|
<br />200704125
<br />
<br />securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease
<br />and concession fees and rentals, health club membership fees, food and beverage wholesale and
<br />retail sales, service charges, vending machine sales and proceeds, if any, from business
<br />interruption or other loss of income insurance)) (collectively, the "Rents") and all proceeds from
<br />the sale or other disposition of the Leases and the right to receive and apply the Rents to the
<br />payment of the Obligations;
<br />
<br />E. all proceeds of and any unearned premiums on any insurance policies covering
<br />the Trust Property (including, without limitation, the right, subject to the terms of the Loan
<br />Agreement, to receive and apply the proceeds of any insurance, judgments, or settlements made
<br />in lieu thereof, for damage to the Trust Property);
<br />
<br />F. the right, in the name and on behalf of Grantor, to appear in and defend any action
<br />or proceeding brought with respect to the Trust Property and to commence any action or
<br />proceeding to protect the interest of Beneficiary in the Trust Property;
<br />
<br />G. all "accounts" (as defined in the Uniform Commercial Code) now owned or
<br />hereafter acquired by Grantor, and arising out of or in connection with, the operation of the Trust
<br />Property, and all other accounts described in the Management Agreement and all present and
<br />future accounts receivable, inventory accounts, contract rights, chattel paper, notes, acceptances,
<br />insurance policies, Instruments (hereafter defined), Documents (hereafter defined), or other
<br />rights to payment and all forms of obligations owing at any time to Grantor thereunder, whether
<br />now existing or hereafter created or otherwise acquired by Grantor, and all proceeds thereof and
<br />all liens, security interests, guaranties, remedies, privileges and other rights pertaining thereto,
<br />and all rights and remedies of any kind forming the subject matter of any of the foregoing
<br />(including, without limitation, (i) all income, Rents, issues, profits, revenues, deposits and other
<br />benefits from the Trust Property, (ii) all receivables and other obligations now existing or
<br />hereafter arising or created out of the sale, lease, sublease, license, concession or other grant of
<br />the right of the use and occupancy of property or rendering of services by Grantor or any
<br />operator or manager of the Trust Property or other commercial space located at the Trust
<br />Property or acquired from others (including, without limiting the generality of the foregoing,
<br />from rental of space, halls, stores, and offices, and deposits securing reservations of such space,
<br />exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals,
<br />health club membership fees, food and beverage wholesale and retail sales of merchandise,
<br />service charges, vending machine sales and proceeds, if any, from business interruption or other
<br />loss of income insurance), (iii) all sums of money, and all instruments, documents and securities
<br />held in any accounts in connection therewith, or any demand, time, savings or other account
<br />maintained with any bank or certificate of deposit issued by any bank with the proceeds of such
<br />account and (iv) all of the records and books of account now or hereafter maintained by or on
<br />behalf of Grantor in connection with the operation of the Trust Property) (collectively, the
<br />"Accounts");
<br />
<br />H. all "proceeds" (as defined in the Uniform Commercial Code) thereof and, in any
<br />event, shall include, without limitation, all proceeds, products, offspring, rents, profits or
<br />receipts, in whatever form, arising from the Trust Property (induding, without limitation, (i)
<br />cash, instruments and other property received, receivable or otherwise distributed in respect of or
<br />in exchange for any or all of the Trust Property, (ii) the collection, sale, lease, sublease,
<br />
<br />3
<br />
|