TO PROTECT THE INTEREST OF
LENDER IN THE PROPERTY;
(Q)
AGREEMENTS.
ALL AGREEMENTS, CONTRACTS, CERTIFICATES, INSTRUMENTS,
FRANCHISES, PERMITS, LICENSES, PLANS, SPECIFICATIONS AND OTHER DOCUMENTS, NOW OR
HEREAFTER ENTERED INTO, AND ALL RIGHTS THEREIN AND THERETO, RESPECTING OR
PERTAINING TO THE USE, OCCUPATION, CONSTRUCTION, MANAGEMENT OR OPERATION OF THE
LAND AND ANY PART THEREOF AND ANY IMPROVEMENTS OR ANY BUSINESS OR ACTIVITY
CONDUCTED ON THE LAND AND ANY PART THEREOF AND ALL RIGHT, TITLE AND INTEREST OF
BORROWER THEREIN AND THEREUNDER, INCLUDING, WITHOUT LIMITATION, THE RIGHT, UPON
THE HAPPENING OF ANY DEFAULT HEREUNDER, TO RECEIVE AND COLLECT ANY SUMS PAYABLE
TO BORROWER THEREUNDER;
(R)
TRADEMARKS.
ALL TRADENAMES, TRADEMARKS, SERVICEMARKS, LOGOS,
COPYRIGHTS, GOODWILL, BOOKS AND RECORDS AND ALL OTHER GENERAL INTANGIBLES
RELATING TO OR USED IN CONNECTION WITH THE OPERATION OF THE PROPERTY;
5
(S)
ACCOUNTS.
ALL RESERVES, ESCROWS AND DEPOSIT ACCOUNTS MAINTAINED
BY BORROWER WITH RESPECT TO THE PROPERTY, INCLUDING, WITHOUT LIMITATION, ALL
ACCOUNTS ESTABLISHED OR MAINTAINED PURSUANT TO (I) THE CASH MANAGEMENT AGREEMENT
AND (II) THE CLEARING ACCOUNT AGREEMENT; TOGETHER WITH ALL DEPOSITS OR WIRE
TRANSFERS MADE TO SUCH ACCOUNTS AND ALL CASH, CHECKS, DRAFTS, CERTIFICATES,
SECURITIES, INVESTMENT PROPERTY, FINANCIAL ASSETS, INSTRUMENTS AND OTHER
PROPERTY HELD THEREIN FROM TIME TO TIME AND ALL PROCEEDS, PRODUCTS,
DISTRIBUTIONS OR DIVIDENDS OR SUBSTITUTIONS THEREON AND THEREOF;
(T)
OTHER RIGHTS.
ANY AND ALL OTHER RIGHTS OF BORROWER IN AND TO THE
ITEMS SET FORTH IN SUBSECTIONS (A) THROUGH (S) ABOVE.
AND without limiting any of the other provisions of this Security Instrument, to
the extent permitted by applicable law, Borrower expressly grants to Lender, as
secured party, a security interest in the portion of the Property which is or
may be subject to the provisions of the Uniform Commercial Code which are
applicable to secured transactions; it being understood and agreed that the
Improvements and Fixtures are part and parcel of the Land (the Land, the
Improvements and the Fixtures collectively referred to as the "Real Property")
appropriated to the use thereof and, whether affixed or annexed to the Real
Property or not, shall for the purposes of this Security Instrument be deemed
conclusively to be real estate and conveyed hereby.
SECTION 1.2
ASSIGNMENT OF RENTS.
BORROWER HEREBY ABSOLUTELY AND
UNCONDITIONALLY ASSIGNS TO LENDER ALL OF BORROWER'S RIGHT, TITLE AND INTEREST IN
AND TO ALL CURRENT AND FUTURE LEASES AND RENTS; IT BEING INTENDED BY BORROWER
THAT THIS ASSIGNMENT CONSTITUTES A PRESENT, ABSOLUTE ASSIGNMENT AND NOT AN
ASSIGNMENT FOR ADDITIONAL SECURITY ONLY.
NEVERTHELESS, SUBJECT TO THE TERMS OF
THE ASSIGNMENT OF LEASES, THE CASH MANAGEMENT AGREEMENT AND SECTION 7.1(H) OF
THIS SECURITY INSTRUMENT, LENDER GRANTS TO BORROWER A REVOCABLE LICENSE TO
COLLECT, RECEIVE, USE AND ENJOY THE RENTS AND BORROWER SHALL HOLD THE RENTS, OR
A PORTION THEREOF SUFFICIENT TO DISCHARGE ALL CURRENT SUMS DUE ON THE DEBT, FOR
USE IN THE PAYMENT OF SUCH SUMS.
SECTION 1.3
SECURITY AGREEMENT.
THIS SECURITY INSTRUMENT IS BOTH A
REAL PROPERTY DEED TO SECURE DEBT AND A "SECURITY AGREEMENT" WITHIN THE MEANING
OF THE UNIFORM COMMERCIAL