Absolute Assignment of Leases and Rents. Borrower does hereby absolutely assign and transfer unto Lender for security purposes all of the Rents, Leases and Profits now due and which may hereafter become due under or by virtue of any lease, whether written or verbal, or any agreement for the use or occupancy of the Property, it being the intention of this Deed of Trust to establish an absolute transfer and assignment of all Rents, Leases and Profits from the Property unto the Lender and, upon the occurrence and during the continuation of an Event of Default, the Borrower does hereby appoint irrevocably the Lender its true and lawful attorney in its name and stead, which appointment is coupled with an interest, to collect all of said Rents, Leases and Profits; provided, however, Lender grants the Borrower the revocable license and privilege to collect and retain such Rents, Leases and Profits except upon the occurrence and during the continuation of an Event of Default under this Deed of Trust. Upon the occurrence and during the continuation of an Event of Default, and whether before or after the institution of proceedings to sell the Property or foreclose this Deed of Trust, or during any period of redemption, and without regard to waste, adequacy of the security or solvency of the Borrower, Lender may revoke the revocable license and privilege granted Borrower hereunder to collect the Rents, Leases and Profits of the Property, and may, at its option, without notice in person or by agent, with or without taking possession of or entering the Property, with or without bringing any action or proceeding or by a receiver duly appointed, give, or require Borrower to give, notice to any or all tenants under any lease authorizing and directing the tenant to pay such Rents, Leases and Profits, to Lender, such agent, or receiver as the case may be; collect all of the Rents, Leases and Profits; enforce the payment thereof and exercise all of the rights of the landlord under any lease and all of the rights of Lender hereunder; enter upon, take possession of, manage and operate said Property, or any part thereof; cancel, enforce or modify any leases, and fix or modify Rents, and do any acts which the Lender-deems proper to protect the security hereof. At such time as Borrower cures an Event of Default, Borrower's license to collect the Rents, Leases and Profits shall automatically be reinstated. Supplementing the remedies set forth herein and after the date hereof, Lender shall have all rights and remedies under California Civil Code Section 2938. Any Rents, Leases and Profits collected shall be applied to the costs and expenses of operation, management and collection, including attorneys' fees, to the payment of the fees and expenses of any agent or receiver so acting, to the costs incurred by the Lender, including attorneys' fees, to the payment of taxes, assessments, insurance premiums and expenditures for the management, repair and upkeep of the Property, to the performance of landlord's obligations under any leases and to the Indebtedness all in such order as the Lender may require. To the extent permitted by law, Borrower waives any right to require Lender to utilize Rents, Leases and Profits for purposes other than as provided under the Loan Documents, including without limitation any rights of Borrower under California Civil Code Section 2938(g). All Rents, Leases and Profits received by Borrower after Lender has exercised any of its rights under this assignment (and after Lender has revoked the above license) shall be held by Borrower in trust for Lender and shall be delivered to Lender immediately without demand. The entering upon and taking possession of the Property, the collection of such Rents, Leases and Profits and the application thereof as aforesaid shall not cure or waive any defaults under this Deed of Trust or affect any notice of default or invalidate any act done pursuant to such notice nor in any way operate to prevent the Lender from pursuing any other remedy which it may now or hereafter have under the terms of this Deed of Trust or any other security given for the Indebtedness nor shall it in any way be deemed to constitute the Lender to be a "mortgagee-in-possession." Each lease of the Property hereinafter entered into shall at Lender's option be filed for record in the local recording office of the county where the Property is located. Also, to the extent required by the Lender, each tenant shall execute an estoppel certificate and acknowledge receipt of a notice of the assignment of its lease, all reasonably satisfactory in form and content to the Lender.
Appears in 2 contracts
Sources: Deed of Trust (Mission West Properties Inc), Deed of Trust (Mission West Properties Inc)
Absolute Assignment of Leases and Rents. In further consideration of Standard Federal making the loans evidenced by the Note and as additional security for the payment of the indebtedness evidenced by the Note, including interest thereon, and the performance of all of Borrower's obligations hereunder or secured hereby, and under any other document executed simultaneously or in connection herewith, Borrower does hereby absolutely assign grant, bargain, sell, assign, transfer and transfer set over unto Lender Standard Federal all the rents, profits and income under all leases or occupancy agreements or arrangements, however evidenced or denominated, upon or affecting the Project (including any extensions, amendments or renewals thereof), whether such rents, profits and income are due or are to become due, including all such leases in existence or coming into existence during the period this Mortgage is in effect. This assignment shall run with the land until this Mortgage is discharged in full and be good and valid as against Borrower and those claiming by, under or through Borrower, from the date of recording of this Mortgage. This assignment shall continue to be operative during the foreclosure or any other proceedings taken to enforce this Mortgage. In the event of a foreclosure sale which results in a deficiency, this assignment shall stand as security during the redemption period for security purposes all the payment of such deficiency. This assignment is an absolute assignment of the Rentsrents, Leases profits and Profits now due income, as described beforesaid, but shall not be construed as obligating Standard Federal to perform any of the covenants or undertakings required to be performed by Borrower in any leases. Borrower covenants and which may hereafter become due agrees not to cancel, accept a surrender of, modify or alter (orally or in writing), reduce the rental under or by virtue consent to the assignment or subletting of the lessee's interest in, any leaselease affecting the Project, whether written except in the ordinary course of business and on commercially reasonable terms, or verbalto make any other assignment, pledge or other disposition of such leases, or any agreement for of them, or of the rents, issues and profits derived from the use or occupancy of the Propertymortgaged premises. Any of the above acts, it being if done without the intention written consent of Standard Federal, shall be null and void. Borrower warrants and represents that all leases or copies of leases which have been delivered to Standard Federal are in full force and effect and there are no defaults existing thereunder, and that Borrower has not: (a) executed any prior assignments presently subsisting of any leases or rentals pertaining to the Project, (b) performed any acts or executed any other instruments which might prevent or limit Standard Federal's operating under any of the terms and conditions of this Deed Mortgage, (c) executed or granted any modification whatever of Trust any lease pertaining to establish an absolute transfer the Project which has not been disclosed to Standard Federal, or (d) subordinated any lease to the lien of this Mortgage, except on terms acceptable to Standard Federal.
(a) collect the rents and assignment of all Rents, Leases and Profits income from the Property unto the Lender and, upon the occurrence and during the continuation of an Event of Default, the Borrower does hereby appoint irrevocably the Lender its true and lawful attorney in its name and stead, which appointment is coupled with an interest, to collect all of said Rents, Leases and Profits; provided, however, Lender grants the Borrower the revocable license and privilege to collect and retain such Rents, Leases and Profits except upon the occurrence and during the continuation of Project as long as an Event of Default under this Deed of Trust. Upon the occurrence exists and during the continuation pendency of an Event any foreclosure proceedings and, if there is a deficiency, during any redemption period, (b) rent or lease the Project or any portion thereof upon such terms and for such time as it may deem best, (c) operate or maintain the Project, (d) maintain proceedings to recover rents or possession of Defaultthe Project from any tenant or trespasser, and whether before or apply the net proceeds of such rent and income, after payment of all proper charges and expenses, to the institution following purposes: (1) payment of proceedings to sell the Property or foreclose this Deed of Trust, or during any period of redemption, and without regard to waste, adequacy all of the security or solvency costs and expenses incurred by Standard Federal in exercising its rights under this paragraph; (2) payment of interest and principal due under the Note; (3) payment of all other sums secured hereby; (4) payment of expenses of preserving the Project, including taxes and insurance premiums. Notwithstanding the foregoing, Standard Federal, in its sole discretion, may change the priorities set forth above for the application of the Borrower, Lender may revoke net proceeds of such rent and income. The Borrower hereby authorizes Standard Federal in general to perform all acts necessary for the revocable license operation and privilege granted Borrower hereunder to collect the Rents, Leases and Profits maintenance of the Property, Project in the same manner and may, at its option, without notice to the same extent that the Borrower might reasonably so act. Standard Federal shall only be accountable for money actually received by it pursuant to the assignment contained in person or by agent, with or without this paragraph. Such entry and taking possession of or entering the Property, with or without bringing any action or proceeding or by a receiver duly appointed, give, or require Borrower to give, notice to any or all tenants under any lease authorizing and directing the tenant to pay such Rents, Leases and Profits, to Lender, such agent, or receiver as the case may be; collect all of the Rents, Leases and Profits; enforce the payment thereof and exercise all of the rights of the landlord under any lease and all of the rights of Lender hereunder; enter upon, take possession of, manage and operate said PropertyProject, or any part thereof; cancel, enforce by Standard Federal, may be made by actual entry and possession, or modify any leasesby written notice served personally upon or sent by certified mail to the last address of the Borrower appearing on the records of Standard Federal, as Standard Federal may elect, and fix no further authorization or modify Rentsnotice shall be required. BORROWER HEREBY WAIVES ANY RIGHT TO NOTICE, OTHER THAN THE NOTICE PROVIDED ABOVE AND WAIVES ANY RIGHT TO ANY HEARING JUDICIAL OR OTHERWISE PRIOR TO STANDARD FEDERAL EXERCISING ITS RIGHTS UNDER THE ASSIGNMENT CONTAINED IN THIS PARAGRAPH. Standard Federal and its duly authorized agents shall be entitled to enter the Project for the purpose of delivering any and all such notices and other communications to the tenants and occupiers thereof or to take such other steps as shall be necessary or desirable in Standard Federal's discretion to exercise its rights hereunder, and Standard Federal and its agents shall have absolutely no liability to Borrower arising therefrom, except for gross negligence or willful misconduct. Standard Federal shall not, however, be obligated to give any tenant or occupier of the Project any notice by personal delivery and Standard Federal may, in its sole discretion, deliver all such notices and communications by ordinary first-class U.S. mail, postage prepaid, or otherwise. The Borrower irrevocably consents that any lessee or lessees under any leases covering the Project, upon demand and notice from Standard Federal of Borrower's default under the Note or this Mortgage, shall pay all rents, issues and profits under such leases to Standard Federal without any obligation upon any such lessee or lessees for the determination of the actual existence of any default. In the event that Borrower obstructs Standard Federal in its efforts to collect the rents and income from the Project, or after requested by Standard Federal, unreasonably refuses, fails or neglects to assist Standard Federal in collecting such rent and income, Standard Federal shall be entitled to the appointment of a receiver of the Project and of the income, rents and profits therefrom, with such powers as the court making such appointment may confer. The Borrower covenants and agrees to perform and discharge each and every obligation, covenant, and agreement required to be performed by the landlord under all leases covering the Project, and should the Borrower fail so to do, then Standard Federal, but without obligation to do so, and without releasing the Borrower from any acts which obligation hereof, may make or do the Lender-deems proper same in such manner and to such extent as Standard Federal may deem necessary to protect the security hereof. At such time as Borrower cures an Event Nothing herein contained shall be construed to bind Standard Federal to perform any of Defaultthe terms and provisions contained in the leases, Borrower's license or otherwise to collect the Rents, Leases and Profits shall automatically be reinstated. Supplementing the remedies set forth herein and after the date hereof, Lender shall have all rights and remedies under California Civil Code Section 2938impose any obligation upon Standard Federal. Any Rents, Leases and Profits collected shall be applied to the costs and expenses of operation, management and collection, including attorneys' fees, to the payment of the fees and expenses of any agent or receiver so acting, to the costs incurred default by the Lender, including attorneys' fees, to the payment of taxes, assessments, insurance premiums and expenditures for the management, repair and upkeep of the Property, to Borrower in the performance of landlord's obligations under any leases and to the Indebtedness all in such order as the Lender may require. To the extent permitted by law, Borrower waives any right to require Lender to utilize Rents, Leases and Profits for purposes other than as provided under the Loan Documents, including without limitation any rights of Borrower under California Civil Code Section 2938(g). All Rents, Leases and Profits received by Borrower after Lender has exercised any of its rights under the obligations contained in this assignment (and paragraph, which is not cured within 30 days after Lender has revoked notice thereof from Standard Federal to Borrower, or, if the above license) shall default is of a kind which cannot be held by cured within 30 days, if Borrower in trust for Lender and shall be delivered fails to Lender immediately without demand. The entering upon and taking possession of undertake the Property, the collection cure of such Rentsdefault within 30 days after notice thereof from Standard Federal to Borrower and thereafter diligently pursue such cure and complete it within a reasonable time, Leases shall constitute and Profits and the application thereof as aforesaid shall not cure or waive any defaults under this Deed of Trust or affect any notice of be deemed to be a default or invalidate any act done pursuant to such notice nor in any way operate to prevent the Lender from pursuing any other remedy which it may now or hereafter have under the terms of this Deed Mortgage entitling Standard Federal to exercise the rights and remedies provided by this Mortgage. Standard Federal shall at no time have any obligation whatever to attempt to collect rent from any tenant or occupier of Trust the Project notwithstanding that such tenants and occupiers may not be paying rent to either Borrower or to Standard Federal. Further, Standard Federal shall at no time have any obligation whatever to enforce any other security given for obligations owed by tenants or occupiers of the Indebtedness nor Project to Borrower. No action taken by Standard Federal under this Mortgage shall it put Standard Federal in any way be deemed to constitute the Lender to be position of a "mortgagee-in-mortgagee in possession." Each Borrower shall at no time collect advance rent under any lease upon, affecting or pertaining to the Project or any part thereof in excess of one month (other than as a security deposit) and Standard Federal shall not be bound in any respect by any rent prepayment made or received in violation of the Property hereinafter entered into terms hereof. Standard Federal shall at Lenderhave the right to assign the Borrower's option be filed for record right, title and interest in all leases covering the local recording office Project to any subsequent holder of this Mortgage or the county where Note, and to assign the Property is located. Also, same to any person acquiring title to the extent required by the Lender, each tenant shall execute an estoppel certificate and acknowledge receipt of a notice of the assignment of its lease, all reasonably satisfactory in form and content to the LenderProject through foreclosure or otherwise.
Appears in 1 contract
Absolute Assignment of Leases and Rents. Borrower does hereby Grantor absolutely assign and transfer unto Lender for security purposes unconditionally assigns, transfers and sets over to Grantee all right, title and interest in and to all Rents and all other right, title and interest of the Rents, Leases and Profits now due and which may hereafter become due Grantor created under or by virtue of any leaseand all Leases and, with respect to the foregoing:
(a) Grantee grants to Grantor a license to collect, subject to the provisions herein, all Rents as they respectively become due, but not more than thirty (30) days in advance, and to enforce the agreements of the Leases, so long as an Event of Default has not occurred and is continuing;
(b) This absolute and present assignment shall be fully operative without any further action on the part of Grantor or Grantee and, specifically, Grantee shall be entitled, at its sole option, to all Rents whether written or verbal, or any agreement for the use or occupancy not Grantee takes possession of the Property, it being including, without limitation, all Rents in Grantor’s possession or control. Upon the intention occurrence and during the continuation of an Event of Default and whether before or after the institution of legal proceedings to foreclose this Deed to Secure Debt by action in any court or by exercise of Trust the power of sale herein contained or before or after sale thereunder or during any period of redemption, Grantee, without regard to establish an absolute transfer and assignment waste, adequacy of all the security for the Obligations secured by this Deed to Secure Debt or the solvency of Grantor, may revoke the license granted Grantor hereunder to collect the Rents, and may, at its option, without notice and with or without taking possession of or entering the Property, either: (i) in person or by agent, with or without any action or proceeding, (A) enter upon, take possession of manage and operate the Property or any part thereof, in its own name or in the name of Grantor (provided, however, such entering upon and taking possession of the Property shall not be a condition precedent or limitation of Grantee’s right to collect the Rents); (B) give, or require Grantor to give, notice to any or all tenants under any Leases authorizing and directing the tenants to pay such Rents to Grantee; (C) ▇▇▇ for or otherwise collect all of the Rents (including those past due and unpaid or which are in Grantor’s possession or control at the time of such Event of Default) and apply the Rents as hereinafter provided; (D) enforce the payment of the Rents and exercise all of the rights of the landlord under the Leases and Profits all of the rights of Grantee hereunder; (E) cancel, enforce or modify the Leases, and fix or modify Rents; (F) do any acts which Grantee deems proper to protect its security; (G) take all steps which may be desirable in Grantee’s judgment to complete any unfinished construction, and to operate and manage the Property; and (H) perform such other reasonable acts or repairs or protections as may be reasonably necessary or proper in Grantee’s sole judgment to conserve the value thereof; or (ii) apply for the appointment of a receiver in accordance with applicable Law, which receivership Grantor hereby consents to, who shall collect the Rents, and all other income of any kind; manage the Property so to prevent waste; execute Leases within or beyond the period of receivership, perform any of the other activities set forth in Section 3.1(b)(i) above and perform the other terms and conditions contained in this Deed to Secure Debt, the other Financing Documents and apply the Rents as hereinafter provided. The entering upon and taking of possession of the Property, the appointment of a receiver, and/or the collection and application of the Rents shall not cure or waive any Event of Default or notice of default hereunder or invalidate any act done pursuant to such notice. The purchaser at any foreclosure sale, including Grantee, shall have the right, at any time and without limitation as provided to advance money to any receiver appointed hereunder to pay any part or all of the items which the receiver would otherwise be authorized to pay if cash were available from the Property unto and the Lender andsum so advanced, with interest at the Default Rate, shall be a part of the sum required to be paid to redeem from any judicial foreclosure sale, in each case to the fullest extent permitted by applicable Law. The rights hereunder shall in no way be dependent upon and shall apply without regard to whether the Property is in danger of being lost, materially injured or damaged or whether the Property is adequate to discharge the Obligations secured by this Deed to Secure Debt;
(c) Any Rents collected pursuant to the terms of Section 3.1(b) above shall be applied in the manner set forth in Section 6.01(a) of the Accounts Agreement, as it may be amended from time to time. If the Property shall be foreclosed and sold pursuant to a judicial or non-judicial foreclosure sale, then in such event, the Rents, after application first as set forth in the preceding sentence, shall be applied to the fullest extent permitted by applicable Law as set forth in Section 8.12 of the Credit Agreement;
(d) Notwithstanding the right to collect the Rents, following the occurrence and during the continuation of an Event of Default, Grantor agrees that Grantee, and not Grantor, shall be and be deemed to be the Borrower does hereby appoint irrevocably creditor of each tenant with respect to assignments for the Lender its true benefit of creditors and lawful attorney in its name and steadbankruptcy, which appointment is coupled with an interestarrangement, to collect all reorganization, insolvency, dissolution or receivership proceedings affecting such tenant, but without obligation on the part of said Rents, Leases and Profits; providedGrantee, however, Lender grants to file or make timely filings of claims in such proceedings or otherwise to pursue creditor’s rights therein;
(e) Grantor irrevocably consents that the Borrower tenant(s) under the revocable license Leases, upon demand and privilege notice from Grantee to collect and retain such Rents, Leases and Profits except upon the occurrence and during the continuation of an Event of Default under this Deed of Trust. Upon the occurrence and during the continuation tenant(s) of an Event of Default, and whether before or after shall pay all Rents under the institution of proceedings Leases to sell the Property or foreclose this Deed of Trust, or during any period of redemption, and Grantee without regard to waste, adequacy liability of the security or solvency tenant(s) for the determination of the Borroweractual existence of any Event of Default claimed by Grantee. Grantor hereby irrevocably authorizes and directs the tenant(s), Lender may revoke the revocable license and privilege granted Borrower hereunder to collect the Rents, Leases and Profits upon receipt of the Property, and may, at its option, without any notice in person or by agent, with or without taking possession of or entering the Property, with or without bringing any action or proceeding or by a receiver duly appointed, give, or require Borrower to give, notice to any or all tenants under any lease authorizing and directing the tenant to pay such Rents, Leases and Profits, to Lender, such agent, or receiver as the case may be; collect all of the Rents, Leases and Profits; enforce the payment thereof and exercise all of the rights of the landlord under any lease and all of the rights of Lender hereunder; enter upon, take possession of, manage and operate said Property, or any part thereof; cancel, enforce or modify any leases, and fix or modify Rents, and do any acts which the Lender-deems proper to protect the security hereof. At such time as Borrower cures Grantee stating that an Event of DefaultDefault exists, Borrower's license to collect pay to Grantee the Rents, Leases Rents due and Profits shall automatically be reinstatedto become due under the Leases. Supplementing Grantor agrees that the remedies set forth herein and after the date hereof, Lender tenant(s) shall have the right to rely upon any such notices of Grantee and that tenant(s) shall pay such Rents to Grantee, without any obligation or without any right to inquire whether such Event of Default actually exists and notwithstanding any claim of or notice by Grantor to the contrary. Grantor shall have no claim against tenant(s) for any Rents paid by such tenant(s) to Grantee;
(f) Grantee shall have the right to assign Grantee’s right, title and interest in the Leases to any subsequent holder of this Deed to Secure Debt and to any person acquiring title to any of the Real Property through foreclosure or otherwise. After Grantor shall have been barred and foreclosed of all rights and remedies under California Civil Code Section 2938. Any Rentsright, title, interest in the Land, no assignee of Grantor’s interest in the Leases and Profits collected shall be applied liable to the costs and expenses of operation, management and collection, including attorneys' fees, account to the payment of the fees and expenses of any agent or receiver so acting, to the costs incurred by the Lender, including attorneys' fees, to the payment of taxes, assessments, insurance premiums and expenditures Grantor for the management, repair and upkeep of the Property, Rents thereafter accruing;
(g) Nothing herein contained shall be construed to bind Grantee to the performance of landlord's obligations under any leases and o f the terms or provisions contained in the Leases, or otherwise to the Indebtedness all in such order as the Lender may requireimpose any obligation on Grantee whatsoever. To the extent permitted by law, Borrower waives any right Prior to require Lender to utilize Rents, Leases and Profits for purposes other than as provided under the Loan Documents, including without limitation any rights of Borrower under California Civil Code Section 2938(g). All Rents, Leases and Profits received by Borrower after Lender has exercised any of its rights under this assignment (and after Lender has revoked the above license) shall be held by Borrower in trust for Lender and shall be delivered to Lender immediately without demand. The entering upon actual entry and taking possession of the PropertyReal Property by Grantee, the collection of such Rents, Leases and Profits and the application thereof as aforesaid this assignment shall not cure or waive any defaults under this Deed of Trust or affect any notice of default or invalidate any act done pursuant to such notice nor in any way operate to prevent the Lender from pursuing any other remedy which it may now or hereafter have under the terms of this Deed of Trust or any other security given for the Indebtedness nor shall it in any way be deemed to constitute the Lender to be make Grantee a "mortgagee“Grantee-in-possession." Each lease ” or to place any responsibility for the control, care, management, or repair of the Real Property hereinafter entered into shall at Lender's option be filed for record in the local recording office (or any of the county where the Property is located. Also, to the extent required by the Lender, each tenant Property) upon Grantee;
(h) The Leases shall execute an estoppel certificate remain in full force and acknowledge receipt effect irrespective of a notice any merger of the interest of the lessor and any tenant thereunder. Grantor shall, at the request of Grantee, execute such further assignments to Grantee of all Leases and Rents, as Grantee shall reasonably require, and provide to Grantee true and correct copies of all Leases and documents and instruments, executed in connection therewith; and
(i) It is the expressed intention of Grantor and Grantee that this Section 3.1 establish an absolute transfer and assignment of its leasethe Leases and Rents, all reasonably satisfactory in form and content to is not intended or given as additional security for the LenderObligations.
Appears in 1 contract
Absolute Assignment of Leases and Rents. Borrower does hereby Mortgagor absolutely assign and transfer unto Lender for security purposes unconditionally assigns, transfers and sets over to Mortgagee all of the Rentsright, Leases title and Profits now due interest in and which may hereafter become due to all Rents and all right, title and interest under or by virtue of any leaseand all Leases and, with respect to the foregoing:
(a) Mortgagee grants to Mortgagor a license to collect, subject to the provisions herein, all Rents as they respectively become due, but not more than thirty (30) days in advance, and to enforce the agreements of the Leases, so long as there is no Trigger Event;
(b) This absolute and present assignment shall be fully operative without any further action on the part of Mortgagor or Mortgagee and, specifically, Mortgagee shall be entitled, at its sole option, to all Rents whether written or verbalnot Mortgagee takes possession of the Real Property, including, without limitation, all Rents in Mortgagor’s possession or control. Upon any Trigger Event and at the direction of the Required First Lien Secured Parties, Mortgagee may, in its absolute discretion, at any time and without notice (either in person, by agent or representative, or by a receiver appointed by a court) and without regard to the adequacy of any agreement security for the use or occupancy Secured Obligations secured by this Mortgage: (i) enter upon and take possession of the PropertyReal Property or any part thereof, it being the intention of this Deed of Trust to establish an absolute transfer and assignment of all Rents, Leases and Profits from the Property unto the Lender and, upon the occurrence and during the continuation of an Event of Default, the Borrower does hereby appoint irrevocably the Lender its true and lawful attorney in its own name and stead, which appointment is coupled with an interest, to collect all or in the name of said Rents, Leases and Profits; Mortgagor (provided, however, Lender grants the Borrower the revocable license and privilege to collect and retain such Rents, Leases and Profits except upon the occurrence and during the continuation of an Event of Default under this Deed of Trust. Upon the occurrence and during the continuation of an Event of Default, and whether before or after the institution of proceedings to sell the Property or foreclose this Deed of Trust, or during any period of redemption, and without regard to waste, adequacy of the security or solvency of the Borrower, Lender may revoke the revocable license and privilege granted Borrower hereunder to collect the Rents, Leases and Profits of the Property, and may, at its option, without notice in person or by agent, with or without taking possession of or entering the Property, with or without bringing any action or proceeding or by a receiver duly appointed, give, or require Borrower to give, notice to any or all tenants under any lease authorizing and directing the tenant to pay such Rents, Leases and Profits, to Lender, such agent, or receiver as the case may be; collect all of the Rents, Leases and Profits; enforce the payment thereof and exercise all of the rights of the landlord under any lease and all of the rights of Lender hereunder; enter upon, take possession of, manage and operate said Property, or any part thereof; cancel, enforce or modify any leases, and fix or modify Rents, and do any acts which the Lender-deems proper to protect the security hereof. At such time as Borrower cures an Event of Default, Borrower's license to collect the Rents, Leases and Profits shall automatically be reinstated. Supplementing the remedies set forth herein and after the date hereof, Lender shall have all rights and remedies under California Civil Code Section 2938. Any Rents, Leases and Profits collected shall be applied to the costs and expenses of operation, management and collection, including attorneys' fees, to the payment of the fees and expenses of any agent or receiver so acting, to the costs incurred by the Lender, including attorneys' fees, to the payment of taxes, assessments, insurance premiums and expenditures for the management, repair and upkeep of the Property, to the performance of landlord's obligations under any leases and to the Indebtedness all in such order as the Lender may require. To the extent permitted by law, Borrower waives any right to require Lender to utilize Rents, Leases and Profits for purposes other than as provided under the Loan Documents, including without limitation any rights of Borrower under California Civil Code Section 2938(g). All Rents, Leases and Profits received by Borrower after Lender has exercised any of its rights under this assignment (and after Lender has revoked the above license) shall be held by Borrower in trust for Lender and shall be delivered to Lender immediately without demand. The entering upon and taking possession of the Property, Real Property shall not be a condition precedent or limitation of Mortgagee’s right to collect the collection Rents); (ii) ▇▇▇ for or otherwise collect the Rents (including those past due and unpaid or which are in Mortgagor’s possession or control at the time of such Trigger Event) and apply such Rents, Leases less costs and Profits expenses of collection, including, without limitation, attorneys’ fees and expenses, and costs of upkeep, maintenance, repair and operation of the Real Property, to the payment of the Secured Obligations in accordance with the Transaction Documents; (iii) take all steps which may be desirable in Mortgagee’s judgment to complete any unfinished construction, and to operate and manage the Real Property; and (iv) perform such other reasonable acts or repairs or protections as may be reasonably necessary or proper in Mortgagee’s sole judgment to conserve the value thereof. The entering upon and taking of possession of the Real Property and/or the collection and application thereof as aforesaid of the Rents shall not cure or waive any defaults under this Deed of Trust Trigger Event or affect any notice of default hereunder or invalidate any act done pursuant to such notice nor in any way operate notice;
(c) Notwithstanding the right to prevent collect the Lender from pursuing any other remedy which it may now or hereafter have under the terms of this Deed of Trust or any other security given for the Indebtedness nor Rents, following a Trigger Event, Mortgagor agrees that Mortgagee, and not Mortgagor, shall it in any way be and be deemed to constitute be the Lender creditor of each tenant with respect to assignments for the benefit of creditors and bankruptcy, arrangement, reorganization, insolvency, dissolution or receivership proceedings affecting such tenant, but without obligation on the part of Mortgagee, however, to file or make timely filings of claims in such proceedings or otherwise to pursue creditor’s rights therein. Mortgagee in its sole and absolute discretion may apply any money received by Mortgagee as such creditor in reduction of the Secured Obligations, whether or not same is then due and payable;
(d) Mortgagor irrevocably consents that the tenant(s) under the Leases, upon demand and notice from Mortgagee to such tenant(s) of a Trigger Event, shall pay all Rents under the Leases to Mortgagee without liability of the tenant(s) for the determination of the actual existence of any Trigger Event claimed by Mortgagee. Mortgagor hereby irrevocably authorizes and directs the tenant(s), upon receipt of any notice of Mortgagee stating that a Trigger Event exists, to pay to Mortgagee the Rents due and to become due under the Leases. Mortgagor agrees that the tenant(s) shall have the right to rely upon any such notices of Mortgagee and that tenant(s) shall pay such Rents to Mortgagee, without any obligation or without any right to inquire whether such Trigger Event actually exists and notwithstanding any claim of or notice by Mortgagor to the contrary. Mortgagor shall have no claim against tenant(s) for any Rents and Profits paid by such tenant(s) to Mortgagee;
(e) Mortgagee shall have the right to assign Mortgagee’s right, title and interest in the Leases to any subsequent holder of this Mortgage and to any person acquiring title to any of the Real Property through foreclosure or otherwise. After Mortgagor shall have been barred and foreclosed of all right, title and interest in the leased premises, no assignee of Mortgagor’s interest in the Leases shall be liable to account to Mortgagor for the Rents thereafter accruing;
(f) Nothing herein contained shall be construed to bind Mortgagee to the performance of any of the terms or provisions contained in the Leases, or otherwise to impose any obligation on Mortgagee whatsoever. Prior to actual entry and taking possession of the Real Property by Mortgagee, this assignment shall not operate to make Mortgagee a "“mortgagee-in-possession." Each lease ” or to place any responsibility for the control, care, management, or repair of the Real Property hereinafter entered upon Mortgagee;
(g) Mortgagor shall duly perform and discharge each covenant, condition and obligation of the lessor under the Leases, and agrees not to enter into any Lease, or cancel, terminate, materially modify or otherwise materially vary any provision of any Lease without Mortgagee’s prior written consent, such consent not to be unreasonably withheld or delayed, or discount any Rents or collect any Rents for any period of more than one month in advance. Mortgagor will give prompt written notice to Mortgagee of any default by any tenant(s) or by the lessor under the Leases known to Mortgagor, and shall at Lender's option be filed for record furnish Mortgagee with complete copies of all notices in respect thereof given or received by Mortgagor. If requested by Mortgagee, Mortgagor will enforce the Leases and all remedies available to Mortgagor thereunder in the local recording office event of default and, in the event of default thereof by Mortgagor, Mortgagee may, at its sole option and without obligation so to do, and without waiving any Trigger Event in respect thereof, enforce the same at Mortgagor’s expense;
(h) The Leases shall remain in full force and effect irrespective of any merger of the county where the Property is located. Also, to the extent required by the Lender, each tenant shall execute an estoppel certificate and acknowledge receipt of a notice interest of the lessor and any tenant thereunder. Mortgagor shall, at the request of Mortgagee, execute such further assignments to Mortgagee of all Leases and Rents, as Mortgagee shall require, and provide to Mortgagee true and correct copies of all Leases and documents and instruments, executed in connection therewith; and
(i) It is the expressed intention of Mortgagor and Mortgagee that this Section 3.1 establish an absolute transfer and assignment of its leasethe Leases and Rents, all reasonably satisfactory and is not intended or given as additional security for the Secured Obligations. This absolute assignment is separate from, and senior in form priority to, the security interest granted in this Mortgage to Mortgagee in such leases and content to the Lenderrents.
Appears in 1 contract
Sources: Credit Agreement (Dynegy Inc.)
Absolute Assignment of Leases and Rents. Borrower does In consideration of the making of the Loan by Lenders to Borrower, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Mortgagor absolutely assign and transfer unto Lender unconditionally assigns the Leases and Rents to Mortgagee, for security purposes the ratable benefit of Lenders. This assignment is, and is intended to be, an unconditional, absolute and present assignment from Mortgagor to Mortgagee of all of Mortgagor’s right, title and interest in and to the Rents, Leases and Profits now due the Rents and which may hereafter become due under or by virtue not an assignment in the nature of any lease, whether written or verbal, or any agreement for the use or occupancy a pledge of the Property, it being the intention of this Deed of Trust to establish an absolute transfer and assignment of all Rents, Leases and Profits from Rents or the Property unto the Lender andmere grant of a security interest therein. So long as no Event of Default shall exist, however, Mortgagor shall have a license (which license shall terminate automatically and without notice upon the occurrence and during the continuation of an Event of Default) to collect, the Borrower does hereby appoint irrevocably the Lender its true and lawful attorney in its name and steadbut not prior to accrual, which appointment is coupled with an interest, to collect all of said Rents, Leases and Profits; provided, however, Lender grants the Borrower the revocable license and privilege . Mortgagor agrees to collect and retain such Rents, hold all Rents in trust for Mortgagee and to use the Rents for the payment of the cost of operating and maintaining the Property and for the payment of the other Obligations before using the Rents for any other purpose. The assignments of Leases and Profits except upon the occurrence and during the continuation of an Event of Default under Rents contained in this Deed of Trust. Upon the occurrence and during the continuation of an Event of Default, and whether before or after the institution of proceedings Mortgage are intended to sell the Property or foreclose this Deed of Trust, or during any period of redemption, and without regard to waste, adequacy of the security or solvency of the Borrower, Lender may revoke the revocable license and privilege granted Borrower hereunder to collect the Rents, Leases and Profits of the Property, and may, at its option, without notice in person or by agent, provide Mortgagee with or without taking possession of or entering the Property, with or without bringing any action or proceeding or by a receiver duly appointed, give, or require Borrower to give, notice to any or all tenants under any lease authorizing and directing the tenant to pay such Rents, Leases and Profits, to Lender, such agent, or receiver as the case may be; collect all of the Rents, Leases and Profits; enforce the payment thereof and exercise all of the rights and remedies of mortgagees pursuant to Section 697.07 of the landlord under any lease and all of the rights of Lender hereunder; enter uponFlorida Statutes (hereinafter “Section 697.07”), take possession ofas may be amended from time to time. However, manage and operate said Propertyin no event shall this reference diminish, alter, impair, or affect any part thereof; cancel, enforce or modify any leases, and fix or modify Rents, and do any acts which the Lender-deems proper to protect the security hereof. At such time as Borrower cures an Event of Default, Borrower's license to collect the Rents, Leases and Profits shall automatically be reinstated. Supplementing the remedies set forth herein and after the date hereof, Lender shall have all other rights and remedies under California Civil Code of Mortgagee, including but not limited to, the appointment of a receiver, nor shall any provision in this Section 2938diminish, alter, impair or affect any rights or powers of the receiver in law or equity or as set forth herein. Any RentsIn addition, Leases and Profits collected this assignment shall be applied fully operative without regard to value of the Property or without regard to the costs and expenses of operation, management and collection, including attorneys' fees, to the payment adequacy of the fees and expenses of any agent or receiver so acting, Property to the costs incurred by the Lender, including attorneys' fees, to the payment of taxes, assessments, insurance premiums and expenditures serve as security for the managementobligations owed by Mortgagor to Mortgagee, repair and upkeep of the Property, to the performance of landlord's obligations under any leases and to the Indebtedness all in such order as the Lender may require. To the extent permitted by law, Borrower waives any right to require Lender to utilize Rents, Leases and Profits for purposes other than as provided under the Loan Documents, including without limitation any rights of Borrower under California Civil Code Section 2938(g). All Rents, Leases and Profits received by Borrower after Lender has exercised any of its rights under this assignment (and after Lender has revoked the above license) shall be held by Borrower in trust for Lender and shall be delivered in addition to Lender immediately without demandany rights arising under Section 697.07. The entering upon and taking possession of Further, except for the Propertynotices required hereunder, the collection of such Rentsif any, Leases and Profits and the application thereof as aforesaid shall not cure or waive any defaults under this Deed of Trust or affect Mortgagor waives any notice of default or invalidate any act done pursuant to such notice nor in any way operate to prevent the Lender from pursuing any other remedy which it may now or hereafter have under the terms demand for turnover of this Deed of Trust or any other security given for the Indebtedness nor shall it in any way be deemed to constitute the Lender to be a "mortgagee-in-possession." Each lease of the Property hereinafter entered into shall at Lender's option be filed for record in the local recording office of the county where the Property is located. Also, rents by Mortgagee to the extent required permitted by applicable law, together with any rights under Section 697.07 to apply to a court to deposit the Lender, each tenant shall execute an estoppel certificate and acknowledge receipt of a notice Rents into the registry of the assignment of its lease, all reasonably satisfactory in form and content to court or such other depository as the Lendercourt may designate.
Appears in 1 contract
Absolute Assignment of Leases and Rents. Borrower does In consideration of the making of the Loan by L▇▇▇▇▇▇ to Grantor and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Grantor absolutely assign and transfer unto Lender unconditionally assigns the Leases and Rents to Beneficiary (as agent for security purposes Lenders). This assignment is, and is intended to be, an unconditional, absolute and present assignment from Grantor to Beneficiary (as agent for L▇▇▇▇▇▇) of all of Grantor’s right, title and interest in and to the Rents, Leases and Profits now due the Rents and which may hereafter become due under not an assignment in the nature of a pledge of the Leases and Rents or by virtue the mere grant of a security interest therein. So long as no Event of Default shall exist, however, and so long as Grantor is not in default in the performance of any leaseobligation, whether written covenant or verbalagreement contained in the Leases, or any agreement for the use or occupancy of the Property, it being the intention of this Deed of Trust to establish an absolute transfer Grantor shall have a license (which license shall terminate automatically and assignment of all Rents, Leases and Profits from the Property unto the Lender and, without notice upon the occurrence and during the continuation of an Event of Default, the Borrower does hereby appoint irrevocably the Lender its true and lawful attorney in its name and stead, which appointment is coupled with an interest, to collect all of said Rents, Leases and Profits; provided, however, Lender grants the Borrower the revocable license and privilege to collect and retain such Rents, Leases and Profits except upon the occurrence and during the continuation of an Event of Default or a default by Grantor under this Deed of Trustthe Leases) to collect, but not prior to accrual, all Rents. Upon the occurrence and during the continuation of an Event of Default, and whether before or after the institution of proceedings to sell the Property or foreclose this Deed of Trust, or during any period of redemption, and without regard to waste, adequacy of the security or solvency of the Borrower, Lender may revoke the revocable license and privilege granted Borrower hereunder G▇▇▇▇▇▇ agrees to collect and hold all Rents in trust for Beneficiary (as agent for Lenders) and to use the Rents, Leases and Profits of the Property, and may, at its option, without notice in person or by agent, with or without taking possession of or entering the Property, with or without bringing any action or proceeding or by a receiver duly appointed, give, or require Borrower to give, notice to any or all tenants under any lease authorizing and directing the tenant to pay such Rents, Leases and Profits, to Lender, such agent, or receiver as the case may be; collect all of the Rents, Leases and Profits; enforce the payment thereof and exercise all of the rights of the landlord under any lease and all of the rights of Lender hereunder; enter upon, take possession of, manage and operate said Property, or any part thereof; cancel, enforce or modify any leases, and fix or modify Rents, and do any acts which the Lender-deems proper to protect the security hereof. At such time as Borrower cures an Event of Default, Borrower's license to collect the Rents, Leases and Profits shall automatically be reinstated. Supplementing the remedies set forth herein and after the date hereof, Lender shall have all rights and remedies under California Civil Code Section 2938. Any Rents, Leases and Profits collected shall be applied to the costs and expenses of operation, management and collection, including attorneys' fees, to Rents for the payment of the fees cost of operating and expenses of any agent or receiver so acting, to maintaining the costs incurred by the Lender, including attorneys' fees, to Property and for the payment of taxes, assessments, insurance premiums the other Obligations before using the Rents for any other purpose. Beneficiary does not assume and expenditures shall not be liable for any obligation of the lessor under any of the Leases and all such obligations shall continue to rest upon Grantor as though this assignment had not been made. Beneficiary shall not be liable for the management, repair failure or inability to collect any Rents. Neither this assignment of Rents and upkeep Leases nor the exercise by Beneficiary of the Property, to the performance of landlord's obligations under any leases and to the Indebtedness all in such order as the Lender may require. To the extent permitted by law, Borrower waives any right to require Lender to utilize Rents, Leases and Profits for purposes other than as provided under the Loan Documents, including without limitation any rights of Borrower under California Civil Code Section 2938(g). All Rents, Leases and Profits received by Borrower after Lender has exercised any of its rights under this assignment (and after Lender has revoked the above license) shall be held by Borrower or remedies thereunder or in trust for Lender and shall be delivered connection therewith, prior to Lender immediately without demand. The entering upon and taking Beneficiary obtaining actual possession of the Property, the collection of such Rents, Leases and Profits and the application thereof as aforesaid shall not cure constitute Beneficiary a “mortgagee in possession” or waive any defaults under this Deed of Trust otherwise make Beneficiary responsible or affect any notice of default or invalidate any act done pursuant to such notice nor liable in any way operate manner with respect to prevent the Lender from pursuing any other remedy which it may now or hereafter have under the terms of this Deed of Trust or any other security given for the Indebtedness nor shall it in any way be deemed to constitute the Lender to be a "mortgagee-in-possession." Each lease of the Property hereinafter entered into shall at Lender's option be filed for record in or the local recording office of the county where the Property is located. Alsooccupancy, to the extent required by the Lender, each tenant shall execute an estoppel certificate and acknowledge receipt of a notice of the assignment of its lease, all reasonably satisfactory in form and content to the Lenderoperation or use thereof.
Appears in 1 contract
Absolute Assignment of Leases and Rents. Borrower does hereby Trustor absolutely assign and transfer unto Lender for security purposes unconditionally assigns, transfers and sets over to Beneficiary all of the Rentsright, Leases title and Profits now due interest in and which may hereafter become due to all Rents and all right, title and interest under or by virtue of any leaseand all Leases and, whether written or verbalwith respect to the foregoing:
(a) Beneficiary grants to Trustor a license to collect, or any agreement for subject to the use or occupancy provisions herein, all Rents as they respectively become due, but not more than thirty (30) days in advance, and to enforce the agreements of the Leases, so long as there is no Event of Default;
(b) This absolute and present assignment shall be fully operative without any further action on the part of Trustor or Beneficiary and, specifically, Beneficiary shall be entitled, at its sole option, to all Rents whether or not Beneficiary takes possession of the Real Property, it being the intention of this Deed of Trust to establish an absolute transfer and assignment of including, without limitation, all Rents, Leases and Profits from the Property unto the Lender and, upon the occurrence and during the continuation of an Rents in Trustor's possession or control. Upon any Event of Default, the Borrower does hereby appoint irrevocably the Lender its true and lawful attorney Beneficiary may, in its absolute discretion, at any time and without notice (either in person, by agent or representative, or by a receiver appointed by a court) and without regard to the adequacy of any security for the Senior Secured Obligations secured by this Deed of Trust:
(i) enter upon and take possession of the Real Property or any part thereof, in its own name and stead, which appointment is coupled with an interest, to collect all or in the name of said Rents, Leases and Profits; Trustor (provided, however, Lender grants the Borrower the revocable license and privilege to collect and retain such Rents, Leases and Profits except upon the occurrence and during the continuation of an Event of Default under this Deed of Trust. Upon the occurrence and during the continuation of an Event of Default, and whether before or after the institution of proceedings to sell the Property or foreclose this Deed of Trust, or during any period of redemption, and without regard to waste, adequacy of the security or solvency of the Borrower, Lender may revoke the revocable license and privilege granted Borrower hereunder to collect the Rents, Leases and Profits of the Property, and may, at its option, without notice in person or by agent, with or without taking possession of or entering the Property, with or without bringing any action or proceeding or by a receiver duly appointed, give, or require Borrower to give, notice to any or all tenants under any lease authorizing and directing the tenant to pay such Rents, Leases and Profits, to Lender, such agent, or receiver as the case may be; collect all of the Rents, Leases and Profits; enforce the payment thereof and exercise all of the rights of the landlord under any lease and all of the rights of Lender hereunder; enter upon, take possession of, manage and operate said Property, or any part thereof; cancel, enforce or modify any leases, and fix or modify Rents, and do any acts which the Lender-deems proper to protect the security hereof. At such time as Borrower cures an Event of Default, Borrower's license to collect the Rents, Leases and Profits shall automatically be reinstated. Supplementing the remedies set forth herein and after the date hereof, Lender shall have all rights and remedies under California Civil Code Section 2938. Any Rents, Leases and Profits collected shall be applied to the costs and expenses of operation, management and collection, including attorneys' fees, to the payment of the fees and expenses of any agent or receiver so acting, to the costs incurred by the Lender, including attorneys' fees, to the payment of taxes, assessments, insurance premiums and expenditures for the management, repair and upkeep of the Property, to the performance of landlord's obligations under any leases and to the Indebtedness all in such order as the Lender may require. To the extent permitted by law, Borrower waives any right to require Lender to utilize Rents, Leases and Profits for purposes other than as provided under the Loan Documents, including without limitation any rights of Borrower under California Civil Code Section 2938(g). All Rents, Leases and Profits received by Borrower after Lender has exercised any of its rights under this assignment (and after Lender has revoked the above license) shall be held by Borrower in trust for Lender and shall be delivered to Lender immediately without demand. The entering upon and taking possession of the Property, Real Property shall not be a condition precedent or limitation of Beneficiary's right to collect the collection Rents); (ii) sue for or otherwise collect the Rents (including those past due and unpaid or which are in Trustor's possession or control at the time of such Event of Default) and apply such Rents, Leases less costs and Profits expenses of collection, including, without limitation, attorneys' fees and expenses, and costs of upkeep, maintenance, repair and operation of the Real Property, to the payment of the Senior Secured Obligations in such order and in proportions as Beneficiary in its absolute discretion may determine; (iii) take all steps which may be desirable in Beneficiary's judgment to complete any unfinished construction, and to operate and manage the Real Property; and (iv) perform such other reasonable acts or repairs or protections as may be reasonably necessary or proper in Beneficiary's sole judgment to conserve the value thereof. The entering upon and taking of possession of the Real Property and/or the collection and application thereof as aforesaid of the Rents shall not cure or waive any defaults under this Deed Event of Trust Default or affect any notice of default hereunder or invalidate any act done pursuant to such notice nor notice;
(c) Notwithstanding the right to collect the Rents, following an Event of Default, Trustor agrees that Beneficiary, and not Trustor, shall be and be deemed to be the creditor of each tenant with respect to assignments for the benefit of creditors and bankruptcy, arrangement, reorganization, insolvency, dissolution or receivership proceedings affecting such tenant, but without obligation on the part of Beneficiary, however, to file or make timely filings of claims in such proceedings or otherwise to pursue creditor's rights therein. Beneficiary in its sole and absolute discretion may apply any way operate to prevent money received by Beneficiary as such creditor in reduction of the Lender from pursuing any other remedy which it may now Senior Secured Obligations, whether or hereafter have not same is then due and payable;
(d) Trustor irrevocably consents that the tenant(s) under the terms Leases, upon demand and notice from Beneficiary to such tenant(s) of an Event of Default, shall pay all Rents under the Leases to Beneficiary without liability of the tenant(s) for the determination of the actual existence of any Event of Default claimed by Beneficiary. Trustor hereby irrevocably authorizes and directs the tenant(s), upon receipt of any notice of Beneficiary stating that an Event of Default exists, to pay to Beneficiary the Rents due and to become due under the Leases. Trustor agrees that the tenant(s) shall have the right to rely upon any such notices of Beneficiary and that tenant(s) shall pay such Rents to Beneficiary, without any obligation or without any right to inquire whether such Event of Default actually exists and notwithstanding any claim of or notice by Trustor to the contrary. Trustor shall have no claim against tenant(s) for any Rents and Profits paid by such tenant(s) to Beneficiary;
(e) Beneficiary shall have the right to assign Beneficiary's right, title and interest in the Leases to any subsequent holder of this Deed of Trust and to any person acquiring title to any of the Real Property through foreclosure or any other security given otherwise. After Trustor shall have been barred and foreclosed of all right, title and interest in the leased premises, no assignee of Trustor's interest in the Leases shall be liable to account to Trustor for the Indebtedness nor Rents thereafter accruing;
(f) Nothing herein contained shall it be construed to bind Beneficiary to the performance of any of the terms or provisions contained in the Leases, or otherwise to impose any way be deemed obligation on Beneficiary whatsoever. Prior to constitute actual entry and taking possession of the Lender Real Property by Beneficiary, this assignment shall not operate to be make Beneficiary a "mortgagee-in-possession." Each lease or to place any responsibility for the control, care, management, or repair of the Real Property hereinafter entered upon Beneficiary;
(g) Trustor shall duly perform and discharge each covenant, condition and obligation of the lessor under the Leases, and agrees not to enter into any Lease, or cancel, terminate, modify or otherwise vary any provision of any Lease without Beneficiary's prior written consent, such consent not to be unreasonably withheld or delayed, or discount any Rents or collect any Rents for any period of more than one month in advance. Trustor will give prompt written notice to Beneficiary of any default by any tenant(s) or by the lessor under the Leases known to Trustor, and shall at Lender's option be filed for record furnish Beneficiary with complete copies of all notices in respect thereof given or received by Trustor. If requested by Beneficiary, Trustor will enforce the Leases and all remedies available to Trustor thereunder in the local recording office event of default and, in the event of default thereof by Trustor, Beneficiary may, at its sole option and without obligation so to do, and without waiving any Event of Default in respect thereof, enforce the same at Trustor's expense;
(h) The Leases shall remain in full force and effect irrespective of any merger of the county where the Property is located. Also, to the extent required by the Lender, each tenant shall execute an estoppel certificate and acknowledge receipt of a notice interest of the lessor and any tenant thereunder. Trustor shall, at the request of Beneficiary, execute such further assignments to Beneficiary of all Leases and Rents, as Beneficiary shall require, and provide to Beneficiary true and correct copies of all Leases and documents and instruments, executed in connection therewith; and
(i) It is the expressed intention of Trustor and Beneficiary that this Section 3.1 establish an absolute transfer and assignment of its leasethe Leases and Rents, all reasonably satisfactory and is not intended or given as additional security for the Senior Secured Obligations. This absolute assignment is separate from, and senior in form priority to, the security interest granted in this Deed of Trust to Trustee in such leases and content to the Lenderrents.
Appears in 1 contract