Trust Subsidiary Repurchase Assets. In order to further secure the Obligations hereunder, Trust Subsidiary, to the extent of its rights therein, hereby grants, assigns and pledges to Buyer a fully perfected first priority security interest in all of its assets, including, without limitation, (1) the Underlying Mortgage Loans, (2) the Records, (3) the related Mortgage Loan Documents, (4) each Servicing Agreement (to the extent the Servicing Agreement and Trust Subsidiary’s rights thereunder relate to the Underlying Mortgage Loans), (5) any related Take-out Commitments, (6) any Property relating to the Underlying Mortgage Loans, (7) all insurance policies and insurance proceeds relating to any Underlying Mortgage Loan or the related Mortgaged Property, including, but not limited to, any payments or proceeds under any related primary insurance, hazard insurance and mortgage insurance contracts and loan guaranty agreements (if any), to the extent of the Underlying Mortgage Loans protected thereby, (8) Income, (9) the Collection Account and all amounts deposited therein, (10) accounts (including any interest of Trust Subsidiary in escrow accounts) and any other contract rights, instruments, accounts, payments, rights to payment (including payments of interest or finance charges), general intangibles and other assets relating to the Underlying Mortgage Loans (including, without limitation, any other accounts) or any interest in the Underlying Mortgage Loans, (11) any proceeds of the related Underlying Mortgage Loans (including the related securitization proceeds) and dividends and distributions with respect to any of the foregoing and (12) any other property, rights, title or interests as are specified on a Confirmation and/or Trust Receipt, in all instances, whether now owned or hereafter acquired, now existing or hereafter created (collectively, the “Trust Subsidiary Repurchase Assets” and together with Seller Repurchase Assets, the “Repurchase Assets”). With respect to the Trust Subsidiary Repurchase Assets, this Agreement shall be deemed to be a security agreement for purposes of the Uniform Commercial Code of any applicable jurisdiction.
Trust Subsidiary Repurchase Assets. In order to further secure the Obligations hereunder, Trust Subsidiary hereby pledges to Buyer as security for the performance by Trust Subsidiary of the Obligations and hereby grants, assigns, and pledges to Buyer a fully perfected first priority security interest in Trust Subsidiary’s right, title or interest in the following, in all instances, whether now owned or hereafter acquired, now existing or hereafter created (collectively, the “Trust Subsidiary Repurchase Assets” and together with the Seller Repurchase Assets, the “Repurchase Assets”):
