Certain Actions Following Defaults. Upon the reasonable request of the Administrative Agent following the occurrence and during the continuance of a Default, the Borrowers shall, at the Borrowers’ reasonable expense: (i) within 20 days after such request, furnish to the Administrative Agent a description of the Collateral of the Loan Parties and their respective Subsidiaries in detail reasonably satisfactory to the Administrative Agent; (ii) within 45 days after such request, duly execute and deliver, and cause each Loan Party (other than an Unrestricted Subsidiary, a Foreign Subsidiary that is not a Canadian Subsidiary or Sacopan and any Immaterial Subsidiary) (if it has not already done so) to duly execute and deliver, to the Administrative Agent deeds of hypothec, deeds to secure debt, instruments of accession to the Collateral Documents and other security and similar agreements of the type specified in Section 4.01(a)(iii), as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Finance Obligations of the applicable Loan Party under the Loan Documents and constituting Liens on all such properties; (iii) within 45 days after such request, take, and cause each Loan Party to take, whatever action (including the filing of Uniform Commercial Code and/or PPSA financing statements and/or Civil Code recordation, as applicable, the giving of notices and the endorsement of notices on title documents) may be reasonably necessary in the reasonable opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the deeds of hypothec, deeds to secure debt, instruments of accession to the Collateral Documents and other security and similar agreements delivered pursuant to this Section 6.12, enforceable against all third parties in accordance with their terms; and (iv) within 60 days after such request, deliver to the Administrative Agent, upon the request of the Administrative Agent in its reasonable discretion, a signed copy of a favorable opinion, addressed to the Administrative Agent and the other Secured Parties, of counsel for the Loan Parties as to the matters contained in clauses (ii) and (iii) above, and as to such other matters as the Administrative Agent may reasonably request.
Appears in 2 contracts
Samples: Credit Agreement (Masonite International Corp), Credit Agreement (Masonite International Corp)
Certain Actions Following Defaults. Upon the reasonable request of the Administrative Agent following the occurrence and during the continuance of a Default, the Borrowers Company shall, at the Borrowers’ reasonable Company's expense:
(i) within 20 30 days after such request, furnish to the Administrative Agent a description of the Collateral real and personal properties of the Loan Credit Parties and their respective Subsidiaries in detail reasonably satisfactory to the Administrative Agent;
(ii) within 45 days after such request, duly execute and deliver, and cause each Loan Credit Party (other than an Unrestricted Subsidiary, a Foreign Subsidiary that is not a Canadian Subsidiary or Sacopan and any Immaterial Subsidiary) (if it has not already done so) to duly execute and deliver, to the Administrative Agent deeds of hypothectrust, trust deeds, deeds to secure debt, mortgages, instruments of accession to the Collateral Documents and other security and similar agreements of the type specified in Section 4.01(a)(iii)pledge agreements, as specified by and in form and substance reasonably satisfactory to the Administrative AgentAgent (including delivery of all Pledged Collateral (as defined in the Pledge Agreement)), securing payment of all the Finance Obligations of the applicable Loan Party Credit Parties under the Loan Credit Documents and constituting Liens on all such properties;
(iii) within 45 60 days after such request, take, and cause each Loan Credit Party to take, whatever action (including the recording of mortgages, the filing of Uniform Commercial Code and/or PPSA UCC financing statements and/or Civil Code recordation, as applicablestatements, the giving of notices and the endorsement of notices on title documents) may be reasonably necessary or advisable in the reasonable opinion of the Administrative Agent or the Collateral Agent to vest in the Administrative Collateral Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the deeds of hypothectrust, trust deeds, deeds to secure debt, mortgages, instruments of accession to the Collateral Documents and other security and similar pledge agreements delivered pursuant to this Section 6.128.10, enforceable against all third parties in accordance with their terms; and;
(iv) within 60 days after such request, deliver to the Administrative Agent and the Collateral Agent, upon the request of the Administrative Agent or the Collateral Agent in its reasonable their sole discretion, a signed copy of a favorable opinion, addressed to the Administrative Agent Agent, the Collateral Agent, and the other Secured Parties, of counsel for the Loan Credit Parties acceptable to the Administrative Agent as to the matters contained in clauses (ii) and (iii) above, and as to such other matters as the Administrative Agent may reasonably request; and
(v) as promptly as practicable after such request, deliver, upon the request of the Administrative Agent in its sole discretion, to the Administrative Agent with respect to each parcel of Real Property owned or held by the Credit Parties, title reports, surveys and engineering, soils and other reports, and environmental assessment reports, each in scope, form and substance satisfactory to the Administrative Agent, provided, however, that to the extent that any Credit Party or any of its Subsidiaries shall have otherwise received any of the foregoing items with respect to such Real Property, such items shall, promptly after the receipt thereof, be delivered to the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Be Aerospace Inc), Credit Agreement (Be Aerospace Inc)
Certain Actions Following Defaults. Upon the reasonable request of the Administrative Agent following the occurrence and during the continuance of a Default, the Borrowers Company shall, at the Borrowers’ reasonable Company’s expense:
(i) within 20 30 days after such request, furnish to the Administrative Agent a description of the Collateral real and personal properties of the Loan Credit Parties and their respective Subsidiaries in detail reasonably satisfactory to the Administrative Agent;
(ii) within 45 days after such request, duly execute and deliver, and cause each Loan Credit Party (other than an Unrestricted Subsidiary, a Foreign Subsidiary that is not a Canadian Subsidiary or Sacopan and any Immaterial Subsidiary) (if it has not already done so) to duly execute and deliver, to the Administrative Agent deeds of hypothectrust, trust deeds, deeds to secure debt, mortgages, instruments of accession to the Collateral Documents and other security and similar agreements of the type specified in Section 4.01(a)(iii)pledge agreements, as specified by and in form and substance reasonably satisfactory to the Administrative AgentAgent (including delivery of all Pledged Collateral), securing payment of all the Finance Obligations of the applicable Loan Party Credit Parties under the Loan Credit Documents and constituting Liens on all such properties;
(iii) within 45 60 days after such request, take, and cause each Loan Credit Party to take, whatever action (including the recording of mortgages, the filing of Uniform Commercial Code and/or PPSA UCC financing statements and/or Civil Code recordation, as applicablestatements, the giving of notices and the endorsement of notices on title documents) may be reasonably necessary or advisable in the reasonable opinion of the Administrative Agent or the Collateral Agent to vest in the Administrative Collateral Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the deeds of hypothectrust, trust deeds, deeds to secure debt, mortgages, instruments of accession to the Collateral Documents and other security and similar pledge agreements delivered pursuant to this Section 6.128.10, enforceable against all third parties in accordance with their terms; and;
(iv) within 60 days after such request, deliver to the Administrative Agent and the Collateral Agent, upon the request of the Administrative Agent or the Collateral Agent in its reasonable their sole discretion, a signed copy of a favorable opinion, addressed to the Administrative Agent Agent, the Collateral Agent, and the other Secured Parties, of counsel for the Loan Credit Parties acceptable to the Administrative Agent as to the matters contained in clauses (ii) and (iii) above, and as to such other matters as the Administrative Agent may reasonably request; and
(v) as promptly as practicable after such request, deliver, upon the request of the Administrative Agent in its sole discretion, to the Administrative Agent with respect to each parcel of Real Property owned or held by the Credit Parties, title reports, surveys and engineering, soils and other reports, and environmental assessment reports, each in scope, form and substance satisfactory to the Administrative Agent, provided, however, that to the extent that any Credit Party or any of its Subsidiaries shall have otherwise received any of the foregoing items with respect to such Real Property, such items shall, promptly after the receipt thereof, be delivered to the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Be Aerospace Inc), Credit Agreement (Be Aerospace Inc)