ADDITIONAL ASSIGNEE OBLIGATIONS Sample Clauses
ADDITIONAL ASSIGNEE OBLIGATIONS. Simultaneously with the execution and delivery hereof, Assignee shall cause each of the following to be delivered to Landlord, each of which shall be satisfactory in form and substance to Landlord:
(a) A security agreement with respect to all tangible personal property owned or used by Assignee and used in connection with the operation of the Properties, such security agreement
(b) Such financing statements as Landlord may reasonably require;
(c) An assignment and security agreement with respect to the FF&E Reserve, such assignment and security agreement to create a first lien in the FF&E Reserve (the "FF&E PLEDGE");
(d) A stock pledge agreement with respect to all of the issued and outstanding stock of Assignee, together with such stock and a stock power in blank, each executed and delivered by Prime, such stock pledge and security agreement to create a first lien and security interest in such shares (the "STOCK PLEDGE");
(e) A subordination agreement from Prime for the benefit of, and in form and substance satisfactory to, Landlord (the "SUBORDINATION AGREEMENT");
(f) A Deposit Account Control Agreement in form and substance satisfactory to the Landlord executed and delivered by Assignee and the bank at which the FF&E Reserve is maintained;
(g) An opinion of Will▇▇▇ ▇▇▇▇ & ▇all▇▇▇▇▇ ▇▇▇h respect to the bankruptcy remoteness of Assignee and the due execution, delivery and enforceability of this Agreement and the other instruments and documents executed in connection herewith by and against Assignee and Prime;
(h) Evidence regarding the due transfer of any liquor and other licenses from Assignor to Assignee or, if any such transfer is still pending, other evidence and assurances that the operations of the Properties and the values thereof will not be adversely affected by reason of the pendency of such transfer;
(i) Insurance Certificates evidencing that the insurance required under the Lease is in full force and effect;
(j) Copies of all management agreements affecting the Properties not previously delivered to Landlord;
(k) Tax lien and judgment searches with respect to Assignee and Prime satisfactory to Landlord;
(l) Copies of Assignee's Charter or Certificate of Incorporation, certified by the Secretary of State of the state of its incorporation;
(m) Evidence of the due execution and delivery hereof and the documents executed in connection hereunder by Assignee and Prime (including certified by-laws and incumbency certificates);
(n) Evidence that Assig...
