Common use of Additional Mortgaged Property Clause in Contracts

Additional Mortgaged Property. In the event that Borrower, after the date hereof, acquires any fee simple interest in real property, Borrower shall, not less than thirty (30) days prior to such acquisition, notify Agent in writing thereof, which notification shall contain a description of such real property including the location and the fair market value thereof and Borrower's good faith estimation of whether and for how long it intends to own such real property. Agent may designate such real property as "ADDITIONAL MORTGAGED PROPERTY", in which case Borrower shall as promptly as possible (and in any event within sixty (60) days after such designation) deliver to Agent a fully executed Mortgage, in form and substance reasonably satisfactory to Agent, together with title insurance policies and surveys as required by this subsection 5.15. Borrower agrees that, following the taking of the actions with respect to any Additional Mortgaged Property required by the immediately preceding sentence, Agent, on behalf of Lenders, shall have a valid and enforceable first priority mortgage on the respective Additional Mortgaged Property, free and clear of all defects and encumbrances except for Permitted Encumbrances. Notwithstanding the foregoing provisions of this subdivision (A), neither "Store #133" located at 6501-0000 Xxxxxxx Xxxxx, Xxxxxxx, Xxxxxxxx, xxr "Store #317" located at 8135 Xxxxx Xxxx Xxxxx, Xx Xxxx, Xxxxx, xxall be deemed to be Additional Mortgaged Property if, but only if (i) each such store is purchased by SpinDevCo or one or more of its Affiliates as part of a sale/leaseback transaction with Borrower (as contemplated on the date hereof) not later than October 31, 1998; and (ii) no Event of Default exists prior to such purchase.

Additional Mortgaged Property. In the event that BorrowerIf any Loan Party acquires or otherwise obtains ownership of, after the Closing Date, any Real Property located in the United States having a Fair Market Value in excess of $1,500,000 (an “Additional Mortgaged Property”), then by the date hereof, acquires any fee simple interest in real property, Borrower shall, not less than thirty (30) days prior to such acquisition, notify Agent in writing thereof, which notification shall contain a description of such real property including the location and the fair market value thereof and Borrower's good faith estimation of whether and for how long it intends to own such real property. Agent may designate such real property as "ADDITIONAL MORTGAGED PROPERTY", in which case Borrower shall as promptly as possible (and in any event within that is sixty (60) days (as such time period may be extended in the Agent’s reasonable discretion) after the acquisition of any Additional Mortgaged Property following the Closing Date and a request from the Agent sent in writing to the Borrower Representative after the acquisition of such designation) Additional Mortgaged Property, the Loan Parties shall, deliver to the Agent, with respect to such Additional Mortgaged Property, as applicable: (i) a Mortgage with respect to each Additional Mortgaged Property, together with evidence each such Mortgage has been duly executed, acknowledged and delivered by a duly authorized officer of each Loan Party party thereto on or before such date in a form suitable for filing and recording in all appropriate local filing or recording offices that the Agent may deem reasonably necessary or desirable in order to create a valid and subsisting perfected Lien on the property described therein in favor of the Agent for the benefit of the Secured Parties, subject only to Permitted Encumbrances, and that all filing and recording taxes and fees have been paid or otherwise provided for in a manner reasonably satisfactory to the Agent; provided that to the extent any property to be subject to a Mortgage is located in a jurisdiction that imposes mortgage recording taxes, intangibles tax, documentary tax or similar recording fees or taxes, the relevant Mortgage shall not secure an amount in excess of 110% of the Fair Market Value of such property subject thereto per the most recent appraisal; (ii) unless waived in writing by the Agent, fully executed Mortgage, paid American Land Title Association or equivalent lender’s title insurance policies or marked up unconditional binder for such insurance (the “Mortgage Policies”) in form and substance reasonably satisfactory to requested by the Agent, together with title insurance policies and surveys as required endorsements reasonably requested by this subsection 5.15. Borrower agrees thatthe Agent, following in amounts reasonably acceptable to the taking Agent (not to exceed 110% of the actions with respect to any Fair Market Value of the Additional Mortgaged Property required by the immediately preceding sentence, Agent, on behalf of Lenders, shall have a valid covered thereby and enforceable first priority mortgage on the respective Additional Mortgaged Property, free and clear of all defects and encumbrances except for Permitted Encumbrances. Notwithstanding the foregoing provisions of this subdivision (Asubject to any tie-in coverage available), neither "Store #133" located at 6501-0000 Xxxxxxx Xxxxxissued, Xxxxxxx, Xxxxxxxx, xxr "Store #317" located at 8135 Xxxxx Xxxx Xxxxx, Xx Xxxx, Xxxxx, xxall be deemed coinsured and reinsured by title insurers reasonably acceptable to be Additional Mortgaged Property if, but only if (i) each such store is purchased by SpinDevCo or one or more of its Affiliates as part of a sale/leaseback transaction with Borrower (as contemplated on the date hereof) not later than October 31, 1998; and (ii) no Event of Default exists prior to such purchase.Agent per the most recent appraisal;

Additional Mortgaged Property. In The Agent may from time to time designate real property or leasehold interests of the event that Borrower, the Parent or any Subsidiary (including without limitation or in addition, if permitted under the Bond Documents, the interests of the Borrower, Parent or any Subsidiary in the property located in Manning, South Carolina that as of the Closing Date is owned by Asset Holdings Corporation IX) after the date hereof, acquires any fee simple interest in real property, Borrower shall, not less than thirty (30) days prior to such acquisition, notify Agent in writing thereof, which notification shall contain a description of such real property including the location and the fair market value thereof and Borrower's good faith estimation of whether and for how long it intends to own such real property. Agent may designate such real property hereof as "ADDITIONAL MORTGAGED PROPERTYAdditional Mortgaged Property", in which case the Borrower or the Parent, whichever applicable, shall, or shall cause the applicable Subsidiary, as promptly as possible (and in any event within sixty (60) days after such designation) deliver to the Agent a fully executed Mortgage, in form and substance reasonably satisfactory to Agent, the Agent together with title insurance policies policies, surveys, appraisals, environmental reports and surveys as other documentation required by this subsection 5.15Section 10.10, provided, however, that the Agent may only designate real property or leasehold interests as Additional Mortgaged Property if the fair market value of the real property or leasehold interest is equal to or greater than Five Hundred Thousand Dollars ($500,000) except such limitation shall not restrict the Agent, if permitted under the Bond Documents, from designating the interests of the Borrower, Parent or any Subsidiary in the property located in Manning, South Carolina that as of the Closing Date is owned by Asset Holdings Corporation IX as Additional Mortgaged Property. The Borrower agrees that, following the taking of the actions with respect to any Additional Mortgaged Property required by the immediately preceding sentence, Agent, on behalf of Lenders, the Agent shall have a valid and enforceable first priority mortgage on the respective Additional Mortgaged Property, free and clear of all defects and encumbrances except for Permitted Encumbrances. Notwithstanding the foregoing provisions of this subdivision (A), neither "Store #133" located at 6501-0000 Xxxxxxx Xxxxx, Xxxxxxx, Xxxxxxxx, xxr "Store #317" located at 8135 Xxxxx Xxxx Xxxxx, Xx Xxxx, Xxxxx, xxall be deemed to be Additional Mortgaged Property if, but only if (i) each such store is purchased as permitted by SpinDevCo or one or more of its Affiliates as part of a sale/leaseback transaction with Borrower (as contemplated on the date hereof) not later than October 31, 1998; and (ii) no Event of Default exists prior to such purchaseSection 11.2.

Additional Mortgaged Property. In the event that BorrowerIf any Loan Party acquires or otherwise obtains ownership of, after the Closing Date, any Real Property located in the United States having a Fair Market Value in excess of $1,500,000 (an “Additional Mortgaged Property”), then by the date hereof, acquires any fee simple interest in real property, Borrower shall, not less than thirty (30) days prior to such acquisition, notify Agent in writing thereof, which notification shall contain a description of such real property including the location and the fair market value thereof and Borrower's good faith estimation of whether and for how long it intends to own such real property. Agent may designate such real property as "ADDITIONAL MORTGAGED PROPERTY", in which case Borrower shall as promptly as possible (and in any event within that is sixty (60) days (as such time period may be extended in the Agent’s reasonable discretion) after the acquisition of any Additional Mortgaged Property following the Closing Date and a request from the Agent sent in writing to the Borrower Representative after the acquisition of such designation) Additional Mortgaged Property, the Loan Parties shall, deliver to the Agent, with respect to such Additional Mortgaged Property, as applicable: (i) a Mortgage with respect to each Additional Mortgaged Property, together with evidence each such Mortgage has been duly executed, acknowledged and delivered by a duly authorized officer of each Loan Party party thereto on or before such date in a form suitable for filing and recording in all appropriate local filing or recording offices that the Agent may deem reasonably necessary or desirable in order to create a valid and subsisting perfected Lien on the property described therein in favor of the Agent for the benefit of the Secured Parties, subject only to Permitted Encumbrances, and that all filing and recording taxes and fees have been paid or otherwise provided for in a manner reasonably satisfactory to the Agent; provided that to the extent any property to be subject to a Mortgage is located in a jurisdiction that imposes mortgage recording taxes, intangibles tax, documentary tax or similar recording fees or taxes, the relevant Mortgage shall not secure an amount in excess of 110% of the Fair Market Value of such property subject thereto per the most recent appraisal; (ii) unless waived in writing by the Agent, fully executed Mortgagepaid American Land Title Association or equivalent lender’s title insurance policies or marked up unconditional binder for such insurance (the “Mortgage Policies”) in form and substance reasonably requested by the Agent, with endorsements reasonably requested by the Agent, in amounts reasonably acceptable to the Agent (not to exceed 110% of the Fair Market Value of the Additional Mortgaged Property covered thereby and subject to any tie-in coverage available), issued, coinsured and reinsured by title insurers reasonably acceptable to the Agent per the most recent appraisal; (iii) American Land Title Association/American Congress on Surveying and Mapping form surveys, for which all necessary fees (where applicable) have been paid, certified to the Agent and the issuer of the Mortgage Policies in a manner reasonably satisfactory to the Agent by a land surveyor duly registered and licensed in the state in which the property described in such surveys is located and reasonably acceptable to the Agent; provided that new or updated surveys will not be required if an existing survey, ExpressMap or other similar documentation is available and is sufficient for the title company issuing such Mortgage Policy to remove the general survey exception and issue the survey related endorsements without the need for such new or updated surveys; (iv) customary opinions of local counsel to the Loan Parties in jurisdictions in which the Additional Mortgaged Property is located, with respect to the enforceability and perfection of the Mortgages and, if applicable any related fixture filings, in form and substance reasonably satisfactory to the Agent; (v) customary opinions of counsel to the Loan Parties in the states in which the Loan Parties party to the Mortgages are organized or formed, together with title insurance policies and surveys as required by this subsection 5.15. Borrower agrees that, following the taking of the actions with respect to any Additional Mortgaged Property required by the immediately preceding sentencevalid existence, corporate power and authority of such Loan Parties in the granting of the Mortgages, in form and substance reasonably satisfactory to the Agent, on behalf of Lenders, shall have a valid and enforceable first priority mortgage on the respective ; (vi) with respect to each Additional Mortgaged Property, free a “Life-of Loan” Federal Emergency Management Agency Standard Flood Hazard Determination in form and clear substance reasonably satisfactory to the Agent, and if required, satisfaction of the requirements of Section 5.21; (vii) evidence that all defects other actions reasonably requested by the Agent, that are necessary in order to create valid and encumbrances except for Permitted Encumbrances. Notwithstanding subsisting Liens on the foregoing provisions property described in the Mortgage, have been taken; and (viii) evidence that all documented and invoiced fees, costs and expenses have been paid in connection with the preparation, execution, filing and recordation of the Mortgages, including reasonable attorneys’ fees, filing and recording fees, title insurance company coordination fees, documentary stamp, mortgage and intangible taxes and title search charges and other charges incurred in connection with the recordation of the Mortgages and the other matters described in this subdivision (A), neither "Store #133" located at 6501-0000 Xxxxxxx Xxxxx, Xxxxxxx, Xxxxxxxx, xxr "Store #317" located at 8135 Xxxxx Xxxx Xxxxx, Xx Xxxx, Xxxxx, xxall be deemed Section 5.15 and as otherwise required to be Additional Mortgaged Property if, but only if (i) each such store is purchased by SpinDevCo or one or more of its Affiliates as part of a sale/leaseback transaction with Borrower (as contemplated on the date hereof) not later than October 31, 1998; and (ii) no Event of Default exists prior to such purchasepaid under this Agreement.