Common use of Pledge and Collateral Assignment Clause in Contracts

Pledge and Collateral Assignment. As security for the full and punctual payment and performance of the Obligations (Second Mezzanine) when due (whether upon stated maturity, by acceleration, early termination or otherwise), Mezzanine Borrower, as pledgor, hereby pledges, assigns, hypothecates, transfers and delivers to Mezzanine Lender as collateral and hereby grants to Mezzanine Lender a continuing first priority lien on and security interest in, to and under all of the following whether now owned or hereafter acquired and whether now existing or hereafter arising (the “Rate Cap Collateral (Second Mezzanine)”): all of the right, title and interest of Mezzanine Borrower in and to (i) the Interest Rate Cap Agreement (Second Mezzanine); (ii) all payments, distributions, disbursements or proceeds due, owing, payable or required to be delivered to Mezzanine Borrower in respect of the Interest Rate Cap Agreement (Second Mezzanine) or arising out of the Interest Rate Cap Agreement (Second Mezzanine), whether as contractual obligations, damages or otherwise; and (iii) all of Mezzanine Borrower’s claims, rights, powers, privileges, authority, options, security interests, liens and remedies, if any, under or arising out of the Interest Rate Cap Agreement (Second Mezzanine), in each case including all accessions and additions to, substitutions for and replacements, products and proceeds of any or all of the foregoing.

Pledge and Collateral Assignment. As security for the full and punctual payment and performance of the Obligations (Second First Mezzanine) when due (whether upon stated maturity, by acceleration, early termination or otherwise), Mezzanine Borrower, as pledgor, hereby pledges, assigns, hypothecates, transfers and delivers to Mezzanine Lender as collateral and hereby grants to Mezzanine Lender a continuing first priority lien on and security interest in, to and under all of the following whether now owned or hereafter acquired and whether now existing or hereafter arising (the “Rate Cap Collateral (Second First Mezzanine)”): all of the right, title and interest of Mezzanine Borrower in and to (i) the Interest Rate Cap Agreement (Second First Mezzanine); (ii) all payments, distributions, disbursements or proceeds due, owing, payable or required to be delivered to Mezzanine Borrower in respect of the Interest Rate Cap Agreement (Second First Mezzanine) or arising out of the Interest Rate Cap Agreement (Second First Mezzanine), whether as contractual obligations, damages or otherwise; and (iii) all of Mezzanine Borrower’s claims, rights, powers, privileges, authority, options, security interests, liens and remedies, if any, under or arising out of the Interest Rate Cap Agreement (Second First Mezzanine), in each case including all accessions and additions to, substitutions for and replacements, products and proceeds of any or all of the foregoing.

Pledge and Collateral Assignment. As security for the full and punctual payment and performance of the Obligations (Second Third Mezzanine) when due (whether upon stated maturity, by acceleration, early termination or otherwise), Mezzanine Borrower, as pledgor, hereby pledges, assigns, hypothecates, transfers and delivers to Mezzanine Lender as collateral and hereby grants to Mezzanine Lender a continuing first priority lien on and security interest in, to and under all of the following whether now owned or hereafter acquired and whether now existing or hereafter arising (the “Rate Cap Collateral (Second Third Mezzanine)”): all of the right, title and interest of Mezzanine Borrower in and to (i) the Interest Rate Cap Agreement (Second Third Mezzanine); (ii) all payments, distributions, disbursements or proceeds due, owing, payable or required to be delivered to Mezzanine Borrower in respect of the Interest Rate Cap Agreement (Second Third Mezzanine) or arising out of the Interest Rate Cap Agreement (Second Third Mezzanine), whether as contractual obligations, damages or otherwise; and (iii) all of Mezzanine Borrower’s claims, rights, powers, privileges, authority, options, security interests, liens and remedies, if any, under or arising out of the Interest Rate Cap Agreement (Second Third Mezzanine), in each case including all accessions and additions to, substitutions for and replacements, products and proceeds of any or all of the foregoing.

Pledge and Collateral Assignment. As security for the full and punctual payment and performance of the Obligations (Second Mezzanine) of the Loan Parties under the Loan Documents when due (whether upon stated maturity, by acceleration, early termination or otherwise), Mezzanine Borrowerthe Borrowers, as pledgor, hereby pledges, assigns, hypothecates, transfers and delivers to Mezzanine Lender the Collateral Agent, on behalf of the Secured Parties, as collateral and hereby grants to Mezzanine Lender the Collateral Agent, on behalf of the Secured Parties, a continuing first priority lien Lien on and security interest in, to and under all of the following whether now owned or hereafter acquired and whether now existing or hereafter arising (the “Rate Cap Collateral (Second Mezzanine)Collateral”): all of the right, title and interest of Mezzanine Borrower the applicable Borrowers in and to (iA) the Interest Rate Cap Agreement (Second Mezzanine)Agreements; (iiB) all payments, distributions, disbursements or proceeds due, owing, payable or required to be delivered to Mezzanine Borrower the applicable Borrowers in respect of the Interest Rate Cap Agreement (Second Mezzanine) Agreements or arising out of the Interest Rate Cap Agreement (Second Mezzanine)Agreements, whether as contractual obligations, damages or otherwise; and (iiiC) all of Mezzanine Borrower’s the Borrowers’ claims, rights, powers, privileges, authority, options, security interests, liens Liens and remedies, if any, under or arising out of the Interest Rate Cap Agreement (Second Mezzanine)Agreements, in each case including all accessions and additions to, substitutions for and replacements, products and proceeds of any or all of the foregoing, such assignment to be evidenced by the Assignment of Interest Rate Cap Agreement, which shall be delivered by the Borrowers to the Collateral Agent on the Closing Date.

Pledge and Collateral Assignment. As security for the full and punctual payment and performance of the Obligations (Second Mezzanine) of the Loan Parties under the Loan Documents when due (whether upon stated maturity, by acceleration, early termination or otherwise), Mezzanine Borrowerthe Borrowers, as pledgor, hereby pledges, assigns, hypothecates, transfers and delivers to Mezzanine Lender the Administrative Agent, on behalf of the Lenders, as collateral and hereby grants to Mezzanine Lender the Administrative Agent, on behalf of the Lenders, a continuing first priority lien Lien on and security interest in, to and under all of the following whether now owned or hereafter acquired and whether now existing or hereafter arising (the “Rate Cap Collateral (Second Mezzanine)Collateral”): all of the right, title and interest of Mezzanine Borrower the applicable Borrowers in and to (iA) the Interest Rate Cap Agreement (Second Mezzanine)Agreements; (iiB) all payments, distributions, disbursements or proceeds due, owing, payable or required to be delivered to Mezzanine Borrower the applicable Borrowers in respect of the Interest Rate Cap Agreement (Second Mezzanine) Agreements or arising out of the Interest Rate Cap Agreement (Second Mezzanine)Agreements, whether as contractual obligations, damages or otherwise; and (iiiC) all of Mezzanine Borrower’s the Borrowers’ claims, rights, powers, privileges, authority, options, security interests, liens Liens and remedies, if any, under or arising out of the Interest Rate Cap Agreement (Second Mezzanine)Agreements, in each case including all accessions and additions to, substitutions for and replacements, products and proceeds of any or all of the foregoing, such assignment to be evidenced by the Assignment of Interest Rate Cap Agreement, which shall be delivered by the Borrowers to the Administrative Agent within five (5) Business Days of the date of each Advance.

Pledge and Collateral Assignment. As security for the full and punctual payment and performance of the Obligations (Second Fourth Mezzanine) when due (whether upon stated maturity, by acceleration, early termination or otherwise), Mezzanine Borrower, as pledgor, hereby pledges, assigns, hypothecates, transfers and delivers to Mezzanine Lender as collateral and hereby grants to Mezzanine Lender a continuing first priority lien on and security interest in, to and under all of the following whether now owned or hereafter acquired and whether now existing or hereafter arising (the “Rate Cap Collateral (Second Fourth Mezzanine)”): all of the right, title and interest of Mezzanine Borrower in and to (i) the Interest Rate Cap Agreement (Second Fourth Mezzanine); (ii) all payments, distributions, disbursements or proceeds due, owing, payable or required to be delivered to Mezzanine Borrower in respect of the Interest Rate Cap Agreement (Second Fourth Mezzanine) or arising out of the Interest Rate Cap Agreement (Second Fourth Mezzanine), whether as contractual obligations, damages or otherwise; and (iii) all of Mezzanine Borrower’s claims, rights, powers, privileges, authority, options, security interests, liens and remedies, if any, under or arising out of the Interest Rate Cap Agreement (Second Fourth Mezzanine), in each case including all accessions and additions to, substitutions for and replacements, products and proceeds of any or all of the foregoing.