FCC Proudreed Properties 2005 HSBC SG CORPORATE ...
FCC Proudreed Properties 2005 HSBC SG CORPORATE ...
FCC Proudreed Properties 2005 HSBC SG CORPORATE ...
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(b)<br />
additional mortgages (hypothèques conventionnelles) over the Secured <strong>Properties</strong> of each Borrower,<br />
to be granted by that Borrower to the relevant Lender as security for all obligations of that<br />
Borrower (as borrower and not as guarantor of any other Borrower) to that Lender in respect of<br />
the relevant Commercial Mortgage Loan, for a principal amount equal to the aggregate of:<br />
(i)<br />
(ii)<br />
(iii)<br />
an amount representing the excess of (x) estimated interest (at the rate provided for under the<br />
Commercial Mortgage Loan) on the portion of the Commercial Mortgage Loan made<br />
available to that Borrower to repay the principal outstanding under that Borrower’s Existing<br />
Loans over a period of 3 years over (y) the amount of interest defined in (ii) below, on that<br />
same portion of the Commercial Mortgage Loan for a period of three years (the ‘‘Level 1<br />
Additional Mortgages’’);<br />
an additional amount representing interest at the <strong>2005</strong> legal rate of interest (taux legal) over<br />
a period of 3 years on the portion of the Commercial Mortgage Loan made available to that<br />
Borrower to repay the principal outstanding under that Borrower’s Existing Loans (the<br />
‘‘Level 2 Additional Mortgages’’); and<br />
the amount by which the Commercial Mortgage Loan made available to the Borrower<br />
exceeds the portion thereof used to repay that Borrower’s Existing Loans (plus ancillary costs<br />
set at 7%) (‘‘Level 3 Additional Mortgages’’)<br />
(collectively the ‘‘Additional Mortgages’’).<br />
In order to save on otherwise significant mortgage registration costs, the Notary will be requested to<br />
register only the Level 1 Additional Mortgages, the balance to be registered at the request of the relevant<br />
<strong>FCC</strong> Servicer if on any Loan Calculation Date either the Historical ICR or the Projected ICR in respect<br />
of the relevant Borrower Group is less than 1.75:1.<br />
As security for all its obligations to the relevant Lender in respect of the relevant Commercial Mortgage<br />
Loan, including its obligation to reimburse the relevant Lender for the costs of procuring the full<br />
registration of the Additional Mortgages, each Borrower will on the Closing Date deposit in the Mortgage<br />
Reserve Account the estimated amount of such costs (taking into account the increase in the rate of the<br />
land registration tax (taxe de publicité foncière) to 0.715% from 1 January 2006), such deposit being in the<br />
form of a pledge of cash (gage-espèces).<br />
Obligor Security (other security)<br />
Pursuant to each Commercial Mortgage Loan Agreement (and, insofar as relates to the item mentioned<br />
in paragraph (c) below, the related Notarised Deeds), the following other security interests shall be<br />
granted by each Borrower for the benefit of the relevant Lender on the Closing Date and shall be<br />
assigned, on such date, by the relevant Lender to the Issuer together with the Receivables:<br />
(a)<br />
(b)<br />
(c)<br />
(d)<br />
a first ranking fixed charge over its Borrower Accounts (nantissement de comptes), as security for<br />
the Obligor Secured Obligations of that Borrower;<br />
a Dailly law assignment by way of security (cession de créances professionelles à titre de garantie) of<br />
all its rights to and in all net rental income (including all its rights under any guarantee of net rental<br />
income contained in or relating to any Occupational Leases and any rental deposits made in<br />
connection therewith) derived from the Secured <strong>Properties</strong> belonging to it, as security for all<br />
obligations of that Borrower (as borrower and not as guarantor of any other Borrower) to the<br />
relevant Lender in respect of the relevant Commercial Mortgage Loan;<br />
a delegation (délégation) under article L.121-13 of the Insurance Code of the benefit of all Insurance<br />
Policies in respect of its Secured <strong>Properties</strong> to the extent that such Insurance Policies that may be<br />
the subject of the said provision of the Insurance Code, as security for all obligations of that<br />
Borrower (as borrower and not as guarantor of any other Borrower) to the relevant Lender in<br />
respect of the relevant Commercial Mortgage Loan;<br />
a Dailly law assignment by way of security (cession de créances professionelles à titre de garantie) of<br />
all proceeds receivable by the Borrowers under the Insurance Policies and of all related rights in<br />
respect of those Insurance Policies (in each case, to the extent assignable and excluding those the<br />
benefit of which is transferred by means of the ‘‘délégation’’ mentioned in paragraph (iii) above),<br />
as security for all obligations of that Borrower (as borrower and not as guarantor of any other<br />
Borrower) to the relevant Lender in respect of the relevant Commercial Mortgage Loan;<br />
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