Additional Mortgages. A. From and after the Closing Date, in the event that (i) any Borrower or any of its Subsidiaries acquires any Fee Property or any Material Leasehold (each a "Covered Real Property Asset") or (ii) at the time any Person becomes a Subsidiary of any Borrower, such Person owns or holds any Covered Real Property Asset, such Borrower or such Subsidiary shall, as soon as practicable after the acquisition of such Covered Real Property Asset or such Person's becoming a Subsidiary of any Borrower, as the case may be, deliver (a) fully executed counterparts of Mortgages (each an "Additional Mortgage" and collectively, the "Additional Mortgages") encumbering such Covered Real Property Asset, together with evidence that counterparts of such Additional Mortgages have been recorded in all places to the extent necessary or desirable, in the reasonable judgment of Agent, so as to effectively create a valid and enforceable first priority lien (or such other priority lien as may be specified in the applicable Additional Mortgage), subject to Permitted Encumbrances, on such Covered Real Property Asset in favor of Agent (or such other trustee as may be required or desired under local law) for the benefit of Lenders; (b) a title report obtained by Company in respect of any such Covered Real Property Asset located in the United States (a "U.S. Covered Real Property Asset"); (c) with respect to U.S. Covered Real Property Assets only, if required by Agent, an opinion of counsel (which counsel shall be reasonably satisfactory to Agent) in the state in which such U.S. Covered Real Property Asset is located with respect to the enforceability of the form of Additional Mortgage recorded in such state and such other matters as Agent may reasonably request, in form and substance reasonably satisfactory to Agent; (d) in the case of each such Covered Real Property Asset consisting of a Material Leasehold, Borrower or its Subsidiary shall use reasonable best efforts to obtain such estoppel letters from the landlord on such Material Leasehold as may be reasonably requested by Agent, in form and substance reasonably satisfactory to Agent; (e) unless waived by Agent, in the case of each such Covered Real Property Asset consisting of a Fee Property or a Material Leasehold, environmental audits prepared by professional consultants mutually acceptable to Company and Agent, in form, scope and substance satisfactory to Agent in its reasonable discretion; (f) with respect to U.S. Covered Real Prope...
Additional Mortgages. A fully executed and notarized Mortgage (an "Additional Mortgage") in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering the interest of such Credit Party in such Additional Mortgaged Property;
Additional Mortgages. With respect to any fee interest in any real property located in the United States having a value (together with improvements thereon) of at least $7,500,000 acquired after the Effective Date by the Company or any of its Domestic Subsidiaries, the Company or such Subsidiary shall promptly (and in any event within 45 days after (x) the acquisition thereof or (y) in the case of costs and expenses referred to in clause (c) below, the receipt of an invoice in respect thereof) (a) execute and deliver a first-priority and a second-priority Mortgage, in favor of the Collateral Agent, for the benefit of the holders of the Secured Obligations, covering such real property (subject to Customary Permitted Liens, Liens securing the Multi-Currency Payment Obligations and Designated Eligible Obligations as provided for in the Intercreditor Agreement and other Liens approved by the Administrative Agent), (b) if requested by the Administrative Agent, provide all Mortgage Supporting Documents relating thereto and (c) pay all costs and expenses associated with the foregoing.
Additional Mortgages. Within 30 days after the request of the Collateral Agent pursuant to Section 6.13(a)(iv) (which may be extended at the sole discretion of the Collateral Agent), each Collateral Loan Party shall deliver Mortgages (granting valid and perfected first priority Liens and security interests), together with Mortgage Instruments, with respect to each individual real property (and related improvements) with a fair market value in excess of $2,500,000 (as determined by the Company and the Collateral Agent in good faith) owned by such Collateral Loan Party, together with evidence that the casualty and other insurance (including, without limitation, flood insurance) required pursuant to the Loan Documents is in full force and effect; provided that with respect to any real property being added as Collateral, the Collateral Agent agrees that it will not request any such Mortgage unless and until it has confirmed that all flood insurance due diligence and flood insurance compliance verification has been completed and such real property may be pledged. This Section 6.13(f) will supersede Section 16(a) of Amendment No. 3 with respect to the requirements for the grant of first priority Liens and security interests in owned real property of the Collateral Loan Parties.
Additional Mortgages. (a) The Loan Parties, as appropriate, will use commercially reasonable efforts (unless waived or extended by the Collateral Agent in its discretion) to obtain, within sixty (60) days after the Effective Date, the property owners' consent to leasehold mortgage financing with respect to the properties located at 000 Xxxxxxx Xxxxxx, San Francisco, CA and 00 Xxxxxxxxx Xxxxxxxxx, Xxxxxxxxxx, XX, and if such consent is so obtained with respect to either or both of such properties, the Loan Parties, as appropriate, will use commercially reasonably efforts to deliver within thirty (30) days thereafter the following:
(i) a duly executed and acknowledged Mortgage, financing statements and other instruments meeting the requirements of Section 4.01(y)(A) hereof;
(ii) such consents, approvals, amendments, supplements, estoppels, tenant subordination agreements or other instruments as required by Section 4.01(y)(B);
(iii) a policy of title insurance meeting the requirements of Section 4.01(y)(C);
(iv) policies or certificates of insurance as required by Section 4.01(y)(D);
(v) a Survey meeting the requirements of Section 4.01(y)(E);
(vi) such affidavits, certificates, information (including financial data) and instruments of indemnification (including, without limitation, a so-called "gap" indemnification) as required by Section 4.01(y)(F);
(vii) evidence of payment of all applicable premiums, charges, costs, taxes, etc. as required by Section 4.01(y)(G);
(viii) copies of all leases or other agreements, and subordination of such, as required by Section 4.01(y)(H);
(ix) an Officers' Certificate as required by Section 4.01(y)(I); and
(x) favorable written opinions of local counsel as required by Section 4.01(c)(iv).
Additional Mortgages. With respect to any Site that is subject to a Mortgage with respect to which a Casualty has occurred, if Borrower or the applicable Credit Party elects to make a Permitted Reinvestment of the Excess Net Proceeds of such Casualty in another Site, Borrower agrees to use its commercially reasonable efforts to obtain landlord or bailee or mortgagee consents (in each case, in form reasonably satisfactory to Agent) to the extent necessary to permit the execution and delivery of a Mortgage with respect to such Site within 150 days after such Casualty and upon receipt of such landlord consent (or if no such landlord consent is required, then promptly upon request by Agent)
(i) execute and deliver or cause the applicable Subsidiary Guarantor to execute and deliver a Mortgage securing all of the Obligations in such form as Agent may reasonably require and (ii) upon recordation of the Mortgage, cause the Title Company to issue to Agent an ALTA lender’s title insurance policy with respect to the applicable real property Collateral in such form, in such amounts and with such endorsements as Agent may reasonably require, insuring that the Mortgage is in a first lien position subject only to the Permitted Exceptions.
Additional Mortgages.
9.1 The Administrators shall, in accordance with and to the extent permitted by the Mortgage Sale Agreement and this Agreement, on behalf of the Issuer and following an Additional Mortgage Request arrange for the Issuer to purchase from the Sellers in accordance with the Mortgage Sale Agreement, such Additional Mortgages as mentioned in the Additional Mortgage Request and pay from the Transaction Account the Additional Payment to the relevant Seller and in accordance with Clause 6.4.2 debit or, as the case may be, credit the appropriate ledgers.
9.2 The Administrators shall only arrange for the purchase of Additional Mortgages in accordance with Clause 9.1 if the conditions to further purchases of Additional Mortgages in the Mortgage Sale Agreement are satisfied.
9.3 If an Additional Mortgage to be purchased by the Issuer includes any Amortised Cost Adjustment Amount the Issuer shall draw down, in accordance with Condition 18, an amount equal to the relevant Amortised Cost Adjustment Amount and such Amortised Cost Adjustment Amount shall be credited to the Transaction Account. For the avoidance of doubt, no Amortised Cost Adjustment Amount shall ever be debited from the Principal Ledger or the Retained Principal Ledger.
Additional Mortgages. 4.1 With respect to each existing Mortgage entered into pursuant to the Credit Agreement, within 45 days after the Third Amendment Funding Date (or such later date as may be acceptable to the Majority Lenders in their sole discretion), the Borrower shall deliver (or cause to be delivered) to the Administrative Agent an amendment to each such Mortgage (each, a “Mortgage Amendment”) which shall increase the secured amount therein to take into account this Third Amendment (and the increase of Commitments and incurrence of Loans contemplated hereby), the additional extensions of credit contemplated hereby and shall otherwise be in form and substance reasonably acceptable to the Majority Lenders.
4.2 Notwithstanding anything in Section 8.14(a) to the contrary, the Borrower or its Subsidiaries shall, within 45 days after the Third Amendment Funding Date (or such later date as the Majority Lenders may agree) deliver additional Mortgages on the properties specified in Annex 2 hereto.
Additional Mortgages. A fully executed and notarized Mortgage (an "ADDITIONAL MORTGAGE"), in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering the interest of such Credit Party in such Additional Mortgaged Property;
Additional Mortgages. Borrowers shall execute and deliver to Agent immediately upon the acquisition in fee simple by any Borrower of any Real Property subsequent to the Closing Date a Mortgage with respect to such additional Real Property (subject to any Permitted Encumbrances), together with such title insurance policies (mortgagee's form), certified surveys, appraisals, and local counsel opinions with respect thereto and such other agreements, documents and instruments as Agent deems reasonably necessary or desirable, in form and substance satisfactory to Agent.
