Common use of Additional Mortgages, Etc Clause in Contracts

Additional Mortgages, Etc. From and after the Effective Date, in the event that (i) Parent or any Subsidiary Guarantor acquires any Material Real Property or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property or any Material Leasehold Property, excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s or senior lienholder’s consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion), as the case may be, (A) 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 Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if such Additional Mortgaged Property were a 2023 Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lenders.

Additional Mortgages, Etc. From and after (a) With respect to any Acquired Property, on or before the Effective Date, in the event that date of Loan being utilized to acquire such property (i) Parent execute and deliver to the Lender such Mortgages or any Subsidiary Guarantor acquires any Material Real Property or any Material Leasehold Property or such other documents (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property or any Material Leasehold Property, excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent and its Restricted Subsidiaries have attempted in good faith, but are unableincluding, to obtain such lessor’s or senior lienholder’s consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”extent required by the Lender, opinions of counsel), Parent or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion), as the case may be, (A) 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 Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if such Additional Mortgaged Property were a 2023 Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) Lender, as the Parent’s Lender reasonably deems necessary or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as advisable to the fact that grant to the Lender a first priority mortgage or deed of trust Lien on such Additional Mortgaged Property is a Flood Hazard Propertyproperty, subject only to Permitted Liens, (yii) record such Mortgage and take all other actions necessary or advisable to grant to the Lender a perfected first priority security interest in such property, including the filing of Uniform Commercial Code financing statements in such jurisdictions as to whether may be reasonably required by the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof Mortgages or by law or as may be requested by the Administrative Agent Lender, and (iii) deliver to the LendersLender: (A) an ALTA Lender’s title policy dated as of the date and time of recording such Mortgage, insuring the first lien priority of such Mortgage and reflecting only such title exceptions as are acceptable to the Lender, together with all endorsements reasonably requested by the Lender; (B) satisfactory flood certificates with respect to such Mortgaged Property; and (iiC) copies evidence of insurance policies or certificates of insurance for such Mortgaged Property as required by Section 6.05 and the applicable Mortgage. (b) Upon the request of the Parent Borrowing Agent, any Mortgaged Property as to which the requirements of Section 6.09(a) have been satisfied may be included in the Borrowing Base upon receipt by the Lender of (A) a Borrowing Base Certificate giving effect to the inclusion of such Mortgaged Property, and (B) an Acceptable Appraisal. (c) Furthermore, the Borrowers shall cause to be delivered to the Lender such opinions of counsel, title insurance (and endorsements thereto), appraisals, and other reports, certificates and documents as may be requested by the Lender with respect to any Mortgaged Property, including, if the Lender determines that it is required by law or Subsidiary Guarantor evidencing flood insurance reasonably regulation to have appraisals prepared in respect of any real property, appraisals which satisfy the applicable requirements of the Real Estate Appraisal Reform Amendments of the Financial Institution Reform, Recovery and Enforcement Act of 1989 and which shall be in form and substance satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the LendersLender.

Additional Mortgages, Etc. From and after the Effective Second Restatement Date, in the event that (i) Parent or any Subsidiary Guarantor acquires any Material Real Property or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property or any Material Leasehold Property, excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s or senior lienholder’s consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) 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 Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Second Restatement Date if such Additional Mortgaged Property were a 2023 Second Restatement Date Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, Agent and (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lendersthereto.

Additional Mortgages, Etc. From and after the Effective Date, in the event that (i) Parent Company or any Subsidiary Guarantor acquires any Material Real Property fee interest in real property with a value of more than $1,500,000 or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, excluding in the case of clause (ii) above excluding any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor (including any third party master lessor) or then-existing senior lienholder, where Parent Company and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s or senior lienholder’s consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent Company or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) a fully executed and notarized Mortgage (an “Additional Mortgage,” and together with all such Mortgages, the “Additional Mortgages”), in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; , and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date or prior thereto under the Existing Credit Agreement if such Additional Mortgaged Property were a 2023 an Existing Mortgaged Property or that may otherwise be reasonably required by Administrative Agent or Collateral Agent; provided, (B) however, that notwithstanding anything to the contrary in the case of any such Material Leasehold Propertyforegoing, Company and its Subsidiaries shall be deemed to be in compliance with this subsection 6.9A if a Parent they perform the obligations under this subsection 6.9A on or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory prior to the next succeeding date on which financial statements are required to be delivered by Company to Administrative Agent prior pursuant to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and clause (ii) copies or (iii) of insurance policies or certificates subsection 6.1, so long as the fair market value of insurance all real property for which performance under subsection 6.9A has not been made, when added to the aggregate value of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to assets of all Subsidiaries for which performance under subsection 6.8 has not been made, does not exceed $10,000,000 in the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lendersaggregate at any time.

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that if (i) Parent Borrower or any Subsidiary Guarantor acquires any Material Real Property fee interest in real property or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, in either case excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Borrower and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s 's or senior lienholder’s 's consent after use of their best efforts (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”"ADDITIONAL MORTGAGED PROPERTY"), Parent Borrower or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) a fully executed and notarized Mortgage (an “Additional Mortgage”"ADDITIONAL MORTGAGE"), in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Closing Date if such Additional Mortgaged Property were a 2023 Closing Date Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in each case in form and substance satisfactory to Administrative Agent, except that in the case of any such Material an Additional Mortgaged Property consisting of a Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) evidence that such Leasehold Property is a Recorded Leasehold Interest shall also be required and with respect to any Flood Hazard Propertyall Additional Mortgaged Properties a survey, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification which must contain a certification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating surveyor in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies form of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the LendersEXHIBIT XIX attached hereto.

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that (i) Parent Company or any Subsidiary Guarantor acquires any Material Real Property or any Material Leasehold Property fee interest in real property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property, (a) in each case, reasonably determined by Administrative Agent to be of material value as Collateral or any Material Leasehold Propertyof a material importance to the operations of Company and its Subsidiaries, excluding and (b) in the case of clause (ii) above ), excluding any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Company and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s or senior lienholder’s consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent Company or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) 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 Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Closing Date if such Additional Mortgaged Property were a 2023 Closing Date Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lenders.

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that if (i) Parent Borrower or any Restricted Subsidiary Guarantor acquires any Material any, or a Real Property Asset becomes a, Material Fee Property or any a Material Leasehold Property (including as a result of the exercise of a Real Estate Option), or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, excluding in (X) Borrower shall, or shall cause the case applicable Restricted Subsidiary to, deliver to Administrative Agent those reports and certificates described under subsection B of clause (ii) above Schedule 6.15 annexed hereto with respect to any such mixed property asset Material Fee Property or Material Leasehold Property (to the extent not previously delivered) and (Y) in either case excluding any such Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Borrower and its Restricted Subsidiaries have attempted in good faith, but are unable, unable to obtain such lessor’s or senior lienholder’s consent after using commercially reasonable efforts (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent Borrower or such Subsidiary Guarantor shall deliver to Administrative 115 Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, all of the items required to be delivered in connection with the Closing Date Mortgages (A) a fully executed and notarized Mortgage (an “Additional Mortgage”to the extent not previously delivered). Notwithstanding the foregoing, in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if such Additional Mortgaged Property were a 2023 Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect this subsection 6.9B shall not apply to any Flood Hazard Property, in each in case in form and substance satisfactory Real Estate Asset to the extent Administrative Agent prior has determined in its sole discretion that the collateral value thereof is insufficient to filing any such Additional Mortgage: (i) justify the Parent’s or Subsidiary Guarantor’s written acknowledgment difficulty, time and/or expense of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is obtaining a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program Lien and/or title and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of extended title insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lendersthereon.

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that (i) Parent Company or any Subsidiary Guarantor which is a Significant Subsidiary acquires any Material fee interest in any Real Property Asset or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary GuarantorGuarantor which is a Significant Subsidiary, such Person holds or owns or holds any Material fee interest in any Real Property Asset or any Material leasehold interest in any Leasehold Property, in either case excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset or Leasehold Property the encumbrancing of which is prohibited by regulatory restrictions applicable to such Subsidiary Guarantor or which requires the consent of any applicable lessor or (in the case of clause (ii) above) then-existing senior lienholder, where Parent Company and its Restricted Subsidiaries have attempted in good faith, but are unable, unable to obtain such lessor’s 's or senior lienholder’s 's consent (any such non-excluded mixed property asset or Real Property Asset or Leasehold Property described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”"ADDITIONAL MORTGAGED PROPERTY"), Parent Company or such Subsidiary Guarantor shall promptly notify Facility Manager of the acquisition of such Additional Mortgaged Property or such Subsidiary Guarantor and, upon request, of Facility Manager, shall deliver to Administrative AgentFacility Manager, as soon as practicable after such Person acquires such thereafter, the following: (i) Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion), as the case may be, (A) a Mortgage. A fully executed and notarized Mortgage (an “Additional Mortgage”"ADDITIONAL MORTGAGE"), in proper form for recording duly recorded in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if such Additional Mortgaged Property were a 2023 Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lenders.;

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that (i) Parent Company or any Subsidiary Guarantor acquires any Material Real Property fee interest in real property on which an antenna or tower is located or with a fair market value in excess of $1,000,000 or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property such fee interest in real property or any Material Leasehold Property, excluding in the case of clause (ii) above excluding any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Company and its Restricted Subsidiaries have attempted in good faithfaith using best efforts, but are unable, to obtain such lessor’s 's or senior lienholder’s 's consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”"ADDITIONAL MORTGAGED PROPERTY"), Parent Company or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) a fully executed and notarized Mortgage (an “Additional Mortgage”"ADDITIONAL MORTGAGE"), in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if such Additional Mortgaged Property were a 2023 Post-Closing Date Mortgaged Property or that may otherwise be reasonably required by Administrative Agent; provided however, (B) in that notwithstanding the case of foregoing, Company and any such Material Leasehold Property, if a Parent or any Restricted Subsidiary Guarantor shall not be required to comply with the provisions of this subsection 6.9 prior to the time at which compliance is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) required with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Post-Closing Date Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the LendersProperties under subsection 6.12.

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that (i) Parent Company or any Subsidiary Guarantor acquires any Material Real Property fee interest in real property or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, in either case excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Company and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s or senior lienholder’s consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent Company or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) 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 Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications documents and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Closing Date if such Additional Mortgaged Property were a 2023 Closing Date Mortgaged Property, together with, in the case of a Material Leasehold Property, a Landlord Consent and Estoppel (except in cases where Company and its Subsidiaries have attempted in good faith, but are unable, to obtain such Landlord Consent and Estoppel) and evidence that such Leasehold Property is a Recorded Leasehold Interest, or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lenders.

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that (i) Parent or any Subsidiary Guarantor Loan Party acquires any Material Real Property fee interest in real property or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, in either case excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Company and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s 's or senior lienholder’s 's consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “"Additional Mortgaged Property”"), Parent Company or such Subsidiary Guarantor other Loan Party shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) a fully executed and notarized Mortgage (an “"Additional Mortgage”"), in proper form for recording duly recorded in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Closing Date if such Additional Mortgaged Property were a 2023 Closing Date Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) including, without limitation, in the case of any such Additional Mortgaged Property consisting of a Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, (a) a Landlord Consent and Estoppel with respect thereto and (Cb) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact evidence that such Additional Mortgaged Material Leasehold Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the LendersRecorded Leasehold Interest.

Additional Mortgages, Etc. From and after the Effective Closing Date, at the request of Administrative Agent in its discretion, in the event that (i) Parent Borrower or any Subsidiary Guarantor acquires any Material Real Property fee interest in material real property or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in material real property or any Material Leasehold Property, in either case excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or (in the case of clause (ii) above) then-existing senior lienholder, where Parent any or all of Borrower and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s 's or senior lienholder’s 's consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”"ADDITIONAL MORTGAGED PROPERTY"), Parent Borrower or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) a fully executed and notarized Mortgage (an “Additional Mortgage”"ADDITIONAL MORTGAGE"), in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Credit Party in such Additional Mortgaged Property; and such Leasehold Collateral Assignments, Leasehold Consent and Estoppels, opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if such Additional Mortgaged Property were a 2023 Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lenders.

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that (i) Parent Company or any Subsidiary Guarantor acquires any Material Real Property fee interest or freehold interest in real property or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest or freehold interest in real property or any Material Leasehold Property, excluding in the case of clause (ii) above above, excluding any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Company and its Restricted Subsidiaries have attempted in good faith, but are unable, unable to obtain such lessor’s 's or senior lienholder’s 's consent (any such non-non- excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “"Additional Mortgaged Property”"), Parent Company or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) a fully executed and and, where applicable, notarized Mortgage (an “"Additional Mortgage”"), in proper form for recording duly recorded or registered in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; and such opinions, appraisalappraisals, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if such Additional Mortgaged Property were (y) a 2023 Post-Closing Date Mortgaged Property in the case of an Additional Mortgaged Property located in any jurisdiction other than the United Kingdom and (z) the U.K. Subsidiary Mortgaged Property in the case of an Additional Mortgaged Property located in the United Kingdom, or in each case that may otherwise be reasonably required by Administrative Agent. Company will, and will cause each applicable Subsidiary to cause any Additional Mortgaged Property located in Canada not to be designated or listed for regulation by any conservation authority under the Conservation Authorities Act (BOntario) in the case of any such Material Leasehold Property(or, if a Parent designated or any Restricted 126 listed, Company will, and will cause each applicable Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that cause such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each comply with such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lendersregulations).

Additional Mortgages, Etc. From and after the Effective Date, in the event that (i) Parent (x) Company or any Subsidiary Guarantor acquires any fee interest in real property with a value of more than $1,500,000 or any Material Real Leasehold Property or (y) any fee interest in real property or leasehold interest previously acquired by Company or any Subsidiary Guarantor and not included in the prior clause (x) has a book value of more than $1,500,000 or becomes a Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, excluding in the case of clause (ii) above excluding any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor (including any third party master lessor) or then-existing senior lienholder, where Parent Company and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s or senior lienholder’s consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent Company or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) a fully executed and notarized Mortgage (an “Additional Mortgage,” and together with all such Mortgages, the “Additional Mortgages”), in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; , and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date or prior thereto under the Existing Credit Agreement if such Additional Mortgaged Property were a 2023 an Existing Mortgaged Property or that may otherwise be reasonably required by Administrative Agent or Collateral Agent; provided, (B) however, that notwithstanding anything to the contrary in the case of any such Material Leasehold Propertyforegoing, Company and its Subsidiaries shall be deemed to be in compliance with this subsection 6.9A if a Parent they perform the obligations under this subsection 6.9A on or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory prior to the next succeeding date on which financial statements are required to be delivered by Company to Administrative Agent prior pursuant to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and clause (ii) copies or (iii) of insurance policies or certificates subsection 6.1, so long as the fair market value of insurance all real property for which performance under subsection 6.9A has not been made, when added to the aggregate value of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to assets of all Subsidiaries for which performance under subsection 6.8 has not been made, does not exceed $10,000,000 in the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lendersaggregate at any time.

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that (i) Parent Company or any Subsidiary Guarantor acquires any Material Real Property fee interest in real property (including any such fee property that is part of the Like-Kind Exchange Assets) or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, in either case excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset (other than any asset that is part of the Like-Kind Exchange Assets) the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Company and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s or senior lienholder’s consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent Company or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) 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 Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications documents and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Closing Date if such Additional Mortgaged Property were a 2023 Closing Date Mortgaged Property, together with, in the case of a Material Leasehold Property, a Landlord Consent and Estoppel (except in cases where Company and its Subsidiaries have attempted in good faith, but are unable, to obtain such Landlord Consent and Estoppel) and evidence that such Leasehold Property is a Recorded Leasehold Interest, or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lenders.

Additional Mortgages, Etc. From and after the Effective Date, in the event that (i) Parent or any Subsidiary Guarantor Loan Party acquires any Material Real Property fee interest in real property or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, in either case excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Borrower and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s or senior lienholder’s consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent Borrower or such Subsidiary Guarantor other Loan Party shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) a fully executed and notarized Mortgage (an “Additional Mortgage”), in proper form for recording duly recorded in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if such Additional Mortgaged Property were a 2023 Closing Date Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) including, without limitation, in the case of any such Additional Mortgaged Property consisting of a Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, (a) a Landlord Consent and Estoppel with respect thereto and (Cb) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact evidence that such Additional Mortgaged Material Leasehold Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the LendersRecorded Leasehold Interest.

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that (i) Parent any Offshore Guarantor, any Borrower or any Subsidiary Guarantor acquires any Material Real Property fee interest in real property or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor or Offshore Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, excluding in the case of clause (ii) above excluding any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or (in the case of clause (ii) above) then-existing senior lienholder, where Parent Holdings and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s 's or senior lienholder’s 's consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”"ADDITIONAL MORTGAGED PROPERTY"), Parent Company, such other Borrower, such Offshore Borrower or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) a fully executed and notarized Mortgage (an “Additional Mortgage”"ADDITIONAL MORTGAGE"), in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if such Additional Mortgaged Property were a 2023 Mortgaged Property or that may otherwise be reasonably required by Administrative Agent; provided, (B) in the case of however, that any such Material Leasehold Property, if a Parent Mortgage delivered by Offshore Borrower or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to Offshore Guarantor shall only secure the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the LendersOffshore Obligations.

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that (i) Parent any Loan Party acquires any fee or freehold interest in real property or any Subsidiary Guarantor acquires any Material Real Property or any Material Leasehold Property with a fair market value in excess of $1,000,000 (unless otherwise permitted by Agent in its reasonable discretion) or (ii) at the time any Person becomes a Subsidiary GuarantorLoan Party, such Person owns or holds any Material Real Property fee or freehold interest in real property or any Material Leasehold PropertyProperty with a fair market value in excess of $1,000,000, excluding in the case of clause (ii) above above, excluding any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Borrower and its Restricted Subsidiaries have attempted in good faith, but are unable, unable to obtain such lessor’s 's or senior lienholder’s 's consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “"Additional Mortgaged Property”"), Parent or such Subsidiary Guarantor Loan Party shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Loan Party, as the case may be, (A) a fully executed and notarized Mortgage (an “"Additional Mortgage”"), in proper form for recording duly recorded in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Closing Date if such Additional Mortgaged Property were a 2023 Closing Date Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lenders.

Additional Mortgages, Etc. From and after the Restatement Effective Date, in the event that if (i) Parent Borrower or any Restricted Subsidiary Guarantor acquires any Material any, or a Real Property Asset becomes a, Material Fee Property or any a Material Leasehold Property (including as a result of the exercise of a Real Estate Option), or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, excluding in (X) Borrower shall, or shall cause the case applicable Restricted Subsidiary to, deliver to Administrative Agent those reports and certificates described under subsection B of clause (ii) above Schedule 6.15 annexed hereto with respect to any such mixed property asset Material Fee Property or Material Leasehold Property (to the extent not previously delivered) and (Y) in either case excluding any such Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Borrower and its Restricted Subsidiaries have attempted in good faith, but are unable, unable to obtain such lessor’s or senior lienholder’s consent after using commercially reasonable efforts (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent Borrower or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, all of the items required to be delivered in connection with the Existing Mortgages (A) a fully executed and notarized Mortgage (an “Additional Mortgage”to the extent not previously delivered). Notwithstanding the foregoing, in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if such Additional Mortgaged Property were a 2023 Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect this subsection 6.9B shall not apply to any Flood Hazard Property, in each in case in form and substance satisfactory Real Property Asset to the extent Administrative Agent prior has determined in its sole discretion that the collateral value thereof is insufficient to filing any such Additional Mortgage: (i) justify the Parent’s or Subsidiary Guarantor’s written acknowledgment difficulty, time and/or expense of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is obtaining a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program Lien and/or title and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of extended title insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lendersthereon.

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that if (i) Parent Borrower or any Subsidiary Guarantor acquires any fee interest in Material Real Property or any Material Leasehold Property Property; or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any fee interest in Material Real Property or any Material Leasehold Property, excluding in the case of clause (ii) above excluding any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Borrower and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s or senior lienholder’s consent after use of their best efforts (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent Borrower or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) 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 Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications Survey and evidence of flood insurance (if required), environmental reports that either would have been delivered on the Effective Closing Date if such Additional Mortgaged Property were a 2023 Closing Date Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case case, in form and substance satisfactory to Administrative Agent. Borrower further covenants and agrees that the Administrative Agent prior to filing fair market value of all fee interests in real property owned or acquired by Borrower or any such Additional Mortgage: (i) Subsidiary Guarantor that are not included within the Parent’s or Subsidiary Guarantor’s written acknowledgment definitions of receipt of written notification from the Administrative Agent (x) as to the fact that such “Material Real Property” and “Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating ” shall not exceed $5,000,000 in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lendersaggregate.

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that (i) Parent any Borrower or any Subsidiary Guarantor acquires any Material Real Property or any Material Leasehold Property fee interest in real property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property or any Material Leasehold Propertyfee interest in real property, excluding in the case of clause (ii) above excluding any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent (in the case of any applicable lessor or clause (ii) above) of the then-existing senior lienholder, where Parent Borrowers and its Restricted their Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s or senior lienholder’s 's consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”"ADDITIONAL MORTGAGED PROPERTY"), Parent such Borrower or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) a fully executed and notarized Mortgage (an “Additional Mortgage”"ADDITIONAL MORTGAGE"), in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Closing Date if such Additional Mortgaged Property were a 2023 Closing Date Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lenders.

Additional Mortgages, Etc. From and after the Effective Date, in the event that if (i) Parent Borrower or any Subsidiary Guarantor acquires any Material Real Property fee interest in real property or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, in either case excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Borrower and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s 's or senior lienholder’s 's consent after use of their best efforts (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “"Additional Mortgaged Property”"), Parent Borrower or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) 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 Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if such Additional Mortgaged Property were a 2023 New Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in each case in form and substance satisfactory to Administrative Agent, except that in the case of any such Material an Additional Mortgaged Property consisting of a Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) evidence that such Leasehold Property is a Recorded Leasehold Interest shall also be required and with respect to any Flood Hazard Propertyall Additional Mortgaged Properties a survey, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification which must contain a certification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating surveyor in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies form of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the LendersExhibit XIX attached hereto.

Additional Mortgages, Etc. From and after the Effective Closing Date, in the event that (i) Parent any Loan Party acquires any fee or leasehold interest in real property or any Subsidiary Guarantor acquires any Material Real Property or any Material Leasehold Property (unless otherwise permitted by Collateral Agent in its reasonable discretion) or (ii) at the time any Person becomes a Subsidiary GuarantorLoan Party, such Person owns or holds any Material Real Property fee or leasehold interest in real property or any Material Leasehold Property, excluding in the case of clause (ii) above above, excluding any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Company and its Restricted Subsidiaries have attempted in good faith, but are unable, unable to obtain such lessor’s 's or senior lienholder’s 's consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause clauses (i) or (ii) being an “Additional Mortgaged Property”"ADDITIONAL MORTGAGED PROPERTY"), Parent or such Subsidiary Guarantor Loan Party shall deliver to Administrative Collateral Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Loan Party, as the case may be, (A) a fully executed and notarized Mortgage (an “Additional Mortgage”"ADDITIONAL MORTGAGE"), in proper form for recording to be duly recorded in all appropriate places in all applicable jurisdictions, encumbering the interest of such Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that may be reasonably required by Collateral Agent that would have been delivered on the Effective Closing Date if such Additional Mortgaged Property were a 2023 Closing Date Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lenders.

Additional Mortgages, Etc. From and after the Amendment No. 3 Effective Date, in the event that (i) Parent or any Subsidiary Guarantor acquires any Material Real Property or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property or any Material Leasehold Property, excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s or senior lienholder’s consent (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) 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 Loan Party in such Additional Mortgaged Property; and such opinions, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Amendment No. 3 Effective Date if such Additional Mortgaged Property were a 2023 Amendment No. 3 Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, Agent and (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lendersthereto.

Additional Mortgages, Etc. From and after the RestatementFourth Amendment Effective Date, in the event that if (i) Parent Borrower or any Restricted Subsidiary Guarantor acquires any Material any, or a Real Property Asset becomes a, Material Fee Property or any a Material Leasehold Property (including as a result of the exercise of a Real Estate Option), or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, excluding in (X) Borrower shall, or shall cause the case applicable Restricted Subsidiary to, deliver to Administrative Agent those reports and certificates described under subsection B of clause (ii) above Schedule 6.15 annexed hereto with respect to any such mixed property asset Material Fee Property or Material Leasehold Property (to the extent not previously delivered) and (Y) in either case excluding any such Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Borrower and its Restricted Subsidiaries have attempted in good faith, but are unable, unable to obtain such lessor’s or senior lienholder’s consent after using commercially reasonable efforts (any such non-excludednon excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent Borrower or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) a fully all of the items required to befully executed and notarized Mortgage (an “Additional Mortgage”), Mortgages with respect thereto in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering title insurance policies materially consistent with the interest of Existing Title Policies (with such Loan Party in such Additional Mortgaged Propertyendorsements and affirmative insurance as Administrative Agent may reasonably request; and such opinionsprovided that, appraisal, documents, title insurance, flood hazard certifications and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if as to any such Additional Mortgaged Property were a 2023 Mortgaged Property that at the time of acquisition by the Borrower or such Subsidiary Guarantor is either then currently under material construction or that may has otherwise recently completed material construction but for which inchoate mechanics liens related thereto that are not then time-barred if not otherwise filed of record, the Borrower or such Guarantor, as applicable, shall not be reasonably required by Administrative Agentobligated to provide any indemnities to a Title Company to induce such Title Company to insure against, (B) in or delete the case of any such Material Leasehold Propertyexception to coverage for, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable effortsloss arising from inchoate mechanics liens, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to so long as the Administrative Agent prior to filing any such Additional Mortgage: (i) Lien on the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Propertyshall at all times be First Priority; provided, further however, that the Borrower shall use commercially reasonable efforts to cause the Title Company to deliver an endorsement to the applicable title insurance policy insuring against such inchoate mechanics liens after such time following completion of construction as would be required for such inchoate mechanics liens to be time-barred if not filed of record) and all of the other items previously delivered in connection with the Existing MortgagesMortgaged Properties (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as extent reasonably requested by the Administrative Agent and not previously delivered). Notwithstanding the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory foregoing, this subsection 6.9B shall not apply to any Real Property Asset to the extent Administrative Agent has determined in its sole discretion that the collateral value thereof is insufficient to justify the difficulty, time and/or expense of obtaining a Lien and/or title and the Lender and naming the Administrative Agent as loss payee on behalf of the Lendersextended title insurance thereon.

Additional Mortgages, Etc. From and after the Effective Date, in the event that if (i) Parent Borrower or any Subsidiary Guarantor acquires any Material Real Property fee interest in real property or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, in either case excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Borrower and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s or senior lienholder’s consent after use of their commercially reasonable efforts (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent Borrower or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) 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 Loan Party in such Additional Mortgaged Property; and such opinions, appraisalappraisals, documents, title insurance, flood hazard certifications insurance and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if such Additional Mortgaged Property were a 2023 an Effective Date Mortgaged Property or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lenders.

Additional Mortgages, Etc. From and after the Effective Date, in the event that if (i) Parent Borrower or any Subsidiary Guarantor acquires any Material Real Property fee interest in real property or any Material Leasehold Property or (ii) at the time any Person becomes a Subsidiary Guarantor, such Person owns or holds any Material Real Property fee interest in real property or any Material Leasehold Property, in either case excluding in the case of clause (ii) above any such mixed property asset or Real Property Asset the encumbrancing of which requires the consent of any applicable lessor or then-existing senior lienholder, where Parent Borrower and its Restricted Subsidiaries have attempted in good faith, but are unable, to obtain such lessor’s or senior lienholder’s consent after use of their commercially reasonable efforts (any such non-excluded mixed property asset or Real Property Asset described in the foregoing clause (i) or (ii) being an “Additional Mortgaged Property”), Parent Borrower or such Subsidiary Guarantor shall deliver to Administrative Agent, as soon as practicable after such Person acquires such Additional Mortgaged Property or becomes a Subsidiary Guarantor (or such later time the Administrate Agent may agree in its reasonable discretion)Guarantor, as the case may be, (A) 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 Loan Party in such Additional Mortgaged Property; and such opinions, appraisalappraisals, documents, title insurance, flood hazard certifications insurance and evidence of flood insurance (if required), environmental reports that would have been delivered on the Effective Date if such Additional Mortgaged Property were a 2023 Mortgaged the Acquisition Real Property or that may otherwise be reasonably required by Administrative Agent, (B) in the case of any such Material Leasehold Property, if a Parent or any Restricted Subsidiary is able to obtain using commercially reasonable efforts, a Landlord Consent and Estoppel with respect thereto and (C) with respect to any Flood Hazard Property, in each in case in form and substance satisfactory to the Administrative Agent prior to filing any such Additional Mortgage: (i) the Parent’s or Subsidiary Guarantor’s written acknowledgment of receipt of written notification from the Administrative Agent (x) as to the fact that such Additional Mortgaged Property is a Flood Hazard Property, (y) as to whether the community in which each such Flood Hazard Property is located is participating in the National Flood Insurance Program and (z) such other flood hazard determination forms, notices and confirmations thereof as requested by the Administrative Agent and the Lenders; and (ii) copies of insurance policies or certificates of insurance of the Parent or Subsidiary Guarantor evidencing flood insurance reasonably satisfactory to the Administrative Agent and the Lender and naming the Administrative Agent as loss payee on behalf of the Lenders.