filing office in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto that (a) indicate the Property may be subject collateral as "all of the Borrower's assets used or procured for use or otherwise relating to" the Premises or words of similar effect, or as being of equal or lesser scope or in greater detail, and to indicate the Premises as defined, or in a manner consistent with the term as defined, in this Security Deed and (b) contain any other information required by part 5 of Article 9 of the Uniform Commercial Code (said portion of the Property so subject filing office for the sufficiency or filing office acceptance of any initial financing statement or amendment, including whether Borrower is an organization, the type of organization and any organizational identification number issued to the Borrower. Borrower agrees to provide any such information to Lender promptly upon request. Borrower also ratifies its authorization for Lender to have filed in any filing office in any Uniform Commercial Code being called in this paragraph jurisdiction any like initial financing statements or amendments thereto if filed prior to the "COLLATERAL")date hereof. Borrower hereby agrees with Lender to execute and deliver shall pay to Lender, in form from time to time, upon demand, any and substance satisfactory to Lender, such financing statements, continuation statements, other uniform commercial code forms all costs and shall pay all expenses and fees incurred by Lender in connection with the filing of any such initial financing statements and recording thereofamendments, including attorneys' fees and all disbursements. Such costs and expenses shall bear interest at the Increased Rate from the date paid by Lender until the date repaid by Borrower and such further assurances costs and expenses together with such interest, shall be part of the Obligations and shall be secured by this Security Deed.
(3) Borrower shall any time and from time to time take such steps as Lender may from time reasonably request for Lender to time, reasonably consider necessary obtain "control" of any Personal Property for which control is a permitted or required method to create, perfect, and preserve Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" for the purposes perfect or to insure priority of the Uniform Commercial Code. All or part of the Property are or are to become fixtures. Information concerning the security interest herein in such Personal Property granted may be obtained from hereby.
(4) Upon the parties occurrence of an Event of Default, Lender shall have the rights and remedies of a secured party under the Code as well as all other rights and remedies available at law or in equity or under this Security Deed.
(5) {intentionally omitted}
(6) If Borrower does not have an organizational identification number and later obtains one, Borrower shall forthwith notify Lender of such organizational identification number.
(7) Terms defined in the addresses of Code and not otherwise defined in this Security Deed have the parties same meanings in this Section 1.10D as are 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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. In the event that a term is used in Article 9 of any change the Code and also in nameanother Article of the Code, 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 term used in the Collateral, and shall pay all expenses and fees this Section 1.10D is that used in connection with the filing and recording thereofArticle 9. 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 LenderThe term "control", as Borrower's attorneyused in this Paragraph, has the meaning given in Section 9-in104, 9-fact105, in connection with 9-106 or 9-107 of Article 9 of the Collateral covered by this Security Instrument. Notwithstanding the foregoingCode, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)as applicable.
Appears in 1 contract
Sources: Deed to Secure Debt, Assignment of Leases and Rents and Security Agreement (Systemax Inc)
Security Agreement. 2.14.1 This Security Instrument is both Deed of Trust shall also be a real security agreement between Trustor and Beneficiary covering the Deed of Trust Property constituting personal property mortgage or fixtures (hereinafter collectively called "UCC Collateral") governed by the [RELEVANT STATE] Uniform Commercial Code ("UCC") as the same may be more specifically set forth in any financing statement delivered in connection with this Deed of Trust, and a "as further security agreement" within for the meaning payment and performance of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interestsSecured Obligations, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and Trustor hereby grants to Lender, as security for the Obligations, Beneficiary a security interest in such portion of the Property Site to the full extent that the Property Site may be subject to the Uniform Commercial Code (said portion UCC. In addition to Beneficiary's other rights hereunder, Beneficiary shall have all rights of a secured party under the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL")UCC. Borrower hereby agrees with Lender to Trustor shall execute and deliver to Lender, in form and substance satisfactory to Lender, such Beneficiary all financing statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with the filing and recording thereof, 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 searches. Except as Lender otherwise provided in the Credit Documents, if Beneficiary should dispose of any of the Site comprising the UCC Collateral pursuant to the 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 Deed of Trust in lieu of proceeding under the UCC. Beneficiary may from time to timetime execute and deliver at Trustor's expense, reasonably consider necessary all continuation statements, termination statements, amendments, partial releases, or other instruments relating to create, perfect, all financing statements by and preserve Lender's security interest herein grantedbetween Trustor and Beneficiary. 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 Except as otherwise provided in the first paragraph of this Security Instrument. If Credit Documents, if an Event of Default shall occuroccur and is continuing, Lender(a) Beneficiary, in addition to any other rights and remedies which they it may have, shall have and may exercise immediately and without demanddemand to the extent permitted by law, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial CodeUCC
2.14.2 Trustor and the Beneficiary agree, includingto the extent permitted by law, without limiting that: (i) this Deed of Trust upon recording or registration in the generality real estate records of the foregoing, proper office shall constitute a financing statement filed as a "fixture filing" within the right to take possession meaning of [SECTIONS 9-313 AND 9-402 OF THE UCC]; (ii) all or a part of the Collateral Trust Estate are or any part thereof, are to become fixtures; and to take such other measures (iii) the addresses of Trustor and Beneficiary are as Lender may deem necessary for set forth on the care, protection and preservation first page of the Collateral. Upon request or demand this Deed of Lender, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Trust.
Appears in 1 contract
Sources: Credit Agreement (Calpine Corp)
Security Agreement. This Security Instrument is both To secure the payment, performance and discharge of the Obligations, Borrower hereby grants, assigns, transfers, conveys and sets over unto Lender, and hereby grants to Lender a real property mortgage continuing first priority, perfected security interest in all of Borrower's right, title and interest in, to and under any and all of the following, whether now and/or existing and/or now owned and/or hereafter acquired and/or arising:
(1) the Rate Cap Agreement; and (2) all accessions to, substitutions for, and replacements of, and of the foregoing and any and all products and cash and non-cash proceeds of any of the foregoing (collectively, the "UCC COLLATERAL"). With respect to all UCC Collateral, this Agreement shall constitute a "security agreement" within the meaning of of, and shall create a security interest under, the Uniform Commercial CodeUCC. The Property includes both real Borrower hereby acknowledges and personal property agrees that Lender shall be permitted to file one or more financing statements naming Borrower as debtor and Lender as secured party identifying "all UCC Collateral and no other rights and interests, whether tangible or intangible in nature, assets" of Borrower in the Propertycollateral description thereon. Borrower represents and warrants that, except for any financing statement filed by executing Lender and delivering this Security Instrument financing statements filed by the Guarantor, no presently effective financing statement covering the Collateral or any part thereof has granted been filed with any filing officer, and hereby grants to Lender, as security for the Obligations, a no other security interest has attached to or has been perfected in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 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 Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof. Borrower shall from time to time within fifteen (15) days after request by Lender, execute, acknowledge and to take such deliver, or authorize the filing of any financing statement, renewal, affidavit, certificate, continuation statement or other measures document as Lender may deem necessary for reasonably request in order to evidence, perfect, preserve, continue, extend or maintain this security agreement and the care, protection and preservation of the Collateral. Upon request or demand of Lender, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 created hereby as a first priority Lien on the UCC 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Sources: Loan and Security Agreement (Valence Technology Inc)
Security Agreement. To further secure all Indebtedness and other obligations secured by this Mortgage, Mortgagor hereby grants to Mortgagee a security interest under the Uniform Commercial Code in and to any and all personal property constituting the Premises or any part thereof or interest therein, now owned or hereafter acquired, including, without limitation, the Equipment, the Contracts and any escrow or other deposits held by Mortgagee, and in and to any and all proceeds of the foregoing. This Security Instrument is both Mortgage shall constitute a “security agreement” under the Uniform Commercial Code, and Mortgagor and Mortgagee shall constitute the “debtor” and “secured party”, respectively thereunder. To the extent any part or interest in the Premises may at any time be real property, personal property or other, Mortgagee shall have a lien thereon to the extent the same shall constitute real property mortgage and Mortgagee shall have a "security agreement" within interest therein to the meaning of extent the same shall constitute personal property. Mortgagee shall have any and all rights with respect to the personal property constituting the Premises or any part thereof or interest therein afforded a secured party under the Uniform Commercial Code. The Property includes both Such rights shall be in addition to, but not in limitation of, the rights afforded Mortgagee with respect to real and personal property and under this Mortgage, all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property which may be subject to exercised concurrently or alternatively at the Uniform Commercial Code (said portion option of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL")Mortgagee without election or waiver of remedies. Borrower hereby agrees with Lender 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 Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" for the For 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 this Section 1.02, the addresses of the parties “debtor” and the “secured party” shall be as set forth in the first paragraph of this Security Instrument. If an Event of Default shall occurMortgage for Mortgagor and Mortgagee, Lender, in addition to any other rights and remedies which 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)respectively.
Appears in 1 contract
Sources: Mortgage, Security Agreement and Fixture Filing (Bluerock Enhanced Multifamily Trust, Inc.)
Security Agreement. This Security Instrument Mortgage is both intended to be a real security agreement and fixture filing pursuant to the UCC. Mortgagor hereby grants a security interest in favor of Mortgagee in and to (i) other than Leased Personalty, any and all personal property mortgage owned by Mortgagor and described in the Granting Clauses hereof which, under applicable law, may be subject to a "security agreement" within interest pursuant to the meaning UCC and which is not herein effectively made part of the Uniform Commercial CodeReal Estate, and (ii) any and all of the Mortgaged Property which are fixtures under applicable law and may be subject to a security interest under the UCC, to the fullest extent that a security interest may be granted therein under the UCC or applicable law, and in all additions to, substitutions for and proceeds of any of the foregoing, other than Leased Personalty, for the purpose of securing all Indebtedness and the Obligations of Mortgagor now or hereafter secured by this Mortgage. The Property includes both real Mortgagor agrees to execute and personal deliver financing and continuation statements covering the property described in clauses (i) and (ii) above from time to time and in such form as is required by applicable law to perfect and continue the perfection of Mortgagee's lien or security interest with respect to such property and, in the event that Mortgagor shall fail to execute and deliver any such financing or continuation statement promptly after demand therefor by Mortgagee, Mortgagor hereby irrevocably authorizes Mortgagee to file such financing and continuation statements on behalf of Mortgagor. Mortgagor shall pay all reasonable and customary costs of filing such statements and renewals and releases thereof and shall pay all reasonable costs and expenses of any record searches for financing statements Mortgagee may reasonably require. Mortgagee shall have the rights and remedies of a secured party under the UCC, as well as all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering remedies available under this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 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 Uniform Commercial Code, including, without limiting the generality of the foregoingMortgage, the right to take possession of the Collateral other Loan Documents 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 otherwise at law or demand of Lender, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder equity with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)property.
Appears in 1 contract
Sources: Mortgage, Security Agreement and Assignment of Rents (Urban Shopping Centers Inc)
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, Mortgage creates a security interest in the Property Fixtures, and, to the full extent that the Property may be subject Fixtures are not real property, this Mortgage constitutes a security agreement from Mortgagor to Mortgagee under the Uniform Commercial Code (said portion of the Property so subject State. In addition to all of its other rights under this Mortgage and otherwise, Mortgagee shall have all of the rights of a secured party under the Uniform Commercial Code being called of the State, as in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 effect from time to time, reasonably consider necessary or under the Uniform Commercial Code in force from time to create, perfect, time in any other state to the extent the same is applicable Law. This Mortgage shall be effective as a financing statement filed as a fixture filing with respect to all fixtures included within the Mortgaged Property and preserve Lender's is to be filed for record in the real estate records of each county where any part of the Mortgaged Property (including such fixtures) is situated. This Mortgage shall also be effective as a financing statement with respect to any other Property as to which a security interest herein grantedmay be perfected by the filing of a financing statement and may be filed as such in any appropriate filing or recording office. This Security Instrument The respective mailing addresses of Mortgagor and Mortgagee are set forth in the opening paragraph of this Mortgage. A carbon, photographic or other reproduction of this Mortgage or any other financing statement relating to this Mortgage shall also constitute be sufficient as a "fixture filing" financing statement for any of the purposes referred to in this Section. Mortgagor hereby irrevocably authorizes Mortgagee at any time and from time to time to file any initial financing statements, amendments thereto and continuation statements as authorized by applicable Law, reasonably required by Mortgagee to establish or maintain the validity, perfection and priority of the security interests granted in this Mortgage. The foregoing authorization includes ▇▇▇▇▇▇▇▇▇’s irrevocable authorization for Mortgagee at any time and from time to time to file any initial financing statements and amendments thereto that indicate the Fixtures (a) as “all assets” of Mortgagor or words of similar effect, regardless of whether any particular asset comprised in the Fixtures falls within the scope of the Uniform Commercial Code. All or part Code of the Property are State or are to become fixtures. Information concerning the security interest herein granted may be obtained from jurisdiction where 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 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 Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral initial financing statement 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateralamendment is filed, or any part thereof(b) as being of an equal or lesser scope or with greater detail. Debtor: Hardeeville Public Facilities Corporation ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ Hardeeville, may be applied by Lender to the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem proper. In the event of any change in nameSouth Carolina 29927 Attn: Chairman Secured Party: ▇▇▇▇▇▇▇ Bank, identity or structure of any BorrowerNational Association ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).▇▇ ▇▇▇▇▇ Attention: Public Sector Finance
Appears in 1 contract
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within 5.2 The Grantor shall not (i) create, incur, assume or permit to exist any Lien, other than Liens permitted pursuant to the meaning terms of Section 11.3 of the Uniform Commercial CodeNote Purchase Agreement, on or in respect of any Collateral or any part thereon or any interest therein. The Property includes both real Grantor shall promptly, at its own expense, take such action as may be necessary to duly discharge any Lien, other than such permitted Liens, on or in respect of any Collateral. The Grantor shall not consign all or any portion of its Inventory to any Person except in the ordinary course or pursuant to any Basic Documents unless the Required Holders agree in writing prior to such consignment.
5.3 Except as may be required under any other Loan Document, the Grantor shall not execute or authorize to be filed (except in connection with this Agreement) or registered in any public office any financing statement (or similar statement or instrument of registration under the law of any jurisdiction) covering or purporting to cover any interest of any kind in the Collateral.
5.4 The Grantor shall not change its name, organizational type, jurisdiction of organization or organizational identification number without providing at least 30 days' prior written notice to the holders of the Notes, which notice shall set forth such new name, organizational type, jurisdiction of organization or organizational identification number, as applicable, and personal property such other information in connection therewith as the Required Holders shall reasonably request.
5.5 The originals of all documents evidencing Accounts and all of the books and records relating thereto shall be kept at Grantor's chief executive office or in a field office identified in Schedule 2. All Accounts of the Grantor shall be controlled and monitored (including, without limitation, for general accounting purposes) from such offices. The Grantor shall not establish a new location for its chief executive office until (i) it has given to the holders of the Notes not less than 30 days' prior written notice of its intention so to do, clearly describing such new location and providing such other rights information in connection therewith as the Required Holders may reasonably request, and interests(ii) it has taken such action with respect to such new location, whether tangible or intangible in naturereasonably satisfactory to the Required Holders, to cause the security interest of Borrower the holders of the Notes in the Property. Borrower Collateral to be at all times fully perfected and in full force and effect.
5.6 The Grantor shall not rescind or cancel any indebtedness evidenced by executing any Accounts or modify any term thereof or make any adjustment with respect thereto, or extend or renew the same, or compromise or settle any dispute, claim, suit or legal proceedings relating thereto, or sell any Accounts or interest therein, except for rescissions, cancellations, modifications, adjustments, extensions, renewals, returns, discounts and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest allowances in the Property ordinary course of business or which the Grantor, acting in good faith, deems to be in the full extent that the Property may be subject to the Uniform Commercial Code (said portion best interests of the Property so subject Grantor and its business and which could not reasonably be expected to result in an Event of Default, without the Uniform Commercial Code being called in this paragraph prior written consent of the "COLLATERAL")Required Holders. Borrower hereby agrees with Lender The Grantor shall use commercially reasonable efforts to execute and deliver duly fulfill all obligations on its part 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 be fulfilled under or in connection with the filing Accounts in all Material respects and recording thereof, and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" for take no action that could Materially impair the purposes rights of the Uniform Commercial Code. All or part holders 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 Notes 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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Accounts.
Appears in 1 contract
Security Agreement. This Security Instrument is both Mortgage shall constitute a real property mortgage and a "security agreement" within the meaning of ------------------ agreement as defined in the Uniform Commercial Code as adopted by the Commonwealth of Kentucky ("Code") in the Collateral. Any Collateral installed in or used in the Mortgaged Property is to be used by the Mortgagor solely for Mortgagor's business purposes or as the equipment and fixtures leased or furnished by the Mortgagor, as landlord, to tenants of the Mortgaged Property, and such Collateral will be kept at the buildings on the Mortgaged Property and will not be removed therefrom without the consent of the Mortgagee and may be affixed to such buildings but will not be affixed to any other real estate. The Property includes both real remedies of the Mortgagee hereunder are cumulative and personal property separate, and all the exercise of any one or more of the remedies provided for herein or under the Code shall not be construed as a waiver of any of the other rights of the Mortgagee including having any Collateral deemed part of the realty upon any foreclosure thereof. If notice to any party of the intended disposition of the Collateral is required by law in a particular instance, such notice shall be deemed commercially reasonable if given at least ten (10) days prior to such intended disposition and interests, may be given by advertisement in a newspaper accepted for legal publications either separately or as part of a notice given to foreclose the lien granted by this Mortgage or may be given by private notice if such parties are known to Mortgagee. Neither the grant of a security interest pursuant to this Mortgage nor the filing of a financing statement pursuant to the Code shall ever impair the stated intention of this Mortgage that all Collateral comprising the Mortgaged Property and at all times and for all purposes and in all proceedings both legal or equitable shall be regarded as part of the Mortgaged Property irrespective of whether tangible such item is physically attached to the real property or intangible any such item if referred to or reflected in nature, a financing statement. Mortgagor will on demand deliver all financing statements that may from time to time be required by Mortgagee to establish and perfect the priority of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a Mortgagee's security interest in the Mortgaged Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 incurred by Mortgagee in connection with the filing renewal or extensions of any financing statements executed in connection with the Mortgaged Property; and recording thereof, and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any give advance written notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. In the event of any proposed change in Mortgagor's name, identity or structure of any Borrower, and will execute and deliver to Mortgagee prior to or concurrently with such Borrower shall notify Lender thereof, change all additional financing statements that Mortgagee may require to establish and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain perfect the priority of LenderMortgagee'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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Sources: Loan Agreement (Jameson Inns Inc)
Security Agreement. This Security Instrument Mortgage shall constitute a security agreement as defined in the Uniform Commercial Code as adopted in the jurisdiction in which the Mortgaged Property is both located (hereinafter referred to as the “Code”), and Mortgagor hereby grants to Mortgagee a real property mortgage and a "security agreement" interest within the meaning of the Uniform Commercial Code. The Property includes both real and personal property Code in favor of Mortgagee on the Chattels, the Improvements, the Rents, the Leases and all other property rights, and the proceeds of the foregoing as described in the granting clause of this Mortgage (hereinafter referred to as the “Collateral”). Mortgagor hereby authorizes Mortgagee at any time or from time to time to file any initial financing statements, amendments thereto and continuation statements (“Financing Statements”) with or without signature of Mortgagor as authorized by applicable law, as applicable to the Mortgaged Property. For purposes of such filings, Mortgagor agrees to furnish any information requested Mortgagee promptly upon request by Mortgagee. Mortgagor and Mortgagee agree that the filing of a Financing Statement in the records normally having to do with personal property shall never be construed as in any way derogating from or impairing (a) this Mortgage or the rights or obligations under it or (b) the express declaration and interestsintention of the parties, hereinabove stated, that everything used in connection with the Mortgaged Property and/or adapted for use therein and/or which is described or reflected in this Mortgage is 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 encumbered by this Mortgage irrespective of whether (i) any such item is physically attached to the Improvements, (ii) serial numbers are used for the better identification of certain equipment items capable of being thus identified in a recital contained herein or in any list filed with Mortgagee or (iii) any such item is referred to or reflected in any such Financing Statement so filed at any time. Similarly, the mention in any such Financing Statement of (1) rights in or to the proceeds of any fire and/or hazard insurance policy, or (2) any award in eminent domain proceedings for a taking or for lessening of value, or (3) Mortgagor’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 conveyed hereby, whether tangible pursuant to lease or intangible otherwise, shall never be construed as in natureany way altering any of the rights of Mortgagee as determined by this instrument or impugning the priority of Mortgagee’s lien granted hereby or by any other recorded document, of Borrower but such mention in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants Financing Statement is declared to Lender, as security be solely for the Obligations, a security interest protection of Mortgagee in the Property event any court or judge shall at any time hold with respect to the full extent matters set forth in the foregoing clauses that notice of Beneficiary’s priority of interest to be effective against a particular class of persons, including but not limited to the Property may federal government and any subdivisions or entity of the federal government, must be subject to filed in the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)records.
Appears in 1 contract
Sources: Combination Mortgage, Security Agreement, Fixture Filing and Assignment of Leases and Rents
Security Agreement. This Security Instrument is both (a) Borrowers have agreed upon the occurrence of a real property mortgage and Financial Covenant Default, to grant Bank a "security agreement" within the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a continuing first Lien security interest in all presently existing and later acquired Collateral to secure all Obligations and performance of each of Borrowers' duties under the Property Loan Documents. An unsigned copy of the Security Agreement, in the form attached hereto as Exhibit B shall be held by Bank, along with financing statements to perfect Bank's security interest required pursuant to the full extent Code, until the occurrence of any Financial Covenant Default. At any time following the occurrence of a Financial Covenant Default, Bank may give written notice to Borrowers advising them that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender a Financial Covenant Default has occurred and requesting Borrowers to execute and deliver the Security Agreement. In the event that Borrowers fail to Lenderexecute and deliver the Security Agreement to Bank within three (3) Business Days after such notice, Bank shall have the right to execute the Security Agreement in the name of and on behalf of Borrowers pursuant to the power of attorney granted in Section 4.1(c) hereof. The date on which the Security Agreement is executed and delivered by Borrowers (or by Bank in the name of and on behalf of Borrowers pursuant to such power of attorney) shall be referred to as the "Lien Effective Date" with respect to the Collateral.
(b) In addition, Bank upon the occurrence of any Event of Default, may place a "hold" on any deposit account of any Borrower maintained with Bank or any Affiliate of Bank (the "Deposit Accounts") provided such "hold" shall be in an amount not to exceed the then outstanding Obligations (including the face amount of any Letters of Credit issued under this Agreement). An unsigned copy of the Account Control Agreement, in the form and substance satisfactory attached hereto as Exhibit C shall be held by Bank, until the occurrence of any Event of Default. At any time following the occurrence of an Event of Default, Bank may give written notice 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 Lender'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 Borrowers advising them that an Event of Default shall occurhas occurred and requesting Borrowers to execute and deliver the Account Control Agreement. In the event that Borrowers fail to execute and deliver the Account Control Agreement to Bank within three (3) Business Days after such notice, Lender, in addition to any other rights and remedies which they may have, Bank shall have the right to execute the Account Control Agreement in the name of and may exercise immediately on behalf of Borrowers pursuant to the power of attorney granted in Section 4.1(c) hereof. The date on which the Account Control Agreement is executed and without demand, any delivered by Borrowers (or by Bank in the name of and all rights and remedies granted on behalf of Borrowers pursuant to a secured party upon default under such power of attorney) shall be referred to as the Uniform Commercial Code, including, without limiting "Lien Effective Date" with respect to the generality Deposit Accounts.
(c) In furtherance of the foregoing, each Borrower irrevocably appoints Bank as its lawful attorney upon (i) the right occurrence of any Financial Covenant Default (such date being called the "Lien Effective Date") and the failure of Borrowers to take possession of sign and return the Collateral or Security Agreement as provided in Section 4.1(a) hereof, to date and sign each Borrower's name on the Security Agreement and on any part thereof, and other documents necessary in Bank's reasonable discretion to take such other measures as Lender may deem necessary for perfect the care, protection and preservation of the Collateral. Upon request or demand of Lender, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the Bank's security interest in the Collateral and at Borrowers' expense record such financing statements in enforcing the rights hereunder with respect such jurisdictions as Bank deems appropriate to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to perfect its lien on the Collateral sent to Borrower in accordance with and (ii) the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds occurrence of any disposition Event of Default and the Collateralfailure of Borrowers to sign and return the Account Control Agreements as provided in Section 4.1(b) hereof, or any part thereof, may be applied by Lender to date and sign each Borrower's name on the payment of the Obligations Account Control Agreement. Bank's appointment as each Borrower's attorney in such priority and proportions as Lender in its discretion shall deem proper. In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereoffact, and promptly after request shall executeall of Bank's rights and powers, file are coupled with an interest, are irrevocable until all Obligations have been fully repaid and record such Uniform Commercial Code forms as are necessary performed and Bank's obligation to maintain the provide Credit Extensions terminates.
(d) All security interests will be a first priority of Lender's lien upon and security interest in the Collateral, subject to Permitted Liens and shall pay all expenses and fees in connection with the filing and recording thereofDeposit Accounts. If Lender shall require this Agreement is terminated after a Financial Covenant Default or an Event of Default, as the filing or recording of additional Uniform Commercial Code forms or continuation statementscase may be, Borrower shall, promptly after request, execute, file Bank's Lien and record such Uniform Commercial Code forms or continuation statements as Lender shall deem necessary, and shall pay all expenses and fees security interest 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 Collateral 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 Deposit Accounts will continue until Borrowers fully cooperate with Lender in the event Lender is a party to such action or proceeding)satisfy their Obligations.
Appears in 1 contract
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property Property and all other rights and interestsinterest, whether tangible or intangible in nature, of Borrower the Issuer and the Company in the Mortgaged Property. Borrower by executing This Mortgage shall also constitute a security agreement under the Uniform Commercial Code of the State so that the Bank shall have and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, may enforce a security interest in any or all of the Mortgaged Property, in addition to (but not in limitation of) the Lien upon that portion of the Mortgaged Property constituting part of the realty imposed by the foregoing provisions hereof, such security interest to attach at the earliest moment permitted by law and also to include and attach to all additions and accessions thereto, all substitutions and replacements therefor, all proceeds thereof, including insurance and Condemnation proceeds, and all contract rights, rental or lease payments and general intangibles of the Issuer and the Company obtained in connection with or relating to the full extent that Mortgaged Property (except for the Unassigned Rights and moneys received pursuant thereto) as well as any and all items of Property in the foregoing classifications which are hereafter acquired. The Issuer and the Company shall, at the request of the Bank, deliver to the Bank, as the case may be subject be, any and all further instruments which the Bank shall require in order to further secure and perfect the Lien of this Mortgage. Pursuant to the Uniform Commercial Code (said portion of the Property so subject to State, the Uniform Commercial Code being called in this paragraph Issuer and the "COLLATERAL"). Borrower Company hereby agrees with Lender authorize the Bank to execute and deliver file continuation statements without the necessity of the Issuer's or the Company's signature as debtor if the Bank shall determine that such are necessary or advisable in order to Lenderperfect or continue the perfection of their respective security interests in any of the Mortgaged Property covered by this Mortgage, in form and substance satisfactory to Lender, such financing statements, continuation statements, other uniform commercial code forms and shall pay all to the Bank, within three Business Days after written demand, any expenses and fees incurred by the Bank in connection with the preparation, execution and filing of such statements and recording thereof, and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender'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 any continuation statements that may be obtained from filed by the parties at the addresses Bank. The Bank shall promptly provide copies of the parties set forth in the first paragraph of any documents executed by them pursuant to this Security Instrument. If an Event of Default shall occur, Lender, in addition to any other rights and remedies which 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect authorization to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Company.
Appears in 1 contract
Sources: Mortgage and Security Agreement (Angiodynamics Inc)
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within To the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion includes personal property or items of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 personal property which are or are to become fixtures. Information concerning fixtures under applicable law, this Mortgage shall also be construed as a security agreement under the security interest herein granted may be obtained from UCC; and, upon and during the parties at the addresses continuance of the parties set forth in the first paragraph of this Security Instrument. If an Event of Default beyond any applicable notice and cure periods, the Mortgagee shall occur, Lender, in addition be entitled with respect to any other rights and such personal property to exercise all remedies which they may have, shall have and may exercise immediately and without demand, any hereunder all remedies available under the UCC with respect to fixtures and all rights and other remedies granted to a secured party upon default available under the Uniform Commercial Code, including, without applicable law. Without limiting the generality of the foregoing, such personal property may, at the right to take possession Mortgagee’s option, upon the occurrence and during the continuance of an Event of Default beyond any applicable notice and cure periods, (i) be sold hereunder together with any sale of any portion of the Collateral Mortgaged Property or otherwise, (ii) be sold pursuant to the UCC, or (iii) be dealt with by the Mortgagee in any part thereof, and to take such other measures as Lender may deem necessary for the care, protection and preservation of the Collateralmanner permitted under applicable law. Upon request or demand the occurrence and during the continuance of Lenderan Event of Default beyond any applicable notice and cure periods, Borrower shall at its expense the Mortgagee may require the Mortgagor to assemble the Collateral such personal property 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting agrees that a disposition of the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower personal property in accordance with the provisions hereof at least five (5) days prior Mortgagee’s rights and remedies in respect to such action, shall constitute the Mortgaged Property as heretofore provided is a 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 expenses and fees in connection with the filing and recording thereof it being understood and agreed; provided, however, that no such additional documents the Mortgagee shall increase Borrower's obligations under give the Note, this Security Instrument Mortgagor not less than ten (10) days’ prior notice of the time 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 place of any financing or other statements signed only by Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)intended disposition.
Appears in 1 contract
Security Agreement. (a) This Security Instrument Mortgage is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the ObligationsDebt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called referred to in this paragraph Paragraph 23 as the "COLLATERAL"). Borrower Mortgagor hereby agrees with Lender Mortgagee to execute and deliver to LenderMortgagee, in form and substance satisfactory to LenderMortgagee, 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, statements and such further assurances as Lender Mortgagee may from time to time, time reasonably consider necessary to create, perfect, perfect and preserve LenderMortgagee's security interest herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part As such, this Mortgage covers all items of the Property 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 InstrumentMortgage. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Security Agreement. (a) This Security Instrument is both Deed of Trust constitutes a real property mortgage and a "security agreement" agreement within the meaning of the Uniform Commercial Code. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower Code as enacted this date in the PropertyState of North Carolina (the “Uniform Commercial Code”). Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, Lender a security interest in all of Borrower’s property included in the Mortgaged Property to which might otherwise be deemed “personal property”, including, but not limited to, all furniture, furnishings, fixtures, equipment, machinery, Leases, rents, issues, profits, contract rights, accounts, general intangibles and all other property used or useable in connection with the full extent that the Property may be subject to the Uniform Commercial Code Mortgaged Property, whether now owned or hereafter acquired by Borrower, and all substitutions, accretions and component parts, replacements thereof, and additions thereto and all cash and non-cash proceeds thereof.
(said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). b) Borrower hereby agrees with Lender to execute shall authorize, deliver, file and deliver to Lender, in form and substance satisfactory to Lender, such refile any financing statements, continuation statements, or other uniform commercial code forms security agreements Lender may require from time to time to confirm the lien of this Deed of Trust with respect to such property. Without limiting the foregoing, Borrower hereby irrevocably appoints Lender attorney-in-fact for Borrower to execute, deliver and file such instruments for and on behalf of Borrower. Borrower shall pay pay, or at Lender’s election shall reimburse Lender for, all expenses and filing fees in connection with the filing and recording therewith. Borrower shall not change its principal place of business or jurisdiction of formation without giving Lender at least thirty (30) days prior written notice thereof, and such further assurances which notice shall be accompanied by new financing statements authorized by Borrower in the same form as the financing statements delivered to Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender's security interest herein granted. This Security Instrument shall also constitute a "fixture filing" on the date hereof except for the purposes change of the Uniform Commercial Code. All address 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 jurisdiction.
(c) Upon any Event of Default hereunder or under the Note, Lender shall occur, Lenderhave, in addition to any other rights and remedies which they may havehereunder or under the Note, shall have and may exercise immediately and without demand, any and all of the rights and remedies granted to a secured party upon default under the Uniform Commercial CodeCode with respect to such personal property. To the extent permitted by law, including, without limiting Borrower and Lender agree that the generality items set forth on the financing statements shall be treated as part of the foregoingreal estate and improvements regardless of the fact that such items are set forth in the financing statements. Such items are contained in the financing statements to create a security interest in favor of Lender in the event such items are determined to be personal property under the law. Notwithstanding any release of any or all of that property included in the Mortgaged Property which is deemed “real property” or any proceedings to foreclose this Deed of Trust or its satisfaction of record, the terms hereof shall survive as a security agreement with respect to the security interest created hereby and referred to above until the repayment or satisfaction in full of the obligations of Borrower as are now or hereafter evidenced by the Note.
(d) To the extent permitted under the Uniform Commercial Code or other applicable law, Borrower waives all rights of redemption and all other rights and remedies of a debtor thereunder and all formalities prescribed by law relative to the sale or disposition of the personal property after the occurrence of an Event of Default hereunder and to all other rights and remedies of Borrower with respect thereto. In exercising its right to take possession of the Collateral personal property upon the occurrence of an Event of Default hereunder, Lender may enter upon the Mortgaged Property without being guilty of trespass or any part thereofother wrong-doing, and to take such without liability for damage thereby occasioned.
(e) Borrower shall reimburse Lender, on demand, for all reasonable expenses of retaking, holding, preparing for sale, lease or other measures as Lender may deem necessary for the careuse or disposition, protection and preservation selling, leasing or otherwise using or disposing of the Collateral. Upon request or demand of Lender, 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 legal expenses and attorneys' fees, personal property which are incurred or paid by Lender, including, without limitation, all attorneys’ fees, legal expenses and costs, and all such expenses shall be added to Borrower’s obligations to Lender in protecting and shall be secured hereby.
(f) This Deed of Trust shall constitute a Fixture Filing under the interest North Carolina Uniform Commercial Code. For the purposes of this filing, the name and address of the Debtor are the name and address of the Borrower specified in the Collateral first paragraph hereof, the name and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition address of the Collateral, or any part thereof, may be applied by Lender to Secured Party are the payment name and address of the Obligations Lender specified in such priority and proportions as Lender in its discretion shall deem proper. In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereoffirst paragraph hereof, and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority organization number 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender Debtor is a party to such action or proceeding)4301371.
Appears in 1 contract
Sources: Deed of Trust, Security Agreement and Fixture Filing (NNN 2003 Value Fund LLC)
Security Agreement. This Security Instrument Mortgage shall constitute a security agreement as defined in the Uniform Commercial Code as adopted in the jurisdiction in which the Mortgaged Property is both located (hereinafter referred to as the “Code”), and Mortgagor hereby grants to Mortgagee a real property mortgage and a "security agreement" interest within the meaning of the Uniform Commercial Code. The Property includes both real and personal property Code in favor of Mortgagee on the Chattels, the Improvements, the Rents, the Leases and all other property rights, and the proceeds of the foregoing as described in the granting clause of this Mortgage (hereinafter referred to as the “Collateral”). M▇▇▇▇▇▇▇▇ hereby authorizes Mortgagee at any time or from time to time to file any initial financing statements, amendments thereto and continuation statements (“Financing Statements”) with or without signature of Mortgagor as authorized by applicable law, as applicable to the Mortgaged Property. For purposes of such filings, M▇▇▇▇▇▇▇▇ agrees to furnish any information requested Mortgagee promptly upon request by Mortgagee. Mortgagor and Mortgagee agree that the filing of a Financing Statement in the records normally having to do with personal property shall never be construed as in any way derogating from or impairing (a) this Mortgage or the rights or obligations under it or (b) the express declaration and interestsintention of the parties, hereinabove stated, that everything used in connection with the Mortgaged Property and/or adapted for use therein and/or which is described or reflected in this Mortgage is 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 encumbered by this Mortgage irrespective of whether (i) any such item is physically attached to the Improvements, (ii) serial numbers are used for the better identification of certain equipment items capable of being thus identified in a recital contained herein or in any list filed with Mortgagee or (iii) any such item is referred to or reflected in any such Financing Statement so filed at any time. Similarly, the mention in any such Financing Statement of (1) rights in or to the proceeds of any fire and/or hazard insurance policy, or (2) any award in eminent domain proceedings for a taking or for lessening of value, or (3) Mortgagor’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 conveyed hereby, whether tangible pursuant to lease or intangible otherwise, shall never be construed as in natureany way altering any of the rights of Mortgagee as determined by this instrument or impugning the priority of Mortgagee’s lien granted hereby or by any other recorded document, of Borrower but such mention in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants Financing Statement is declared to Lender, as security be solely for the Obligations, a security interest protection of Mortgagee in the Property event any court or judge shall at any time hold with respect to the full extent matters set forth in the foregoing clauses that notice of Beneficiary’s priority of interest to be effective against a particular class of persons, including but not limited to the Property may federal government and any subdivisions or entity of the federal government, must be subject to filed in the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)records.
Appears in 1 contract
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, Mortgage shall constitute a security interest agreement as defined in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion "Code"). Any equipment or fixtures installed in or used in the Premises are to be used by the Mortgagor solely for the Mortgagor's business purposes or as the equipment and fixtures leased or furnished by the Mortgagor, as landlord, to tenants of the Property so subject Premises and such equipment or fixtures will be kept at the buildings on the Premises and will not be removed therefrom without the consent of the Mortgagee and may be affixed to such buildings but will not be affixed to any other real estate. The remedies of the Mortgagee hereunder are cumulative and separate, and the exercise of any one or more of the remedies provided for herein or under the Uniform Commercial Code being called shall not be constructed as a waiver of any of the other rights of the Mortgagee including having any non-realty items of the Premises deemed part of the realty upon any foreclosure thereof. If notice to any party of the intended disposition of the Premises is required by law in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender to execute and deliver to Lender, in form and substance satisfactory to Lendera particular instance, such notice shall be deemed commercially reasonable if given at least ten (10) days prior to such 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 Mortgagee. Neither the grant of a security interest pursuant to this Mortgage nor the filing of a financing statementsstatement pursuant to the Code shall ever impair the stated intention of this Mortgage that all personal property, continuation statementsrents, other uniform commercial code forms leases and profits and judgments and awards comprising and at all times and for all purposes and in all proceedings both legal or equitable shall be regarded as part of the real property mortgaged hereunder irrespective of whether such item is physically attached to the real property or any such item is referred to or reflected in a financing statement. Mortgagor will on demand deliver any financing statements that may from time to time be required by Mortgagee to establish and perfect the priority of Mortgagee's security interest in the Premises and shall pay all expenses and fees incurred by Mortgagee in connection with the filing renewal or extensions of any financing statements executed in connection with the Premises; and recording thereof, and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any give advance written notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. In the event of any proposed change in Mortgagor's name, identity or structure of any Borrower, and will execute and deliver to Mortgagee prior to or concurrently with such Borrower shall notify Lender thereof, change all additional financing statements that Mortgagee may require to establish and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain perfect the priority of LenderMortgagee'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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Sources: Mortgage and Security Agreement (Wsi Industries Inc)
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERALCollateral"). Borrower hereby agrees with Lender 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 Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) days prior to ▇▇▇▇▇▇ GUARANTY TRUST COMPANY 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Sources: Deed of Trust and Security Agreement (First Potomac Realty Trust)
Security Agreement. This Security Instrument is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, Mortgage constitutes a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender to execute agreement between Mortgagor 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 Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) days prior to such actionwhich Mortgagee is granted a security interest hereunder, and, cumulative of all other rights and remedies of Mortgagee hereunder, Mortgagee shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition have all of the Collateral, or rights and remedies of a secured party under any part thereof, may be applied by Lender to applicable Uniform Commercial Code. “Uniform Commercial Code” means the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 now or hereafter in effect in the state where the Real Estate is located; provided that, in the event that, by reason of mandatory provisions of law, any or all of the attachment, perfection or priority of Lender's lien upon and of, or remedies with respect to, the Mortgagee’s security interest in any Collateral is governed by 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 statementsas enacted and in effect in a jurisdiction other than such state, Borrower shall, promptly after request, execute, file and record such the term “Uniform Commercial Code” shall mean the Uniform Commercial Code forms as enacted and in effect in such other jurisdiction solely for purposes of the provisions thereof relating to such attachment, perfection, priority or continuation statements as Lender shall deem necessary, remedies and shall pay all expenses for purposes of definitions related to such provisions. ▇▇▇▇▇▇▇▇▇ hereby agrees to execute and fees in connection with the filing deliver on demand 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 constitutes and appoints Lender as its Mortgagee the attorney-in-factfact of ▇▇▇▇▇▇▇▇▇ to execute and deliver and, coupled with an interestif appropriate, to file with the appropriate public filing officer or office on its behalf any such security agreements, financing statements, continuation statements or other instruments as Mortgagee may request or require in order to impose, perfect or continue the perfection of the lien or security interest created hereby. ▇▇▇▇▇▇▇▇▇ hereby authorizes Mortgagee at any time and from time to time to file any initial financing statements, amendments thereto and continuation statements signed only with or without the signature of Mortgagor as authorized by Lenderapplicable law, as Borrower's attorney-in-factapplicable to all or part of the Collateral. For purposes of such filings, ▇▇▇▇▇▇▇▇▇ agrees to furnish any information requested by the Mortgagee promptly upon request therefor by Mortgagee. Mortgagor also ratifies its authorization for the Mortgagee to have filed any like initial financing statements, amendments thereto or continuation statements, if filed prior to the date of this Mortgage. Except with respect to Rents and Profits to the extent specifically provided herein or in connection with the Collateral covered by this Security Instrument. Notwithstanding Assignment to the foregoingcontrary, Borrower Mortgagee shall appear have the right of possession of all cash, securities, instruments, negotiable instruments, documents, certificates and defend in any action other evidences of cash or proceeding other property or evidences of rights to cash rather than property, which affects are now or purports to affect hereafter a part of the Property and Mortgagor shall promptly deliver the same to Mortgagee, endorsed to Mortgagee, without further notice from Mortgagee. ▇▇▇▇▇▇▇▇▇ agrees to furnish Mortgagee with notice of any change in the name, identity, organizational structure, residence, state of incorporation, state of organization or state of formation or principal place of business or mailing address of Mortgagor within ten (10) days of the effective date of any such change. Upon the occurrence of any Event of Default, Mortgagee shall have the rights and remedies as prescribed in this Mortgage, or as prescribed by general law, or as prescribed by any applicable Uniform Commercial Code, all at Mortgagee’s election. Any disposition of the Collateral may be conducted by an employee or agent of Mortgagee. Any person, including both Mortgagor and Mortgagee, shall be eligible to purchase any part or all of the Collateral at any such disposition. Expenses of retaking, holding, preparing for sale, selling or the like (including, without limitation, Mortgagee’s reasonable attorneys’ fees and legal expenses), together with interest thereon at the Default Rate from the date incurred by Mortgagee until actually paid by ▇▇▇▇▇▇▇▇▇, shall be paid by ▇▇▇▇▇▇▇▇▇ on demand and shall be secured by this Mortgage and by all of the other Loan Documents securing all or any part of the Debt. Mortgagee shall have the right thereinto enter upon the Real Estate and the Improvements or any real property where any of the property which is the subject of the security interest granted herein is located to take possession of, whether assemble and collect the same or to render it unusable, or Mortgagor, upon demand of Mortgagee, shall assemble such proceeding effects title property and make it available to Mortgagee at the Real Estate, or at a place designated by Mortgagee. If notice is required by law, Mortgagee shall give Mortgagor at least ten (10) days’ prior written notice of the time and place of any public sale of such property, or adjournments thereof, or of the time of or after which any private sale or any other rights intended disposition thereof is to be made, and if such notice is sent to Mortgagor, as the same is provided for the mailing of notices herein, it is hereby deemed that such notice shall be and is reasonable notice to Mortgagor. No such notice is necessary for any such property which is perishable, threatens to decline speedily in value or is of a type customarily sold on a recognized market. Any sale made pursuant to the provisions of this Section shall be deemed to have been a public sale conducted in a commercially reasonable manner if held contemporaneously with the foreclosure sale as provided in Section 3.1(e) hereof upon giving the same notice with respect to the sale of the Property (and hereunder as is required under said Section 3.1(e). Furthermore, to the extent permitted by law, in conjunction therewithwith, Borrower shall fully cooperate with Lender in addition to or in substitution for the event Lender is a party rights and remedies available to such action or proceeding).Mortgagee pursuant to any applicable Uniform Commercial Code:
Appears in 1 contract
Sources: Mortgage and Security Agreement (Industrial Income Trust Inc.)
Security Agreement. (a) This Security Instrument is both a real property mortgage and a "security agreement" within the meaning Deed of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender's security interest herein granted. This Security Instrument Trust shall also constitute a "fixture filing" for Security Agreement, as that term is used in the purposes Code, with respect to any portion of the Uniform Commercial CodeImprovements which are now or hereafter deemed to be personal property, fixtures or property other than real estate and all replacements, additions and substitutions thereto (the “UCC Collateral”). All or part Grantor hereby grants a security interest and assigns to Agent, for its benefit and the benefit of the Property are or are Lenders in all of Grantor’s right, title and interest in and to become fixtures. Information concerning the security interest herein granted may be obtained from UCC Collateral to secure the parties at the addresses payment of the parties set forth in indebtedness secured by and the first paragraph performance of this Security Instrumentthe Secured Obligations. If an Event of Default Agent shall occur, Lenderhave, in addition to any other rights and remedies which they may have, shall have and may exercise immediately and without demand, any and all the rights and remedies granted to Agent under this Deed of Trust, all of the rights and remedies of a secured party upon default under the Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder Code with respect to the CollateralUCC Collateral and Grantor hereby agrees that in the event Agent shall exercise any right or remedy under the Code following a default by Grantor under this Deed of Trust, whether to dispose of the UCC Collateral or otherwise, ten (10) days notice by Agent to Grantor shall be deemed to be reasonable notice under any provision of the Code requiring such notice. Any notice of saleGrantor shall, disposition immediately upon request by Agent, execute and deliver to Agent, in a form prescribed by Agent, any financing statement, continuation statement, certificate or other intended action document covering all or any portion of the UCC Collateral designated by Lender Agent that, in the opinion of Agent, may be required to perfect, continue, affirm or otherwise maintain the existence and priority of the security interest in the UCC Collateral created under this Deed of Trust. Grantor, if requested by Agent, shall also execute and deliver to Agent a Security Agreement covering the UCC Collateral and containing such covenants, conditions and agreements in addition or as a supplement to those contained in this Deed of Trust as may be reasonably requested by Agent. Subject to the terms and provisions of the Credit Agreement, upon an Event of Default, Grantor shall gather all of the Property which is Improvements, at a location designated by Agent for sale pursuant to the terms hereof.
(b) Agent shall have all the rights, remedies and recourses with respect to the Collateral sent to Borrower Improvements, Leases and Rents afforded a secured party by the Code, now or hereafter in accordance with the provisions hereof at least five (5) days prior to such actionCHICAGO/#2321273.5 effect, 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereofaddition to, and promptly after request shall executenot in limitation of, file the other rights, remedies and record such Uniform Commercial Code forms as are necessary to maintain recourses afforded by the priority of Lender's lien upon Loan Documents and at law.
(c) The assignment and security interest herein granted shall not be deemed or construed to constitute Agent as a trustee in possession of 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 interestProperty, to file with the appropriate public office on its behalf any financing or other statements signed only by Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any action or proceeding which affects or purports obligate Agent to affect operate the Property and or attempt to do the same, or take any interest action, incur expenses or right thereinperform or discharge any obligation, whether such proceeding effects title duty or liability whatsoever under any other rights in of the Property (and in conjunction therewith, Borrower shall fully cooperate with Lender in the event Lender is a party to such action Leases or proceeding)otherwise.
Appears in 1 contract
Sources: Deed of Trust (Emeritus Corp\wa\)
Security Agreement. This It is the intention of the parties hereto that this instrument shall constitute a Security Instrument is both a real property mortgage and a "security agreement" Agreement within the meaning of the Uniform Commercial Code. The Property includes both real Code with respect to the Equipment, and personal property that a security interest shall attach thereto for the benefit of Mortgagee to secure the sums secured by this Mortgage and all other rights sums and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property charges which may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 Lender's security interest herein granted30 become due hereunder. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of Article 9 of the Uniform Commercial Code. All or part The Mortgagor hereby authorizes Mortgagee to file financing and continuation statements with respect to the Equipment in which Mortgagor has a mortgageable interest, without the signature of the Property are or are Mortgagor whenever lawful and, upon request, Mortgagor shall promptly execute financing and continuation statements in form satisfactory to become fixtures. Information concerning the security Mortgagee to further evidence and secure Mortgagee's interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph Equipment, and shall pay all filing fees in connection therewith. In the event of this Security Instrument. If an Event of Default shall occur, Lender, in addition to any other rights and remedies which 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 this Mortgage, Mortgagee, pursuant to Section 9-501(4) of the Uniform Commercial Code, includingas said Section is currently constituted or may be hereafter amended, without limiting shall have the generality option of proceeding as to both real and personal property in accordance with its rights and remedies in respect of the foregoingreal property, in which event the right to take possession default provisions 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 CollateralUniform Commercial Code shall not apply. Upon request or demand of Lender, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest The parties agree that in the Collateral and in enforcing the rights hereunder event Mortgagee elects to proceed with respect to the Collateral. Any Equipment separately from the real property, thirty (30) days' notice of salethe sale of the Equipment shall be reasonable notice. The Mortgagor agrees that, disposition without the written consent of Mortgagee, Mortgagor will not remove or other intended action by Lender permit to be removed from the Improvements any of the Equipment unless the same are promptly replaced with respect Equipment of a quality and utility equal or superior to that which is replaced. All such replacements, renewals and additions shall become and be immediately subject to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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, therein of Mortgagee 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral be covered by this Security Instrumentinstrument. Notwithstanding the foregoingThe Mortgagor represents and warrants that all Equipment now is, Borrower shall appear and defend in any action that all replacements thereof, substitutions therefor or proceeding which affects additions thereto will be, free and clear of all liens, encumbrances or purports to affect the Property and any interest or right thereinsecurity interests of others, whether such proceeding effects title or any other rights in the Property (and in conjunction therewith, Borrower shall fully cooperate with Lender in the event Lender is a party to such action or proceeding)except as may be permitted by Article 2 hereof.
Appears in 1 contract
Security Agreement. This Security Instrument Mortgage is both a real property mortgage ------------------ and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the ObligationsDebt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph 28 the "COLLATERALCollateral"). Borrower hereby agrees with Lender 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 Lender'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---------- Mortgagee, in addition to any other rights and remedies which they 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, 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 the request or demand of LenderMortgagee, Borrower Mortgagor shall at its 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 legal expenses and reasonable attorneys' fees, incurred or paid by Lender Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five ten (510) 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 Obligations Debt in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Security Agreement. This Security Instrument Mortgage is both a mortgage and grant of real property mortgage and a grant of a security interest in personal property, and shall constitute and serve as a "Security Agreement" (a) with regard to fixtures, within the meaning of the Pennsylvania Uniform Commercial Code (the "PA UCC") and (b) with regard to personal property, within the meaning of the Delaware Uniform Commercial Code (the "DE UCC"). The Mortgagor hereby grants unto the Mortgagee a security agreementinterest in and to all the Mortgaged Property described in this Mortgage that is not real property, and simultaneously with the recording of this Mortgage, the Mortgagor has filed or will file, or has caused or will cause to be filed, UCC financing statements, and will file continuation statements prior to the lapse thereof, at the appropriate offices in the State of Delaware to perfect the security interest granted by this Mortgage in all the Mortgaged Property that is not real property. The Mortgagor hereby appoints the Mortgagee as its true and lawful attorney-in-fact and agent, for the Mortgagor and in its name, place and stead, in any and all capacities, to execute any document and to file the same in the appropriate offices (to the extent it may lawfully do so), and to perform each and every act and thing requisite and necessary to be done to perfect the security interest hereby granted. The Mortgagor hereby authorizes the Mortgagee to file one or more financing or continuation statements and amendments thereto, relative to all or any part of the Mortgaged Property without the signature of the Mortgagor where permitted by applicable Requirements of Law. The Mortgagee shall have all rights with respect to the part of the Mortgaged Property that is the subject of a security interest afforded by the PA UCC and the DE UCC in addition to, but not in limitation of, the other rights afforded the Mortgagee hereunder. The Mortgagor agrees, to the extent permitted by applicable Requirements of Law, that: (i) all of the goods described within the definition of the word "Personal Property" are or are to become fixtures on the Land; (ii) this Mortgage upon filing or recording in the office designated for the filing or recording of a record of a mortgage on related real property shall constitute a financing statement filed as a "fixture filing" within the meaning of the Uniform Commercial Code. The Property includes both real Sections 9-102 and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower hereby agrees with Lender 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 thereof9-502, and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender'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 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 Uniform 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with Section 9-501, of the provisions hereof PA UCC and (iii) the Mortgagor is the record owner of the Premises. Additionally, this Mortgage shall constitute a financing statement covering fixtures and/or minerals or the like (including oil and gas) and/or accounts resulting from the sale thereof at least five (5) days prior to such actionthe wellhead or minehead and, as such, shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition of the Collateral, be filed or any part thereof, may be applied by Lender to the payment of the Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 recorded in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require office designated for the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower shall, promptly after request, execute, file a record of a mortgage on related real property 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in office of the event Lender Delaware Secretary of State. The registration number assigned to the Mortgagor by the Secretary of State of Delaware is a party to such action or proceeding)3122001.
Appears in 1 contract
Security Agreement. (a) This Security Instrument Mortgage is both a real property mortgage Mortgage and a "“security agreement" ” within the meaning of the Uniform 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. Borrower Mortgagor, by executing and delivering this Security Instrument has granted and hereby Mortgage grants to LenderMortgagee, as security for the ObligationsIndebtedness, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said such portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph Paragraph 27 the "COLLATERAL"“Collateral“). Borrower Mortgagor hereby agrees with Lender authorizes Mortgagee to execute and deliver to Lender, file financing statements 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 order to create, perfect, preserve and preserve Lender's continue the security interest interest(s) herein granted. This Security Instrument Mortgage shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial Code. All or part Code and shall cover all items of the Property Collateral that are or are to become fixtures. Information concerning the security interest interest(s) herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Security InstrumentMortgagee upon request. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 LenderMortgagee, Borrower Mortgagor shall at its 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 legal expenses and attorneys' fees’ fees and disbursements, incurred or paid by Lender Mortgagee in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five (5) days prior to such actionsale, disposition or 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 Obligations Indebtedness in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. In the event Mortgagor shall notify Mortgagee of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereofMortgagor, and promptly after request shall execute, Mortgagor hereby expressly authorizes Mortgagee to file and record record, at Mortgagor's sole cost and expense, such Uniform Commercial Code forms as are necessary to maintain the priority of Lender's the lien of Mortgagee upon and security interest in the Collateral. In addition, Mortgagor shall promptly execute, file and record such additional 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. 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, provided that no such additional documents shall increase Borrower's the obligations of Mortgagor under the Note, this Security Instrument and Mortgage or the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender as its authorizes Mortgagee and grants to Mortgagee an irrevocable power of 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 Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding Mortgage.
(b) That portion of the foregoingMortgaged Property consisting of personal property and equipment, Borrower shall appear be owned by Mortgagor and defend shall not be the subject matter of any lease or other transaction whereby the ownership or any beneficial interest in any action of such property is held by any person or proceeding which affects entity other than Mortgagor nor shall Mortgagor create or purports suffer to affect be created any security interest covering any such property as it may from time to time be replaced, other than the Property and any security 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 in the event Lender is a party to such action or proceeding)created herein.
Appears in 1 contract
Sources: Mortgage, Assignment of Leases and Rents and Security Agreement (FSP 303 East Wacker Drive Corp.)
Security Agreement. This Security Instrument is both a real property mortgage and a "“security agreement" ” within the meaning of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"“Collateral”). Borrower hereby agrees with Lender 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 Lender's ’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 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 Uniform 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, 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 legal expenses and attorneys' ’ fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 ’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 ’s obligations under the Note, this Security Instrument and the Other Loan Documents. Borrower hereby irrevocably appoints Lender as its attorneyattomey-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 Borrower's ’s attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).
Appears in 1 contract
Sources: Deed of Trust and Security Agreement (Republic Property Trust)
Security Agreement. This Security Instrument Mortgage is both a real property mortgage and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the Obligations, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower Mortgagor hereby agrees with Lender Mortgagee to execute and deliver to LenderMortgagee, in form and substance satisfactory to LenderMortgagee, 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, statements and such further assurances as Lender Mortgagee may from time to time, reasonably consider necessary to create, perfect, and preserve LenderMortgagee's security interest herein granted. This Security Instrument All or part of the Mortgaged Property is or is to become "FIXTURES" as defined in the Uniform Commercial Code, and this Mortgage, upon being filed for record in the real estate records of the city or county wherein such fixtures are situated, shall also constitute a "fixture filingFIXTURE FILING" for the purposes of the Uniform Commercial Code. All or part Code upon such of the Mortgaged Property are that is or are to may 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 InstrumentMortgage. Mortgagor's chief executive office and principal place of business is the Mortgagor's address set forth in the first paragraph of this Mortgage, and the place where Mortgagor's books and records in respect of where the Mortgaged Property is located are kept is the address of Mortgagor set forth in the first paragraph of this Mortgage. If an Event of Default shall occuroccur which shall remain uncured, LenderMortgagee, in addition to any other rights and remedies which they 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, (including, without limiting limitation, to the generality of the foregoingextent permitted by law, 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 LenderMortgagee, Borrower Mortgagor shall at its 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 therefor any and all expensesreasonable expenses (including, including without limitation, reasonable legal expenses and attorneys' fees, ) incurred or paid by Lender Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower in accordance with the provisions hereof Mortgagor at least five ten (510) business days prior to such actionaction or such notice as is otherwise required by law or the Relevant Documents, 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 Obligations in such priority and proportions as Lender Mortgagee shall determine in its discretion shall deem propersole discretion. In the event of any change in name, identity or structure of any BorrowerMortgagor, such Borrower Mortgagor shall notify Lender thereofMortgagee thereof and, and promptly after request request, shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of LenderMortgagee'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 Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall materially increase BorrowerMortgagor's obligations under this Mortgage or the Note, this Security Instrument and the Other Loan other Relevant Documents. Borrower Mortgagor hereby irrevocably appoints Lender Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any UCC financing statements (or other statements related documents) signed only by LenderMortgagee, as Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding Mortgage, such appointment to terminate upon the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)release of this Mortgage.
Appears in 1 contract
Sources: Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Discovery Zone Inc)
Security Agreement. This Security Instrument Mortgage is both a real property mortgage and a "“security agreement" ” within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the ObligationsLiabilities, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this paragraph Section 18 the "COLLATERAL"“Collateral”). Borrower ▇▇▇▇▇▇▇▇▇ hereby agrees with Lender to execute and deliver to LenderMortgagee, in form and substance reasonably satisfactory to LenderMortgagee, 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, statements and such further assurances as Lender Mortgagee may from time to time, time reasonably consider necessary to create, perfect, and preserve Lender's Mortgagee’s security interest herein granted. This Security Instrument Mortgage shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial Code. All Code as to all or any part of the Mortgaged Property are which now or are to become 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 Security InstrumentMortgage. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 LenderMortgagee, 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 legal expenses and attorneys' ’ fees, incurred or paid by Lender Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five (5) 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 Obligations Liabilities in such priority and proportions as Lender Mortgagee in its discretion shall deem proper. In the event of any change in name, identity or structure of any BorrowerMortgagor, such Borrower Mortgagor shall notify Lender thereof, 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 Lender's 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 Lender Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase Borrower's Mortgagor’s obligations under the Note, this Security Instrument Mortgage and the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender Mortgagee as its attorney-in-fact, coupled with an interestinterest upon ▇▇▇▇▇▇▇▇▇’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 LenderMortgagee, as Borrower's ▇▇▇▇▇▇▇▇▇’s attorney-in-fact, in connection with the Collateral covered by this Security InstrumentMortgage. Notwithstanding the foregoing, Borrower ▇▇▇▇▇▇▇▇▇ shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding effects affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Borrower Mortgagor shall fully cooperate with Lender Mortgagee in the event Lender Mortgagee is a party to such action or proceeding).
Appears in 1 contract
Security Agreement. This Security Instrument Mortgage is both a real property mortgage deed of trust and a "security agreement" within the meaning of the Uniform 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. Borrower Mortgagor by executing and delivering this Security Instrument Mortgage has granted and hereby grants to LenderMortgagee, as security for the ObligationsDebt, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERALCollateral"). Borrower Mortgagor hereby agrees with Lender Mortgagee to execute and deliver to LenderMortgagee, in form and substance satisfactory to LenderMortgagee, 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, statements and such further assurances as Lender Mortgagee may from time to time, reasonably consider necessary to create, perfect, and preserve LenderMortgagee's security interest herein granted. This Security Instrument Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code. All or part As such, this Mortgage covers all items of the Property 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 InstrumentMortgage. If an Event of Default shall occur, LenderMortgagee, in addition to any other rights and remedies which they 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, 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 LenderMortgagee, Borrower Mortgagor shall at its 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 legal expenses and attorneys' feesfees and disbursements, incurred or paid by Lender Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender Mortgagee with respect to the Collateral sent to Borrower Mortgagor in accordance with the provisions hereof at least five ten (510) 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 Obligations Debt in such priority and proportions as Lender Mortgagee in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any BorrowerMortgagor, such Borrower Mortgagor shall notify Lender thereof, Mortgagee thereof and promptly after request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of LenderMortgagee'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 Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Borrower Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Lender Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof thereof, it being understood and agreed, however, that no such additional documents shall increase BorrowerMortgagor's obligations under the Note, this Security Instrument Mortgage and the Other other Loan Documents. Borrower Mortgagor hereby irrevocably appoints Lender Mortgagee as its attorney-in-fact, coupled with an interest, to file with the appropriate public office on its behalf any financing or other statements signed only by LenderMortgagee, as Borrower's attorney-in-factsecured party, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding)Mortgage.
Appears in 1 contract
Sources: Mortgage, Assignment of Leases and Rents and Security Agreement (Prime Retail Inc)
Security Agreement. (a) This Security Instrument Mortgage is both hereby made and declared to be a real property mortgage security agreement encumbering the Fixtures, and a "security agreement" within the meaning Mortgagor grants to the Mortgagee, for the benefit of the Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the ObligationsSecured Parties, a security interest in the Property Fixtures. The Mortgagor grants to the full extent Mortgagee, for the benefit of the Secured Parties, all of the rights and remedies of a secured party under the laws of the state in which the Premises are located. A financing statement or statements reciting this Mortgage to be a security agreement with respect to the Fixtures may be appropriately filed by the Mortgagee (provided, however, that the Property may be subject Mortgagee shall have no obligation to make any such filing).
(b) This Mortgage constitutes a fixture filing and financing statement as those terms are used in the Uniform Commercial Code (said portion of the Property so subject State of New York or, if the creation, perfection or enforcement of any security interest herein is governed by the laws of a state other than the State of New York, then, as to the matter in question, the Uniform Commercial Code being called in this paragraph effect in that state (collectively, the "COLLATERAL"“UCC”). Borrower hereby agrees with Lender to execute and deliver to LenderThe Mortgagor warrants that, 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 Lender'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 date hereof, the name and address of the Property “Debtor” (which is the Mortgagor) 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 as set forth in the first paragraph preamble of this Security InstrumentMortgage and a statement indicating the types, or describing the items, of collateral is set forth hereinabove. If an Event The Mortgagor warrants that the Mortgagor’s exact legal name is correctly set forth in the preamble of Default this Mortgage. The Mortgagee shall occur, Lender, be deemed to be the “Secured Party” with the address as set forth in addition to any other rights the preamble of this Mortgage and remedies which they may have, shall have and may exercise immediately and without demand, any and all the rights and remedies granted to of a secured party upon default under the Uniform Commercial Code, including, without limiting UCC.
(c) This Mortgage will be filed in the generality real property records.
(d) As of the foregoingdate hereof, the right to take possession Mortgagor is a [______________] organized under the laws of the Collateral or any part thereofState of [______________], 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, 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 legal expenses and attorneys' fees, incurred or paid by Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with the provisions hereof at least five (5) 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 Obligations in such priority and proportions as Lender in its discretion shall deem proper. 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 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender Mortgagor’s organizational identification number is a party to such action or proceeding)[______________]8.
Appears in 1 contract
Sources: Notes Collateral Agreement (Cornerstone Building Brands, Inc.)
Security Agreement. This Security Instrument Mortgage constitutes a security agreement between Mortgagor and Mortgagee with respect to the Collateral in which Mortgagee is both granted a real property mortgage security interest hereunder, and, cumulative of all other rights and a "security agreement" within the meaning remedies of Mortgagee hereunder, Mortgagee shall have all of the rights and remedies of a secured party under any applicable Uniform 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. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Lender, as security for the Obligations, a security interest in the Property to the full extent that the Property may be subject to the Uniform Commercial Code (said portion of the Property so subject to the Uniform Commercial Code being called in this paragraph the "COLLATERAL"). Borrower Mortgagor hereby agrees with Lender to execute and deliver on demand and hereby irrevocably constitutes and appoints Mortgagee the attorney-in-fact of Mortgagor to Lenderexecute and deliver and, in form and substance satisfactory if appropriate, to Lenderfile with the appropriate filing officer or office, such security agreements, financing statements, continuation statementsstatements or other instruments as Mortgagee may request or require in order to impose, other uniform commercial code forms and shall pay all expenses and fees in connection with perfect or continue the filing and recording thereof, and such further assurances as Lender may from time to time, reasonably consider necessary to create, perfect, and preserve Lender's perfection of the lien or security interest herein grantedcreated hereby. This Security Instrument shall also constitute a "fixture filing" for To 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 extent specifically provided herein, from the parties at the addresses of the parties set forth in the first paragraph of this Security Instrument. If and after an Event of Default and subject to the Cash Management Agreement (as hereinafter defined) Mortgagee shall occurhave the right of possession of all cash, Lendersecurities, in addition to instruments, negotiable instruments, documents, certificates and any other evidences of cash or other property or evidences of rights to cash rather than property, which are now or hereafter a part of the Mortgaged Property, and Mortgagor shall promptly deliver the same to Mortgagee, endorsed to Mortgagee, without further notice from Mortgagee. Mortgagor agrees to furnish Mortgagee with notice of any change in the name, identity, organizational structure, residence, or principal place of business or mailing address of Mortgagor within ten (10) days of the effective date of any such change. Upon the occurrence of any Event of Default, Mortgagee shall have the rights and remedies which they may haveas prescribed in this Mortgage, shall have and may exercise immediately and without demandor as prescribed by general law, or as prescribed by any and all rights and remedies granted to a secured party upon default under the applicable Uniform Commercial Code, all at Mortgagee's election. Any disposition of the Collateral may be conducted by an employee or agent of Mortgagee. Any person, including both Mortgagor and Mortgagee, shall be eligible to purchase any part or all of the Collateral at any such disposition. Expenses of retaking, holding, preparing for sale, selling or the like (including, without limiting limitation, Mortgagee's reasonable attorneys' fees and legal expenses), together with interest thereon at the generality Default Interest Rate from the date incurred by Mortgagee until actually paid by Mortgagor, shall be paid by Mortgagor on demand and shall be secured by this Mortgage and by all of the foregoingother Loan Documents securing all or any part of the Debt. Upon the occurrence of an Event of Default, Mortgagee shall have the right to take possession enter upon the Premises and the Improvements or any real property where any of the Collateral or any part thereof, and is located to take such other measures as Lender may deem necessary for possession of, assemble and collect the caresame or to render it unusable, protection and preservation of the Collateral. Upon request or Mortgagor, upon demand of LenderMortgagee, Borrower shall at its expense assemble the Collateral such property and make it available to Lender Mortgagee at the Premises, or at a place which is mutually agreed upon or, if no such place is agreed upon, at a place reasonably designated by Mortgagee to be reasonably convenient to Mortgagee and Mortgagor. If notice is required by law, Mortgagee shall give Mortgagor at least ten (10) days' prior written notice of the time and place acceptable of any public sale of such property, or adjournments thereof, or of the time of or after which any private sale or any other intended disposition thereof is to Lenderbe made, and if such notice is sent to Mortgagor, as the same is provided for the mailing of notices herein, it is hereby deemed that such notice shall be and is reasonable notice to Mortgagor. Borrower No such notice is necessary for any such property which is perishable, threatens to decline speedily in value or is of a type customarily sold on a recognized market. Any sale made pursuant to the provisions of this Section shall pay be deemed to Lender on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Lender have been a public sale conducted in protecting a commercially reasonable manner if held contemporaneously with a foreclosure sale as provided in Section 3.1(e) hereof upon giving the interest in the Collateral and in enforcing the rights hereunder same notice with respect to the Collateralsale of the Mortgaged Property hereunder as is required under said Section 3.1(e). Any notice Furthermore, to the extent permitted by law, in conjunction with, in addition to or in substitution for the rights and remedies available to Mortgagee pursuant to any applicable Uniform Commercial Code:
(a) In the event of a foreclosure sale, disposition or other intended action by Lender with respect to the Collateral sent to Borrower in accordance with Mortgaged Property may, at the provisions hereof at least five option of Mortgagee, be sold as a whole; and
(5b) days prior to such action, It shall constitute commercially reasonable notice to Borrower. The proceeds of any disposition not be necessary that Mortgagee take possession of the aforementioned Collateral, or any part thereof, may be applied by Lender prior to the payment time that any sale pursuant to the provisions of this Section is conducted and it shall not be necessary that said Collateral, or any part thereof, be present at the location of such sale; and
(c) Mortgagee may appoint or delegate any one or more persons as agent to perform any act or acts necessary or incident to any sale held by Mortgagee, including the sending of notices and the conduct of the Obligations sale, but in such priority the name and proportions on behalf of Mortgagee. The name and address of Mortgagor (as Lender in its discretion shall deem proper. In the event of Debtor under 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 applicable Uniform Commercial Code forms Code) are: Polaris Center, LLC c/o Glimcher Properties Limited Partnership ▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ The name and address of Mortgagee (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 Secured Party under any applicable Uniform Commercial Code forms or continuation statementsCode) are: First Union National Bank One First Union Center, Borrower shallDC6 ▇▇▇▇▇▇▇▇▇, 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 Lender, as Borrower's attorney-in-fact, in connection with the Collateral covered by this Security Instrument. Notwithstanding the foregoing, Borrower shall appear and defend in any 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 in the event Lender is a party to such action or proceeding).▇▇▇▇
Appears in 1 contract
Sources: Open End Mortgage and Security Agreement (Glimcher Realty Trust)