Condition Subsequent. As a condition subsequent to the initial closing hereunder, Borrowers shall perform or cause to be performed the following (the failure by Borrowers to so perform or cause to be performed constituting an Event of Default): (a) within 30 days of the Closing Date, deliver to Agent the certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section 6.10, the form and substance of which shall be satisfactory to Agent and its counsel; (b) within 45 days of the Closing Date, deliver to Agent duly executed originals of the Mortgages, in form and substance satisfactory to Agent and its counsel; (c) within 45 days of the Closing Date, deliver to Agent copies of all previous completed phase-I environmental reports that are available and real estate surveys with respect to the Real Property Collateral; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveys, and the results thereof shall be acceptable to Agent in its reasonable discretion; (d) within 45 days of the Closing Date, deliver to the Agent mortgagee title insurance policies (or marked commitments to issue the same) for the Real Property Collateral issued by a title insurance company satisfactory to Agent (each a "Mortgage Policy" and, collectively, the "Mortgage Policies") in amounts satisfactory to Agent assuring Agent that the Mortgages on such Real Property Collateral are valid and enforceable second priority mortgage Liens on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the Mortgage Policies shall otherwise be in form and substance reasonably satisfactory to Agent; and (e) within 30 days after the Closing Date, establish with banks acceptable to the Agent, one or more depository accounts, under the dominion and control of the Agent and otherwise acceptable to the Agent, with respect to the Collections of each Eligible Foreign Guarantor.
Appears in 1 contract
Sources: Loan and Security Agreement (General Datacomm Industries Inc)
Condition Subsequent. As a condition subsequent to the initial closing hereunder, Borrowers 5.1. It shall perform or cause to be performed the following (the failure by Borrowers to so perform or cause to be performed constituting an Event of Default):
Default under Section 7.1(e) of the Credit Agreement if, within fourteen (a14) within 30 days of the Closing DateFifth Amendment Effective Date (which date may be extended by the written approval of the Administrative Agent in its reasonable discretion), the Loan Parties do not engage a consultant (the “Consultant”) selected from the list provided to the Loan Parties by the Administrative Agent, to make recommendations as to methods of operation and internal controls of the Loan Parties (collectively, the “Consultant Recommendations”). The Loan Parties acknowledge and agree that the Consultant will work with (i) a liaison in Pittsburgh, Pennsylvania with respect to the Consultant’s review of the Loan Parties’ corporate operations and controls, and (ii) a liaison in Laurel, Maryland with respect to the Consultant’s review of the Loan Parties’ Mid-Atlantic operations and controls. The scope of the Consultant’s review shall be acceptable to the Administrative Agent and the Lenders; provided, that the Administrative Agent and the Lenders acknowledge and agree that so long as the Consultant’s report includes reasonably detailed analysis of each requirement set forth on Exhibit A attached hereto, the scope of the Consultant’s review shall be deemed acceptable. The Consultant’s report shall be delivered to the Administrative Agent at the same time it is delivered to the Loan Parties, and the Administrative Agent shall promptly deliver to Agent the certified copies of such report to the policies of insurance, together Lenders. The Loan Parties authorize the Consultant to communicate directly with the endorsements Administrative Agent and the Lenders with respect to the Consultant’s report and the Consultant Recommendations. For the avoidance of doubt, the Consultant’s engagement shall be limited to making the Consultant Recommendations and providing a report with respect thereto, as are required and the Consultant shall not be engaged for the purpose of conducting ongoing monitoring or maintenance of the Loan Parties.
5.2. It shall be an Event of Default under Section 7.1(e) of the Credit Agreement if, within ten (10) Business Days of receipt of the Consultant’s report by Section 6.10the Loan Parties, the form and substance of which shall be satisfactory to Loan Parties do not provide the Administrative Agent and its counsel;
(b) within 45 days of the Closing DateLenders a written action plan to address the Consultant Recommendations, deliver to Agent duly executed originals of the Mortgagesincluding an estimated completion schedule, in form and substance satisfactory to Agent and its counsel;
(c) within 45 days of the Closing Date, deliver to Agent copies of all previous completed phase-I environmental reports that are available and real estate surveys with respect to the Real Property Collateral; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveys, and the results thereof shall be acceptable to Agent in its reasonable discretion;
(d) within 45 days of the Closing Date, deliver to the Agent mortgagee title insurance policies (or marked commitments to issue the same) for the Real Property Collateral issued by a title insurance company satisfactory to Agent (each a "Mortgage Policy" and, collectively, the "Mortgage Policies") in amounts satisfactory to Agent assuring Agent that the Mortgages on such Real Property Collateral are valid and enforceable second priority mortgage Liens on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the Mortgage Policies shall otherwise be in form and substance reasonably satisfactory to Agent; and
(e) within 30 days after the Closing Date, establish with banks acceptable to the Administrative Agent, one or more depository accounts, under the dominion and control of the Agent and otherwise acceptable to the Agent, with respect to the Collections of each Eligible Foreign Guarantor.
Appears in 1 contract
Condition Subsequent. As a condition subsequent to the initial closing hereunder, Borrowers Borrower shall perform or cause to be performed the following (the failure by Borrowers Borrower to so perform or cause to be performed constituting an Event of Default):
(a) within 30 days of the Closing Date, deliver to Agent Foothill the certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section 6.10, the form and substance of which shall be reasonably satisfactory to Agent Foothill and its counsel;.
(b) on or as soon as possible after the Closing Date (and, in any event, within 45 30 days of the Closing Date):
(i) to the extent not available on or before the Closing Date under Section 3.1, deliver to Agent duly executed originals Foothill shall have received a Mortgage Policy in respect of the MortgagesHuntsville Property assuring Foothill that the Mortgage on the Huntsville Property is a valid and enforceable first priority mortgage Lien on the Huntsville Property free and clear of all defects and encumbrances except Permitted Liens, and such Mortgage Policy shall otherwise be in form and substance reasonably satisfactory to Agent and its counsel;Foothill; and
(cii) within 45 days of the Closing Date, deliver to Agent copies of all previous completed phase-Foothill shall have received a phase- I environmental reports that are available report and a real estate surveys survey shall have been completed with respect to the Real Huntsville Property Collateraland copies thereof delivered to Foothill; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveys, and the results thereof shall be acceptable to Agent Foothill in its reasonable sole discretion;; and
(diii) within 45 days to the extent not available on or before the Closing Date under Section 3.1, Foothill shall have received the Lockbox Agreements, duly executed, and each such document shall be in full force and effect.
(c) upon the request of Foothill (if ever) after the Closing Date, deliver to within 60 days after the Agent mortgagee title insurance policies date of such request:
(or marked commitments to issue i) the same) for Mortgage on the Real Chelmsford Property Collateral issued shall have been duly executed and delivered by a title insurance company satisfactory to Agent (each a "Mortgage Policy" and, collectively, the "Mortgage Policies") in amounts satisfactory to Agent assuring Agent that the Mortgages on such Real Property Collateral are valid and enforceable second priority mortgage Liens on such Real Property Collateral free and clear of all defects and encumbrances except Permitted LiensBorrower, and the same shall be in full force and effect, and such Mortgage Policies shall otherwise be have been recorded in the office of the county recorder for Middlesex County, Massachusetts;
(ii) Foothill shall have received supplemental opinions of Borrower's counsel, in form and substance satisfactory to Foothill in its sole discretion, in respect of the Mortgage on the Chelmsford Property;
(iii) Foothill shall have received a preliminary title report in respect of the Chelmsford Property in form and substance reasonably satisfactory to AgentFoothill; and
(iv) Foothill shall have received a phase- I environmental report and a real estate survey shall have been completed with respect to the Chelmsford Property and copies thereof delivered to Foothill; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveys, and the results thereof shall be acceptable to Foothill in its sole discretion.
(d) upon the request of Foothill (if ever) after the Closing Date, within 30 days after the date of such request:
(i) a Mortgage on any Real Property acquired by Borrower after the Closing Date shall have been duly executed and delivered by Borrower, and the same shall be in full force and effect, and such Mortgage shall have been recorded in the office of the county recorder for the county in which such Real Property is located;
(ii) Foothill shall have received supplemental opinions of Borrower's counsel, in form and substance satisfactory to Foothill in its sole discretion, in respect of the Mortgage on such Real Property;
(iii) Foothill shall have received a preliminary title report in respect of such Real Property in form and substance reasonably satisfactory to Foothill; and
(iv) Foothill shall have received a phase- I environmental report and a real estate survey shall have been completed with respect to the such Real Property and copies thereof delivered to Foothill; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveys, and the results thereof shall be acceptable to Foothill in its sole discretion.
(e) in the event the Reston Sale/Leaseback is not consummated within 180 days of the Closing Date:
(i) the Mortgage on the Reston Property shall have been duly executed and delivered by Borrower, and the same shall be in full force and effect, and such Mortgage shall have been recorded in the office of the county recorder for Fairfax County, Virginia;
(ii) Foothill shall have received supplemental opinions of Borrower's counsel, in form and substance satisfactory to Foothill in its sole discretion, in respect of the Mortgage on the Reston Property;
(iii) Foothill shall have received a preliminary title report in respect of the Reston Property in form and substance reasonably satisfactory to Foothill; and
(iv) Foothill shall have received a phase- I environmental report and a real estate survey shall have been completed with respect to the Reston Property and copies thereof delivered to Foothill; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveys, and the results thereof shall be acceptable to Foothill in its sole discretion.
(f) within 60 days of either (i) the date that Borrower makes the Permitted Repayment Investment in respect of the indebtedness of IG Australia owing to the IG Australia Existing Lender or (ii) one or more Letters of Credit are issued to IG Australia Existing Lender in support of the indebtedness of IG Australia owing to IG Australia Existing Lender and IG Australia Existing Lender releases its Lien on the capital stock of IG Australia (in either case, the "IG Australia Payoff Date"), execute and deliver an appropriate supplement to the Pledge Agreement and deliver to Foothill possession of the original stock certificates, respecting 65% of the issued and outstanding shares of stock of IG Australia, together with stock powers with respect thereto endorsed in blank; provided, however, that to the extent, if any, that such shares are required to be pledged to the holder of any project financing indebtedness of IG Australia incurred after the IG Australia Payoff Date as security for such indebtedness, then, upon Borrower's written request therefor and with Foothill's prior written consent thereto (not to be unreasonably withheld), Foothill agrees to release its Lien on such shares; provided further, that if such holder will permit such subordination, then, notwithstanding the foregoing proviso, Foothill's Lien on such shares will not be released and will become a subordinate Lien pursuant to documentation in form and substance reasonably satisfactory to Foothill and such holder.
(g) within 90 days of the Closing Date, Foothill shall have completed appraisals of the Equipment and the results of such appraisals shall be satisfactory to Foothill.
(h) to the extent not available on or before the Closing Date under Section 3.1, Foothill shall have received, within 30 days of the Closing Date, the original certificates representing or evidencing all of the Pledged Shares (as defined in the Pledge Agreement), together with stock powers or equivalent assignments with respect thereto duly endorsed in blank;
(i) from and after the Closing Date up until the date that is 90 days after the Closing Date, establish with banks acceptable Borrower shall use its continued best efforts to the Agentobtain Collateral Access Agreements from lessors, one or more depository accountswarehousemen, under the dominion bailees, and control of the Agent and otherwise acceptable to the Agent, with respect to the Collections of each Eligible Foreign Guarantorother third persons as Foothill may require.
Appears in 1 contract
Condition Subsequent. As a condition subsequent Within seventy-five (75) days after the Initial Extension of Credit, shall cause the following to be delivered to the initial closing hereunderFirst Lien Collateral Agent (i) American Land Title Association/American Congress on Surveying and Mapping form surveys for the Initial Mortgaged Properties, Borrowers shall perform or cause for which all necessary fees LSP Gen Finance Special L/C Facility Agreement (where applicable) have been paid, and dated no sooner than forty-five (45) days after the Initial Extension of Credit, certified to be performed the following (First Lien Collateral Agent and the failure by Borrowers to so perform or cause to be performed constituting an Event of Default):
(a) within 30 days issuer of the Closing DateFirst Lien Mortgage Policies in the form previously provided to the First Lien Collateral Agent or otherwise in a manner reasonably satisfactory to the First Lien Collateral Agent by a land surveyor duly registered and licensed in the States in which the property described in such surveys is located and reasonably acceptable to the First Lien Collateral Agent, deliver to Agent the certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section 6.10showing all on-site buildings and other improvements, the form location of any on-site easements, rights of way, building set back lines and substance other dimensional regulations and the absence of which shall be satisfactory encroachments, either by such improvements or on to Agent and its counsel;
(b) within 45 days of the Closing Date, deliver to Agent duly executed originals of the Mortgages, in form and substance satisfactory to Agent and its counsel;
(c) within 45 days of the Closing Date, deliver to Agent copies of all previous completed phase-I environmental reports that are available and real estate surveys with respect to the Real Property Collateral; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveysproperty, and the results thereof shall be acceptable other defects, other than Permitted Liens and (ii) at Borrower’s cost and expense, (A) a “land same as survey” endorsement to Agent in its reasonable discretion;
(d) within 45 days of the Closing Date, deliver to the Agent mortgagee title insurance policies (or marked commitments to issue the same) each First Lien Mortgage Policy for the Real each Initial Mortgaged Property Collateral issued by a title insurance company satisfactory to Agent (each a "Mortgage Policy" and, collectively, the "Mortgage Policies") in amounts satisfactory to Agent assuring Agent that the Mortgages on such Real Property Collateral are valid and enforceable second priority mortgage Liens on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the Mortgage Policies shall otherwise be in form and substance reasonably satisfactory to Agent; and
(e) within 30 days after the Closing Date, establish with banks acceptable to the Agent, one or more depository accounts, under the dominion and control of the First Lien Collateral Agent and otherwise (B) an endorsement to each such First Lien Mortgage Policy in form and substance reasonably acceptable to the AgentFirst Lien Collateral Agent removing the standard survey exception from each such First Lien Mortgage Policy and excepting only the matters identified in the survey referred to in clause (i) and listed in a reasonably detailed survey reading, in each case, with respect to the Collections of each Eligible Foreign Guarantorland covered by such survey.
Appears in 1 contract
Sources: Special Letter of Credit Facility Agreement (Dynegy Inc /Il/)
Condition Subsequent. As a condition subsequent to the initial closing hereunder, Borrowers shall perform or cause to be performed the following (the failure by Borrowers to so perform or cause to be performed constituting an Event of Default):
i) The Borrower will promptly and in any event within thirty (a30) within 30 days of the Closing Date, Second Amendment Effective Date deliver to Agent the certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section 6.10, the form and substance of which shall be satisfactory to Agent and its counsel;
(b) within 45 days of the Closing Date, deliver to Agent duly executed originals of the Mortgages, in form and substance satisfactory to Agent and its counsel;
(c) within 45 days of the Closing Date, deliver to Agent copies of all previous completed phase-I environmental reports that are available and real estate surveys Lender a legal opinion addressing enforceability matters with respect to the Real Property Collateral; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveys, and the results thereof shall be acceptable to Agent in its reasonable discretion;
(d) within 45 days of the Closing Date, deliver to the Agent mortgagee title insurance policies (or marked commitments to issue the same) for the Real Property Collateral issued by a title insurance company satisfactory to Agent (each a "Mortgage Policy" and, collectively, the "Mortgage Policies") in amounts satisfactory to Agent assuring Agent that the Mortgages on such Real Property Collateral are valid and enforceable second priority mortgage Liens on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the Mortgage Policies shall otherwise be this Second Amendment in form and substance reasonably satisfactory to Agent; andthe Lender.
(ii) On or before the date that is thirty (30) days after the Second Amendment Effective Date, the Administrative Agent and Lender shall have received updated title search reports in respect of the Property that is, or is stated to be, the subject of the Mortgages, which shall confirm that no Liens encumber any of such Property other than Liens expressly permitted pursuant to Section 6.03(a) through (e) within 30 of the Credit Agreement (“Permitted Liens”).
(iii) On or before the date that is thirty (30) days after the Closing Second Amendment Effective Date, establish with banks the Administrative Agent and Lender shall have received copies of UCC, judgement lien, tax lien and litigation lien search reports, which reports will be dated a recent date reasonably acceptable to the AgentLender, one or more depository accounts, under listing all effective financing statements that name each Credit Party as debtor and that are filed in the dominion and control jurisdictions in which UCC-1 financing statements were filed in respect of the Collateral, none of which shall cover the Collateral expect to the extent evidencing Permitted Liens.
(iv) On or before the date that is ten (10) days after the Second Amendment Effective Date, the Administrative Agent and otherwise acceptable to Lender shall have received certificates of the Agentappropriate state agencies, as requested by the Lender, with respect to the Collections existence, qualification and good standing of each Eligible Foreign GuarantorCredit Party in each jurisdiction where any such Credit Party is qualified to do business.
Appears in 1 contract
Sources: Senior Secured Term Loan Agreement (Sable Offshore Corp.)
Condition Subsequent. As a condition subsequent to the initial closing hereunder, Borrowers shall perform or cause to be performed the following (the failure by Borrowers to so perform or cause to be performed constituting an Event of Default):
(a) within 30 days The Issuer shall:
(i) as soon as reasonably practicable and not later than the date falling two (2) Business Days immediately following the Original Issue Date, submit a supplemental listing application in respect of the Closing Date, deliver Agreed Bridge Equity Issue Shares and the Warrant Shares to Agent the certified copies New York Stock Exchange and provide evidence of the policies of insurance, together with the endorsements thereto, as are required by Section 6.10, the form and substance of which shall be satisfactory to Agent and its counsel;
(b) within 45 days of the Closing Date, deliver to Agent duly executed originals of the Mortgages, such submission in a form and substance satisfactory to Agent and its counselthe Bridge Noteholders (acting reasonably);
(cii) within 45 days as soon as reasonably practicable and not later than the date falling three (3) Business Days immediately following the date on which the New York Stock Exchange approves the supplemental listing application referred to in paragraph 14.40(a)(i) above, the Issuer shall issue:
(A) the Agreed Bridge Equity Issue Shares to the Original Bridge Noteholders pro rata to their participation in the Notes as at the Original Issue Date in accordance with the Agreed Bridge Equity Issue Shares Documentation and provide evidence of such issuance on the Issuer’s transfer agent’s books; and
(B) the Warrant Shares in accordance with the exercise provisions of the Closing DateWarrant Instrument, deliver as amended by the Warrant Amendment Documentation and provide evidence of such issuance on the Issuer’s transfer agent’s book, subject in each case the Original Bridge Noteholders and persons entitled to Agent copies receive the Warrant Shares entering to into customary documentation and giving customary representations and warranties in connection with the issuance of the Agreed Bridge Equity Issue Shares and the Warrant Shares and taking all previous completed phasecustomary steps in connection therewith; and
(iii) not later than the date falling twenty (20) Business Days following the date on which the Issuer files its Annual Report on Form 10-I environmental reports that are available K for the year ended 31 December 2022 with the U.S. Securities and real estate surveys with respect to the Real Property Collateral; the environmental consultants and surveyors retained for such reports or surveysExchange Commission, the scope Issuer shall file a registration statement on Form S-3 with the U.S. Securities Exchange Commission to register the resale of the reports or surveys, Agreed Bridge Equity Issue Shares and the results thereof shall be acceptable to Agent in its reasonable discretion;
Warrant Shares under the U.S. Securities Act of 1933, as amended, on a registration statement on Form S-3 (d) within 45 days of the Closing Date, deliver to the Agent mortgagee title insurance policies (or marked commitments to issue the same) for the Real Property Collateral issued by a title insurance company satisfactory to Agent (each a "Mortgage Policy" and, collectively, the "Mortgage Policies") in amounts satisfactory to Agent assuring Agent that the Mortgages on such Real Property Collateral are valid and enforceable second priority mortgage Liens on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the Mortgage Policies shall otherwise be in form and substance acceptable to the Majority Bridge Noteholders (acting reasonably satisfactory and in good faith)) and shall cause the same to Agentbecome effective as soon as practicable after such filing.
(b) The Issuer shall, within twenty (20) Business Days of the Original Issue Date, obtain, and provide the Trustee with a copy of, the applicable consent from the Jersey Financial Services Commission for the Issuer to issue:
(i) the Notes; and
(eii) within 30 days after the Closing DateExisting Notes, establish with banks acceptable 87 in each case, to more than ten (10) Bridge Noteholders pursuant to the Agent, one or more depository accounts, under the dominion and control Control of the Agent and otherwise acceptable to the Agent, with respect to the Collections of each Eligible Foreign GuarantorBorrowing (Jersey) Order 1958.
Appears in 1 contract
Condition Subsequent. As a condition subsequent Within seventy-five (75) days after the Effective Date, shall cause the following to be delivered to the initial closing hereunderSecond Lien Collateral Agent (i) American Land Title Association/American Congress on Surveying and Mapping form surveys for the Initial Mortgaged Properties, Borrowers shall perform or cause for which all necessary fees (where applicable) have been paid, and dated no sooner than forty-five (45) days after the Effective Date, certified to be performed the following (Second Lien Collateral Agent and the failure by Borrowers to so perform or cause to be performed constituting an Event of Default):
(a) within 30 days issuer of the Closing DateSecond Lien Mortgage Policies in the form previously provided to the Second Lien Collateral Agent or otherwise in a manner reasonably satisfactory to the Second Lien Collateral Agent by a land surveyor duly registered and licensed in the States in which the property described in such surveys is located and reasonably acceptable to the Second Lien Collateral Agent, deliver to Agent the certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section 6.10showing all on-site buildings and other improvements, the form location of any on-site easements, rights of way, building set back lines and substance other dimensional regulations and the absence of which shall be satisfactory encroachments, either by such improvements or on to Agent and its counsel;
(b) within 45 days of the Closing Date, deliver to Agent duly executed originals of the Mortgages, in form and substance satisfactory to Agent and its counsel;
(c) within 45 days of the Closing Date, deliver to Agent copies of all previous completed phase-I environmental reports that are available and real estate surveys with respect to the Real Property Collateral; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveysproperty, and the results thereof shall be acceptable other defects, other than Permitted Liens and (ii) at Borrower’s cost and expense, (A) a “land same as survey” endorsement to Agent in its reasonable discretion;
(d) within 45 days of the Closing Date, deliver to the Agent mortgagee title insurance policies (or marked commitments to issue the same) each Second Lien Mortgage Policy for the Real each Initial Mortgaged Property Collateral issued by a title insurance company satisfactory to Agent (each a "Mortgage Policy" and, collectively, the "Mortgage Policies") in amounts satisfactory to Agent assuring Agent that the Mortgages on such Real Property Collateral are valid and enforceable second priority mortgage Liens on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the Mortgage Policies shall otherwise be in form and substance reasonably satisfactory to Agent; and
(e) within 30 days after the Closing Date, establish with banks acceptable to the Agent, one or more depository accounts, under the dominion and control of the Second Lien Collateral Agent and otherwise (B) an endorsement to each such Second Lien Mortgage Policy in form and substance reasonably acceptable to the AgentSecond Lien Collateral Agent removing the standard survey exception from each such Second Lien Mortgage Policy and excepting only the matters identified in the survey referred to in clause (a) and listed in a reasonably detailed survey reading, in each case, with respect to the Collections of each Eligible Foreign Guarantorland covered by such survey.
Appears in 1 contract
Condition Subsequent. As a condition subsequent to the initial closing hereunder, Borrowers Borrower shall perform or cause to be performed the following (the failure by Borrowers Borrower to so perform or cause to be performed constituting an Event of Default):
(a) (i) within 10 Business Days following the Closing Date, Borrower shall have ordered certificates of status with respect to Borrower from the appropriate officer of the jurisdictions in which its failure to be duly qualified or licensed would constitute a Material Adverse Change and paid all fees necessary to obtain such certificates of status, and (ii) within 5 Business Days of receipt by Borrower or its counsel of any such certificate, deliver such certificate to Foothill, which certificate shall indicate that Borrower is in good standing in the applicable jurisdiction;
(b) within 30 days of the Closing Date, deliver to Agent Foothill the certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section 6.10, the form and substance of which shall be reasonably satisfactory to Agent and its counsel;
(b) within 45 days of the Closing Date, deliver to Agent duly executed originals of the Mortgages, in form and substance satisfactory to Agent Foothill and its counsel;
(c) within 45 days on or before December 31, 1999, Foothill shall have received each of the following documents, duly executed, and each such document shall be in full force and effect:
(i) The IPS Copyright Security Agreement; and
(ii) The IPS Trademark Security Agreement;
(d) upon the request of Foothill (if ever) after the Closing Date, deliver within 30 days after the date of such request:
(i) a Mortgage on any Real Property acquired by Borrower after the Closing Date shall have been duly executed and delivered by Borrower, and the same shall be in full force and effect, and such Mortgage shall have been recorded in the office of the county recorder for the county in which such Real Property is located;
(ii) Foothill shall have received supplemental opinions of Borrower's counsel, in form and substance satisfactory to Agent copies Foothill in its sole discretion, in respect of all previous completed the Mortgage on such after acquired Real Property;
(iii) Foothill shall have received a preliminary title report in respect of such after acquired Real Property in form and substance reasonably satisfactory to Foothill; and
(iv) Foothill shall have received a phase-I environmental reports that are available report and a real estate surveys survey shall have been completed with respect to the such after acquired Real Property Collateraland copies thereof delivered to Foothill; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveys, and the results thereof shall be acceptable to Agent Foothill in its reasonable sole discretion;
(de) within 45 90 days of following the Closing Date, deliver Foothill shall have received satisfactory evidence that all existing copyrights of Borrower (other than Exempt Copyrights) required to be registered under Section 6.17 have been registered with the United States Copyright Office (or are the subject of a diligently prosecuted application therefor), and that all such copyrights (other than Exempt Copyrights) and any proceeds thereof are specifically encumbered by the Copyright Security Agreement;
(f) within 60 days of either (i) the date that Borrower makes the Permitted Repayment Investment in respect of the indebtedness of IG Australia owing to the Agent mortgagee title insurance policies IG Australia Existing Lender or (ii) one or marked commitments more Letters of Credit are issued to issue IG Australia Existing Lender in support of the same) for indebtedness of IG Australia owing to IG Australia Existing Lender and IG Australia Existing Lender releases its Lien on the Real Property Collateral issued by a title insurance company satisfactory to Agent capital stock of IG Australia (each a "Mortgage Policy" and, collectivelyin either case, the "Mortgage PoliciesIG Australia Payoff Date") ), execute and deliver an appropriate supplement to the Pledge Agreement and deliver to Foothill possession of the original stock certificates, respecting 65% of the issued and outstanding shares of stock of IG Australia, together with stock powers with respect thereto endorsed in amounts satisfactory blank; provided, however, that to Agent assuring Agent the extent, if any, that such shares are required to be pledged to the Mortgages holder of any project financing indebtedness of IG Australia incurred after the IG Australia Payoff Date as security for such indebtedness, then, upon Borrower's written request therefor and with Foothill's prior written consent thereto (not to be unreasonably withheld), Foothill agrees to release its Lien on such Real Property Collateral are valid and enforceable second priority mortgage Liens shares; provided further, that if such holder will permit such subordination, then, notwithstanding the foregoing proviso, Foothill's Lien on such Real Property Collateral free shares will not be released and clear of all defects and encumbrances except Permitted Liens, and the Mortgage Policies shall otherwise be will become a subordinate Lien pursuant to documentation in form and substance reasonably satisfactory to AgentFoothill and such holder; and
(eg) [intentionally omitted]
(h) to the extent not available on or before the Closing Date under Section 3.1, Foothill shall have received, within 30 days after of the Closing Date, establish with banks acceptable to the Agent, one original certificates representing or more depository accounts, under the dominion and control evidencing all of the Agent and otherwise acceptable to Pledged Shares (as defined in the AgentPledge Agreement), together with stock powers or equivalent assignments with respect thereto duly endorsed in blank; provided, however, that with respect to any "Pledged Foreign Issuer" (as defined in the Collections Pledge Agreement) as of the Closing Date, the Obligors need not (i) deliver or cause to be delivered the original certificates (to the extent any exist) representing or evidencing the Pledged Shares issued by such Pledged Foreign Issuer, nor (ii) comply or cause to be complied with all applicable foreign law registration requirements for perfecting, under such foreign law, the Lien of Foothill on such Pledged Shares, in each Eligible Foreign Guarantorcase, until the date 60 days following the Closing Date before the failure to do so would constitute an Event of Default.
Appears in 1 contract
Condition Subsequent. As a condition subsequent to the initial closing hereunder, Borrowers shall perform or cause to be performed the following (the failure by Borrowers to so perform or cause to be performed constituting an Event of Default):
(a) within 30 60 days of the Closing Date, deliver to Agent Foothill the certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section 6.10, the form and substance of which shall be satisfactory to Agent Foothill and its counsel;
(b) within 45 60 days of the Closing Date, (i) hire a new chief financial officer of Celebrity, and (ii) deliver to Agent duly executed originals of the Mortgages, in form and substance satisfactory to Agent and its counsel;
(c) within 45 days of the Closing Date, deliver to Agent copies of all previous completed phase-I environmental reports that are available and real estate surveys with respect to the Real Property Collateral; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveys, and the results thereof shall be acceptable to Agent in its reasonable discretion;
(d) within 45 days of the Closing Date, deliver to the Agent Foothill mortgagee title insurance policies (or marked commitments to issue the same) for the Real Property Collateral issued by a title insurance company satisfactory to Agent Foothill (each a "Mortgage Policy" and, collectively, the "Mortgage Policies") in amounts satisfactory to Agent Foothill assuring Agent Foothill that the Mortgages on such Real Property Collateral are valid and enforceable second priority mortgage Liens on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the Mortgage Policies shall otherwise be in form and substance reasonably satisfactory to AgentFoothill;
(c) within 30 days of the Closing Date, terminate the lockbox arrangements in place in North Carolina;
(d) within 21 days of the Closing Date, deliver original stock certificates, with stock powers endorsed in blank, for the largest whole number of shares of stock that is less than 66.5% of the outstanding shares of Celebrity Hong Kong, together with an opinion of Hong Kong counsel to the effect that all necessary legal steps have been taken in connection with the perfection of Foothill's Lien on the Celebrity Hong Kong shares, and the practical realization of such collateral; and
(e) within 30 days after the Closing Dateby April 15, establish 1998 Foothill shall have received from Celebrity a business plan (with banks projections) for Borrowers reflecting periods through June 30, 1999, all of which shall be acceptable to the Agent, one or more depository accounts, under the dominion and control of the Agent and otherwise acceptable to the Agent, with respect to the Collections of each Eligible Foreign GuarantorFoothill in its sole discretion.
Appears in 1 contract
Condition Subsequent. As a condition conditions subsequent to the initial closing hereunder, Borrowers Borrower shall perform or cause to be performed each of the following (the failure by Borrowers Borrower to so perform or cause to be performed any of the following constituting an Event of Default):
(a) within 30 days of the Closing Date, deliver to Agent Foothill the certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section SECTION 6.10, the form and substance of which shall be satisfactory to Agent Foothill and its counsel;.
(b) within 45 30 days following the First Amendment Date, deliver to Foothill each of the Collateral Assignments of Key Leases, together with an appropriate consent to hypothecation from the lessor under the relevant Key Lease, to the extent the same were not required by Foothill to be delivered on or before the Closing Date under SECTION 3.1.
(c) within 30 days following the First Amendment Date, deliver to Foothill each of the Collateral Assignments of Tower Leases, other than with respect to (i) the Old New York Tower Lease, (ii) the Fort Worth Tower Lease, and (iii) the Brookfield Tower Lease, together with an appropriate consent to hypothecation from the lessor under the relevant Tower Lease, to the extent the same were not required by Foothill to be delivered on or before the Closing Date under SECTION 3.1 (Page 79 of 142 Pages)
(d) within 30 days following the First Amendment Date, deliver to Foothill each of the Mortgages (and Foothill shall have received opinions of Foothill's several local counsel relative thereto, each in form and substance satisfactory to Foothill in its reasonable (from the perspective of a secured lender) discretion), Collateral Access Agreements (other than with respect to (i) the Old New York Tower Lease, (ii) the Fort Worth Tower Lease, and (iii) the Brookfield Tower Lease), Mortgage Policies, in each case, to the extent the same were not required by Foothill to be delivered on or before the Closing Date under SECTION 3.1.
(e) within 180 days following the Closing Date, deliver to Agent duly executed originals Foothill satisfactory evidence of the Mortgages, in form and substance satisfactory to Agent and its counsel;
(c) within 45 days consummation of each of the Closing Date, deliver to Agent copies of all previous completed phase-I environmental reports that are available and real estate surveys with respect to the Real Property Collateral; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveys, and the results thereof shall be acceptable to Agent in its reasonable discretion;
(d) within 45 days of the Closing Date, deliver to the Agent mortgagee title insurance policies (or marked commitments to issue the same) for the Real Property Collateral issued by a title insurance company satisfactory to Agent (each a "Mortgage Policy" and, collectively, the "Mortgage Policies") in amounts satisfactory to Agent assuring Agent that the Mortgages on such Real Property Collateral are valid and enforceable second priority mortgage Liens on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the Mortgage Policies shall otherwise be in form and substance reasonably satisfactory to Agent; and
(e) within 30 days after the Closing Date, establish with banks acceptable to the Agent, one or more depository accounts, under the dominion and control of the Agent and otherwise acceptable to the Agent, with respect to the Collections of each Eligible Foreign GuarantorRestructuring Transactions.
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Sources: Loan and Security Agreement (Childrens Broadcasting Corp)
Condition Subsequent. As a condition conditions subsequent to the initial closing hereunder, Borrowers Borrower shall perform or cause to be performed the following (the failure by Borrowers Borrower to so perform or cause to be performed constituting an Event of Default):
(a) within 30 days of the Closing Date, deliver to Agent Foothill the certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section SECTION 6.10, the form and substance of which shall be satisfactory to Agent Foothill and its counsel;
(b) within 45 30 days of the Closing Date, Foothill shall have received satisfactory evidence that all Intellectual Property of any of Borrower's Subsidiaries shall have been assigned to Borrower;
(c) within 30 days of the Closing Date, Foothill shall have received satisfactory evidence that all of Borrower's copyrightable material (other than Exempt Copyrights), including copyrightable material assigned to Borrower pursuant to SECTION 3.3(b), shall have been registered with the United States Copyright Office, and that all such copyrightable material and any proceeds thereof are specifically encumbered by the Copyright Security Agreement;
(d) within 30 days of the Closing Date, Foothill shall have received satisfactory evidence that all of Borrower's patentable inventions (other than Exempt Patents), including patentable inventions assigned to Borrower pursuant to SECTION 3.3(b), shall have been registered with the United States Patent and Trademark Office, and that all such patentable inventions and any proceeds thereof are specifically encumbered by the Patent Security Agreement;
(e) within 30 days of the Closing Date, each Foreign Currency Bank shall establish and maintain tri-party blocked-on-demand account agreements with Foothill and Borrower or its Subsidiaries in accordance with SECTION 2.7(d);
(f) within 90 days of the Closing Date, deliver or cause to Agent duly executed originals be delivered such agreements, instruments, or other documents, including an opinion of the Mortgages, counsel in form and substance satisfactory to Agent Foothill, as Foothill shall request in order to perfect its security interest in Borrower's Inventory and its counsel;other property located in The Netherlands; and
(cg) upon Foothill's request, within 45 90 days of the Closing Date, deliver or cause to Agent copies be delivered such agreements, instruments, or other documents, including an opinion of all previous completed phase-I environmental reports that are available and real estate surveys with respect to the Real Property Collateral; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveys, and the results thereof shall be acceptable to Agent in its reasonable discretion;
(d) within 45 days of the Closing Date, deliver to the Agent mortgagee title insurance policies (or marked commitments to issue the same) for the Real Property Collateral issued by a title insurance company satisfactory to Agent (each a "Mortgage Policy" and, collectively, the "Mortgage Policies") in amounts satisfactory to Agent assuring Agent that the Mortgages on such Real Property Collateral are valid and enforceable second priority mortgage Liens on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the Mortgage Policies shall otherwise be counsel in form and substance reasonably satisfactory to AgentFoothill, as Foothill shall request in order to perfect its security interest in Borrower's Inventory and other property located in Thailand; and
(e) within 30 days after the Closing Date, establish with banks acceptable to the Agent, one or more depository accounts, under the dominion and control of the Agent and otherwise acceptable to the Agent, with respect to the Collections of each Eligible Foreign Guarantor.
Appears in 1 contract
Sources: Loan and Security Agreement (Network Computing Devices Inc)
Condition Subsequent. As a condition subsequent to the initial closing hereunder, Borrowers shall perform or cause to be performed the following (the failure by Borrowers to so perform or cause to be performed constituting an Event of Default):
(a) within 30 days Not later than 5:00pm Eastern Time on August 14, 2019, the Borrower shall deliver evidence satisfactory to the Agent and Lenders that the Roll Up has been consummated in accordance with the following:
(i) On or prior to August 12, 2019, the Agent shall have entered into escrow arrangements satisfactory to it with Fidelity National Title Insurance Company (the “Title Company”) pursuant to which the Agent will wire to the Title Company proceeds of certain Loans requested to be made on the Closing Date to be held by the Title Company as escrow agent and disbursed to fund certain fees, costs and expenses related to the Roll Up in accordance with such escrow arrangements and this §8.16(a);
(ii) Prior to the Title Company making any disbursement of Loan proceeds, the Agent shall have received evidence satisfactory to it that all conditions to the effectiveness of the Roll Up transactions (other than payment of any amounts to be made with proceeds of the Loans) with respect to Real Estate constituting at least 75% of the Borrowing Base Availability calculated as of the Closing Date, deliver to Agent the certified copies Date (assuming completion of the policies Roll Up) shall have been satisfied such that after receipt by the applicable mortgage lender of insurance, together with the endorsements such funds and performance by such lender of certain administrative or ministerial tasks related thereto, as are required the Borrower may consummate the Roll Up transactions with respect to such Real Estate;
(iii) Prior to the Title Company making a disbursement of Loan proceeds with respect to any particular Real Estate, (x) the Agent shall have received evidence satisfactory to it that all conditions to the effectiveness of the Roll Up transactions with respect to such Real Estate (other than payment of any amounts to be made with proceeds of the Loans) shall have been satisfied such that after receipt by Section 6.10the applicable mortgage lender of such funds and performance by such lender of certain administrative or ministerial tasks related thereto, the form Borrower may consummate the Roll Up transactions with respect to such Real Estate and substance (y) the Agent shall have received and approved the settlement statement detailing the amounts to be paid by the Title Company in respect of which the Roll Up of such Real Estate;
(iv) Prior to the completion of the Roll Up, without the Agent’s express prior written consent, the Title Company shall be satisfactory not disburse any proceeds of the Loans to reimburse the Hertz Investment Group for costs related to the Roll Up or to make any contribution to the BVI Entities; and
(v) The Title Company shall at all times hold in escrow, for the benefit of the Agent and its counsel;the Lenders, any portion of the Loan proceeds delivered to it by the Agent that has not been disbursed to fund any Roll Up transactions as set forth in this §8.16(a).
(b) within 45 days of To the Closing Dateextent that the Borrower has not consummated the Roll Up in full by 5:00 p.m. Eastern Time on August 14, deliver to Agent duly executed originals of the Mortgages, in form and substance satisfactory to Agent and its counsel;
(c) within 45 days of the Closing Date, deliver to Agent copies of all previous completed phase-I environmental reports that are available and real estate surveys with respect to the Real Property Collateral; the environmental consultants and surveyors retained for such reports or surveys2019, the scope Borrower shall at such time, upon request of the reports or surveys, and the results thereof shall be acceptable to Agent in its reasonable discretion;
(d) within 45 days of the Closing DateAgent, deliver to the Agent mortgagee title insurance policies (or marked commitments to issue an updated Compliance Certificate calculating compliance with the same) for financial covenants in §9 based only on the Real Property Collateral issued Estate that is then actually owned by the Borrower and its Subsidiaries pursuant to the Roll Up and if the Borrower is not then in compliance with such financial covenants, (x) the Lenders shall not be obligated to fund any Loans or issue any Letters of Credit thereafter, (y) the Agent may direct the Title Company to return to the Agent any portion of the Loan proceeds previously delivered to the Title Company and apply any such funds to repay the Loans and (z) the Agent may, upon notice to the Borrower, declare an immediate Event of Default or, at its option, require that Borrower make a title insurance company satisfactory to Agent (each a "Mortgage Policy" and, collectively, the "Mortgage Policies"mandatory prepayment under Section 3.2(a) in amounts satisfactory an amount necessary to Agent assuring Agent bring the Loans into compliance with the financial covenants in §9 based only on the Real Estate that is then actually owned by the Mortgages on such Real Property Collateral are valid Borrower and enforceable second priority mortgage Liens on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liensits Subsidiaries pursuant to the Roll Up, and the Mortgage Policies Commitments shall otherwise be reduced pro rata in form and substance reasonably satisfactory to Agent; and
(e) within 30 days after the Closing Date, establish accordance with banks acceptable to the Agent, one or more depository accounts, under the dominion and control their respective Commitment Percentages of the Agent and otherwise acceptable to the Agent, with respect to the Collections of each Eligible Foreign Guarantoramount prepaid.
Appears in 1 contract
Condition Subsequent. As a condition subsequent to the initial closing hereunder, Borrowers It shall perform or cause to be performed the following (the failure by Borrowers to so perform or cause to be performed constituting an Event of Default):
Default under Section 7.1(e) of the Credit Agreement if, within ninety (90) days of the Second Amendment Effective Date (which date may be extended by the written approval of the Administrative Agent and the Required Lenders in their reasonable discretion), L▇▇▇▇▇▇, Inc. does not (a) within 30 days of the Closing Date, execute and deliver to the Administrative Agent an Additional Guarantor Supplement, an Assumption and Supplement to Security Agreement, and such other Collateral Documents as the certified copies of the policies of insuranceAdministrative Agent may then require, together with the endorsements theretoif any, as are required by Section 6.10, the form and substance of which shall be satisfactory to Agent and its counsel;
(b) within 45 days of the Closing Date, deliver to the Administrative Agent duly executed originals of such other instruments, documents, certificates and opinions reasonably required by the MortgagesAdministrative Agent in connection therewith; provided, in form and substance satisfactory to Agent and its counsel;
(c) within 45 days of that the Closing Date, deliver to Agent copies of all previous completed phase-I environmental reports that are available and real estate surveys with respect foregoing joinders shall be subject to the Real Property Collateral; execution (without the environmental consultants and surveyors retained for such reports incurrence of any additional fees paid to the Administrative Agent or surveysthe Lenders (other than reimbursement of reasonable out-of-pocket legal expenses as required under the Credit Agreement)) of a further amendment to the Credit Agreement to provide that, among other terms to be agreed to by the Borrower, the scope of the reports or surveysAdministrative Agent, and the results thereof Lenders: (i) L▇▇▇▇▇▇, Inc. shall be acceptable a Loan Party, (ii) the reporting requirements applicable to Agent the Parent and its Subsidiaries as set forth in its reasonable discretion;
(d) within 45 days Section 6.1 of the Closing DateCredit Agreement shall be replaced and superseded by reporting requirements applicable to L▇▇▇▇▇▇, deliver Inc. and its Subsidiaries, (iii) the negative covenants in the Credit Agreement shall apply to L▇▇▇▇▇▇, Inc. (provided that, Section 6.15 shall be modified to remove all limitations on Restricted Payments from the Parent to L▇▇▇▇▇▇, Inc.), (iv) the financial covenants in Section 6.20 of the Credit Agreement and, to the Agent mortgagee title insurance policies extent applicable, all definitions used therein shall be modified to be measured on a consolidated basis at L▇▇▇▇▇▇, Inc., and (or marked commitments v) the definition of “EBITDA” shall be modified as agreed to issue by the same) for the Real Property Collateral issued by a title insurance company satisfactory to Agent (each a "Mortgage Policy" and, collectivelyBorrower, the "Mortgage Policies") in amounts satisfactory to Administrative Agent assuring Agent that the Mortgages on such Real Property Collateral are valid and enforceable second priority mortgage Liens on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the Mortgage Policies Lenders; provided that, such modification shall otherwise be in form and substance reasonably satisfactory to Agent; and
(e) within 30 days after the Closing Date, establish with banks acceptable to the Agent, one or more depository accounts, under the dominion and control of the Agent and otherwise acceptable to the Agent, with respect to the Collections of each Eligible Foreign Guarantorinclude an add-back for non-cash stock based compensation expenses.
Appears in 1 contract
Condition Subsequent. As a condition subsequent Within seventy-five (75) days after the Initial Extension of Credit, shall cause the following to be delivered to the initial closing hereunderFirst Lien Collateral Agent (i) American Land Title Association/American Congress on Surveying and Mapping form surveys for the Initial Mortgaged Properties, Borrowers shall perform or cause for which all necessary fees (where applicable) have been paid, and dated no sooner than forty-five (45) days after the Initial Extension of Credit, certified to be performed the following (First Lien Collateral Agent and the failure by Borrowers to so perform or cause to be performed constituting an Event of Default):
(a) within 30 days issuer of the Closing DateFirst Lien Mortgage Policies in the form previously provided to the First Lien Collateral Agent or otherwise in a manner reasonably satisfactory to the First Lien Collateral Agent by a land surveyor duly registered and licensed in the States in which the property described in such surveys is located and reasonably acceptable to the First Lien Collateral Agent, deliver to Agent the certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section 6.10showing all on-site buildings and other improvements, the form location of any on-site easements, rights of way, building set back lines and substance other dimensional regulations and the absence of which shall be satisfactory encroachments, either by such improvements or on to Agent and its counsel;
(b) within 45 days of the Closing Date, deliver to Agent duly executed originals of the Mortgages, in form and substance satisfactory to Agent and its counsel;
(c) within 45 days of the Closing Date, deliver to Agent copies of all previous completed phase-I environmental reports that are available and real estate surveys with respect to the Real Property Collateral; the environmental consultants and surveyors retained for such reports or surveys, the scope of the reports or surveysproperty, and the results thereof shall be acceptable other defects, other than Permitted Liens and (ii) at Borrower’s cost and expense, (A) a “land same as survey” endorsement to Agent in its reasonable discretion;
(d) within 45 days of the Closing Date, deliver to the Agent mortgagee title insurance policies (or marked commitments to issue the same) each First Lien Mortgage Policy for the Real each Initial Mortgaged Property Collateral issued by a title insurance company satisfactory to Agent (each a "Mortgage Policy" and, collectively, the "Mortgage Policies") in amounts satisfactory to Agent assuring Agent that the Mortgages on such Real Property Collateral are valid and enforceable second priority mortgage Liens on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the Mortgage Policies shall otherwise be in form and substance reasonably satisfactory to Agent; and
(e) within 30 days after the Closing Date, establish with banks acceptable to the Agent, one or more depository accounts, under the dominion and control of the First Lien Collateral Agent and otherwise (B) an endorsement to each such First Lien Mortgage Policy in form and substance reasonably acceptable to the AgentFirst Lien Collateral Agent removing the standard survey exception from each such First Lien Mortgage Policy and excepting only the matters identified in the survey referred to in clause (i) and listed in a reasonably detailed survey reading, in each case, with respect to the Collections of each Eligible Foreign Guarantor.land covered by such survey. LSP Gen Finance First Lien Credit Agreement
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