Collateral Properties. The Borrower and respective Subsidiaries Borrower shall not, nor shall they permit any other Subsidiary Guarantor, directly or indirectly, to:
(a) use or occupy or conduct any activity on, or knowingly permit the use or occupancy of or the conduct of any activity on any Collateral Properties by any tenant, in any manner which violates any Legal Requirement or which constitutes a public or private nuisance in any manner which would have a Material Adverse Effect or which makes void, voidable, or cancelable any insurance then in force with respect thereto or makes the maintenance of insurance in accordance with §7.7(a) commercially unreasonable (including by way of increased premium);
(b) without the prior written consent of Agent (which consent shall not be unreasonably withheld, conditioned or delayed), except in connection with any construction, development or redevelopment of any real estate, initiate or permit any zoning reclassification of any Collateral Property or seek any variance under existing zoning ordinances applicable to any Collateral Property or in any event use or knowingly permit the use of any Collateral Property in such a manner which would result in such use becoming a nonconforming use under applicable zoning ordinances or other Legal Requirements if such nonconforming use would reasonably be expected to have a Material Adverse Effect;
(c) without the prior written consent of Agent (which consent shall not be unreasonably withheld, conditioned or delayed), except in connection with any construction, development or redevelopment of any real estate, (i) impose any material easement, restrictive covenant, or encumbrance upon any Collateral Property, other than the easements entered into the ordinary course of business and that would customarily be agreed to by a reasonably prudent land owner, (ii) execute or file any subdivision plat or condominium declaration affecting any Collateral Property, or (iii) consent to the annexation of any Collateral Property to any municipality;
(d) do any act, by Borrower or Subsidiary Guarantor which would reasonably be expected to materially decrease the value of any Collateral Property as reflected in the most-recent Appraisal (including by way of negligent act);
(e) without the prior written consent of all the Lenders (which consent shall not be unreasonably withheld, conditioned or delayed), take any affirmative action to permit any drilling or exploration for or extraction, removal or production of an...
Collateral Properties. Without limiting the further covenants contained in the Security Documents, at all times the Borrowers and the Subsidiary Guarantors shall use commercially reasonable efforts to cause each other Borrower or the applicable tenant, to:
(a) pay all real estate and personal property taxes, assessments, water rates or sewer rents, ground rents, maintenance charges, impositions, and any other charges, including vault charges and license fees for the use of vaults, chutes and similar areas adjoining any Collateral Property, now or hereafter levied or assessed or imposed against any Collateral Property or any part thereof (except those which are being contested in good faith by appropriate proceedings diligently conducted where the failure to pay any of the foregoing could reasonably be expected to have a Material Adverse Effect).
(b) promptly pay (or cause to be paid) when due all bills and costs for labor, materials, and specifically fabricated materials incurred in connection with any Collateral Property (except those which are being contested in good faith by appropriate proceedings diligently conducted where the failure to pay any of the foregoing could reasonably be expected to have a Material Adverse Effect), and in any event never permit to be created or exist in respect of any Collateral Property or any part thereof any other or additional Lien or security interest other than Liens permitted hereunder.
(c) operate the Collateral Properties in a good and workmanlike manner and in all material respects in accordance with all Legal Requirements in accordance with such Borrower’s or Subsidiary’s prudent business judgment, except where the failure to do so would not reasonably be expected to have a Material Adverse Effect.
Collateral Properties. (i) Eligibility. Each Collateral Property is an Eligible Property.
(ii) Americans with Disabilities Act Compliance. To each Loan Party’s knowledge, the Collateral Properties comply with the requirements and regulations of the Americans with Disabilities Act, of July 26, 1990, Pub. L. Xx. 000-000, 000 Xxxx. 000, 00 X.X.X. § 00000, et seq., in all material respects.
Collateral Properties. Set forth on Schedule 6.14.2 is a list of each Collateral Property with detail indicating the owner of each Collateral Property and the location of each Collateral Property.
Collateral Properties. Sales or refinancings of any Collateral Property, provided the Release Conditions are satisfied with respect thereto;
Collateral Properties. 6.16.1 Each of the Collateral Property Owners possesses such Licenses and Permits issued by the appropriate federal, state, or local regulatory agencies or bodies necessary to own and operate each Collateral Property, except where the failure to possess any such License or Permit would not have a Material Adverse Effect. The Collateral Property Owners are in material compliance with the terms and conditions of all such Licenses and Permits, except where the failure so to comply would not, singly or in the aggregate, result in a Material Adverse Effect. All of the Licenses and Permits are valid and in full force and effect, except where the invalidity of such Licenses and Permits or the failure of such Licenses and Permits to be in full force and effect would not result in a Material Adverse Effect. Neither the Borrower nor any of the Collateral Property Owners has received any notice of proceedings relating to the revocation or modification of any such Licenses and Permits which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would result in a Material Adverse Effect.
(i) The Collateral Property Owners have fee simple title to the Collateral Properties; (ii) the interest of the Collateral Property Owners in the Collateral Properties are not subject to any Liens except for those in favor of the Agent on behalf of the Lenders securing the repayment of Obligations and other Permitted Liens, (iii) neither the Borrower nor any of the Collateral Property Owners has received notice of the assertion of any claim by anyone adverse to any Loan Party's ownership, or leasehold rights in and to any Collateral Property; and (iv) except as set forth in Schedule 6.16.2 hereto, no Person has an option or right of first refusal to purchase all or part of any Collateral Property or any interest therein which has not been waived;
6.16.3 Except to the extent the failure of the following to be true would not result in a Material Adverse Effect or is disclosed in the Environmental Reports (as defined in the Environmental Indemnity), (i) each Collateral Property is free of any Hazardous Materials in violation of any Environmental Legal Requirements applicable to such property; (ii) none of the Collateral Property Owners or Borrower has received any notice of a claim under or pursuant to any Environmental Legal Requirements applicable to an Collateral Property or under common law pertaining to Hazardous Materials on or originating from an...
Collateral Properties. Each of the Collateral Properties satisfies all of the requirements contained in the definition of “Eligible Property”.
Collateral Properties. As of the date hereof, the Loan Party that owns each Collateral Property has the right to take the following actions without the need to obtain the consent of any Person (other than the Administrative Agent, the Collateral Agent, and the Lenders): (i) to create Liens on such Property as security for Indebtedness of the Borrower or such Loan Party, as applicable, and (ii) to sell, transfer or otherwise dispose of such Property.
Collateral Properties. 74 SECTION 12
Collateral Properties. Any of the following occurs with respect to any Collateral Property:
(A) any required permit, license, certificate or approval with respect to such Collateral Property lapses or ceases to be in full force and effect which could reasonably be expected to result in a Material Property Event;
(B) a Lien for the performance of work or the supply of materials which is established against such Collateral Property which could reasonably be expected to result in a Material Property Event, or any stop notice served on an Obligor, the general contractor, Administrative Agent or a Lender, remains unsatisfied or unbonded for a period of twenty (20) days after the date of filing or service, if such circumstance could reasonably be expected to result in a Material Property Event;
(C) except as provided in SECTION 9.8(B)(VII), the occurrence of any condition or situation which, in the sole determination of Administrative Agent, constitutes a danger to or impairment of such Collateral Property or the Lien of the applicable Mortgage, if such condition or situation is not remedied within ten (10) days after written notice to Borrower thereof or, if such condition or situation is not capable of remedy within ten (10) days, Borrower does not commence (or cause to be commenced) within such period of time reasonable steps to remedy such condition or situation and thereafter diligently pursue such remedy until it is completed as expeditiously as commercially reasonable;
(D) any sale, Lease, conveyance, assignment, pledge, encumbrance, or transfer of all or any material part of such Collateral Property or any interest therein, voluntarily or involuntarily, whether by operation of Legal Requirement or otherwise, except: (A) sales or transfers of fixtures, equipment, systems, machinery, furniture, furnishings, appliances, inventory, goods, building materials, and supplies, which have become obsolete or worn beyond practical use and which have been replaced by adequate substitutes, owned by an Obligor, having a value equal to or greater than the replaced items when new; and (B) the grant, in the ordinary course of business, of a leasehold interest in a part of any Collateral Property to a tenant for occupancy, not containing a right or option to purchase and not in contravention of any Loan Document. Required Lenders may, in their sole discretion, waive a default under this paragraph, but shall have no obligation to do so, and any waiver may be conditioned upon such one or more of t...
