Conditions Subsequent to the Closing Date. The U.S. Borrower agrees to deliver and cause the Subsidiaries to deliver to the Administrative Agent by the dates indicated below (which dates may be extended by the Administrative Agent at its sole discretion, other than in respect of clause (e)) the following:
(a) subject to Section 4.01 of the U.S. Security Agreement, within 60 days following the Closing Date, deposit account control agreements (other than with respect to Excluded Accounts), duly executed by each depositary bank referred to in the U.S. Security Agreement;
(b) within 60 days following the Closing Date (except as otherwise specified herein), Mortgages covering the Mortgaged Properties, duly executed by Holdings, the U.S. Borrower or the applicable Subsidiary, together with:
(i) evidence that counterparts of the Mortgages have been duly executed, acknowledged and delivered and are in form suitable for filing or recording in all filing or recording offices that the Administrative Agent may deem necessary or desirable in order to create a valid first (subject to Permitted Encumbrances and all Liens permitted under Section 6.02 with respect to the property in question and subject to the Intercreditor Agreement, and the Liens of the ABL Facility) subsisting Lien on the property described therein in favor of the Administrative Agent for the benefit of the Lenders and that all filing and recording taxes and fees necessary to record the Mortgages in the applicable recording offices have been paid,
(ii) with respect to the Mortgaged Properties, fully paid First American Title Insurance Company’s title insurance policies (the “Mortgage Policies”) in form and substance, with endorsements and in amounts reasonably acceptable to the Administrative Agent, issued by title insurers reasonably acceptable to the Administrative Agent, insuring the Mortgages of the Mortgaged Properties to be valid first and subsisting Liens on the property described therein, free and clear of all defects (including, but not limited to, mechanics’ and materialmen’s Liens except as permitted in this Agreement) and encumbrances, excepting only Permitted Encumbrances and all Liens permitted under Section 6.02 with respect to the property in question and subject to the Intercreditor Agreement, the Liens of the ABL Facility, and providing for such other affirmative insurance (including endorsements for future advances under the Loan Documents and for mechanics’ and materialmen’s Liens) and such direct access reinsurance as the Ad...
Conditions Subsequent to the Closing Date. Company shall fulfill, on or before the date applicable thereto (which date can be extended in writing by the Administrative Agent in its sole discretion), each of the conditions subsequent specified in Section 5.15.
Conditions Subsequent to the Closing Date. Borrower shall fulfill, on or before the date applicable thereto (which date can be extended in writing by the Administrative Agent in its sole discretion), each of the conditions subsequent specified in Section 5.15.
Conditions Subsequent to the Closing Date. Furnish to the Administrative Agent such items or take such actions as are set forth on Schedule 6.16 that were not delivered or taken on or prior to the Closing Date within the applicable time periods set forth on such Schedule 6.16 (which time periods may be extended at the sole discretion of the Administrative Agent).
Conditions Subsequent to the Closing Date. Company shall fulfill, on or before the date applicable thereto (which date can be extended in writing by the Administrative Agent in its sole discretion), each of the conditions subsequent set forth below (the failure by Company to so perform or cause to be performed constituting a Event of Default).
Conditions Subsequent to the Closing Date. The Agent shall have received the following, no later than ten (10) Business Days after the Closing Date, each in form and substance satisfactory to the Agent and the Required Holders:
(a) Consents. The Third Party Consents.
Conditions Subsequent to the Closing Date. Parent and the Borrowers agree to deliver and cause the Subsidiaries to deliver to the Administrative Agent each item listed on Schedule 5.16 by the dates indicated thereon (which dates may be extended by the Administrative Agent at its sole discretion).
Conditions Subsequent to the Closing Date. Borrowers shall satisfy or cause each of the following to be satisfied, in a manner satisfactory to Agent, within the time periods set forth below (it being understood that (i) the failure by the Borrowers to perform or cause to be performed any such condition subsequent on or before the date applicable thereto shall constitute an Event of Default and (ii) to the extent that the existence of any such condition subsequent would otherwise cause any representation, warranty or covenant in this Agreement or any other Loan Document to be breached, the Lenders hereby waive such breach for the period from the Closing Date until the date on which such condition subsequent is required to be fulfilled pursuant to this Section 6.4):
Conditions Subsequent to the Closing Date. Company shall fulfill, on or before the date applicable thereto (which date may be extended in writing (including via e-mail transmission) by Administrative Agent in its sole discretion), each of the covenants set forth in the Post-Closing Matters Agreement.
Conditions Subsequent to the Closing Date. (a) Within 60 days after the Closing Date (which time period may be extended by an additional 60 days at the sole discretion of the Administrative Agent), furnish to the Administrative Agent such Mortgages with respect to any Mortgaged Properties as to which Mortgages were not furnished on the Closing Date and other items required under Section 4.01(a)(iv) and Section 4.01(a)(ix) that were not delivered on or prior to the Closing Date in accordance with such section, in each case in compliance with the provisions of, and together with the other requirements set forth in, such section and (b) comply with the requirements of Section 15(h) of the Security Agreement.
