Common use of Grant of Security Interest by the Issuer Clause in Contracts

Grant of Security Interest by the Issuer. (a) The Issuer hereby grants to the Collateral Agent at the Closing Date and on each Purchase Date, on behalf of and for the benefit of the Secured Parties to secure the performance of the respective Secured Obligations, a security interest in all of the Issuer's right, title and interest, whether now owned or hereafter acquired, in and to all accounts, contract rights, general intangibles, chattel paper, instruments, documents, money, deposit accounts, certificates of deposit, goods, letters of credit, advices of credit and authenticated securities consisting of, arising from or relating to any of the following property: (i) the Receivables; (ii) the Other Conveyed Property related thereto; (iii) the rights of the Seller under the Purchase Agreement and each Assignment Agreement assigned to the Issuer pursuant to the Repurchase Agreement, including the right to cause OFL to repurchase Receivables from Seller under certain circumstances; (iv) all amounts required to be deposited, or deposited, or delivered to the Collateral Agent for deposit, to the Collection Account by the Seller in respect of the WAC Deficiency Amount or the Collateral Test; (v) all funds on deposit from time to time in the Secured Accounts, and in all investments and proceeds thereof (including all income thereon); (vi) the Servicing Agreement and the Repurchase Agreement; and (vii) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any and all of the foregoing, including all proceeds of the conversion, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivables, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing (collectively, the "Collateral"). The Collateral Agent, for the benefit of the Indenture Trustee on behalf of the Holders of the Notes and for the benefit of the Security Insurer acknowledges such grant of a security interest. (b) In order to effectuate the provisions and purposes of this Security Agreement, including for the purpose of perfecting the security interests granted hereunder, the Issuer represents and warrants that it has, prior to the execution of this Security Agreement, executed and filed an appropriate UCC-1 financing statement in Minnesota sufficient to ensure that the Collateral Agent, as agent for the Secured Parties, has a first priority perfected security interest in all of the Collateral that can be perfected by the filing of a financing statement.

Grant of Security Interest by the Issuer. (a) The Issuer hereby grants to the Collateral Agent at the Closing Effective Date and on each Purchase Date, on behalf of and for the benefit of the Secured Parties to secure the performance of the respective Secured Obligations, a security interest in all of the Issuer's right, title and interest, whether now owned or hereafter acquired, in and to all accounts, contract rights, general intangibles, chattel paper, instruments, documents, money, deposit accounts, certificates of deposit, goods, letters of credit, advices of credit and authenticated securities consisting of, arising from or relating to any of the following property: (i) the Receivables; (ii) the Other Conveyed Property related thereto; (iii) the rights of the Seller under the Purchase Agreement and each Assignment Agreement assigned to the Issuer pursuant to the Repurchase Sale and Servicing Agreement, including the right to cause OFL AFL to repurchase Receivables from Seller under certain circumstances; (iv) all amounts required to be deposited, or deposited, or delivered to the Collateral Agent for deposit, to the Collection Account by the Seller in respect of the WAC Deficiency Amount or the Collateral Test; (v) all funds on deposit from time to time in the Secured Accounts, and in all investments and proceeds thereof (including all income thereon); (vi) the Sale and Servicing Agreement and the Repurchase Agreement; and (vii) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any and all of the foregoing, including all proceeds of the conversion, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivables, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds theproceeds of any of the foregoing (collectively, the "Collateral"). The Collateral Agent, for the benefit of the Indenture Trustee on behalf of the Holders of the Notes and for the benefit of the Security Insurer acknowledges such grant of a security interest. (b) In order to effectuate the provisions and purposes of this Security Agreement, including for the purpose of perfecting the security interests granted hereunder, the Issuer represents and warrants that it has, prior to the execution of this Security Agreement, executed and filed an appropriate UCC-1 financing statement statements in Minnesota and Delaware sufficient to ensure that the Collateral Agent, as agent for the Secured Parties, has a first priority perfected security interest in all of the Collateral that can be perfected by the filing of a financing statement.