Common use of Further Assurances; Supplemental Mortgage Affidavits Clause in Contracts

Further Assurances; Supplemental Mortgage Affidavits. (i) Borrowers shall, at Borrowers' sole cost and expense: (A) furnish to Lender all instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title and other insurance reports and agreements, and each and every other document, certificate, agreement and instrument required to be furnished by Borrowers pursuant to the terms of the Loan Documents or reasonably requested by Lender in connection therewith; (B) execute and deliver to Lender such documents, instruments, certificates, assignments and other writings, and do such other acts necessary or desirable to evidence, preserve and/or protect, and to maintain Lender's perfected lien upon, and security interest in, the collateral (including, without limitation, the Central Account and all funds on deposit therein) at any time securing or intended to secure the obligations of Borrowers under the Loan Documents, as Lender may reasonably require; and (C) do and execute all and such further lawful and reasonable acts, conveyances and assurances for the better and more effective carrying out of the intents and purposes of this Agreement and the other Loan Documents, as Lender shall reasonably require from time to time. (ii) The Lien created by the Mortgage is intended to encumber each Individual Property on a joint and several basis to the full extent of the Indebtedness. As of the date hereof, Borrowers represent that they have paid all state, county and municipal recording and all other taxes imposed upon the execution and recordation of the Mortgage against each of the Properties based upon the foregoing and such security is not limited by the Allocable Principal Balance for any Individual Property. If at any time Lender determines, based on applicable law, that Lender is not being afforded the maximum amount of security available from any one or more of the Properties as a direct or indirect result of applicable taxes not having been paid with respect to any such Properties, Borrowers will execute, acknowledge and deliver to Lender, immediately upon Lender's request, supplemental affidavits increasing the amount of the Indebtedness for which all applicable taxes have been paid to an amount determined by Lender to be equal to the lesser of (a) the greater of the fair market value of the applicable Individual Property (i) as of the Closing Date and (ii) as of the date such supplemental affidavits are to be delivered to Lender, and (b) the amount of the Indebtedness, and Borrower shall, on demand, pay any additional taxes required in connection therewith.

Further Assurances; Supplemental Mortgage Affidavits. (i) Borrowers Borrower shall, at Borrowers' Borrower's sole cost and expense: (Aa) furnish to Lender all instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title and other insurance reports and agreements, and each and every other document, certificate, agreement and instrument required to be furnished by Borrowers Borrower pursuant to the terms of the Loan Documents or reasonably requested by Lender in connection therewith; (Bb) execute and deliver to Lender such documents, instruments, certificates, assignments and other writings, and do such other acts necessary or desirable desirable, to evidence, preserve and/or protect, and to maintain Lender's perfected lien upon, and security interest in, protect the collateral (including, without limitation, the Central Account and all funds on deposit therein) at any time securing or intended to secure the obligations of Borrowers Borrower under the Loan Documents, as Lender may reasonably require; and (Cc) do and execute all and such further lawful and reasonable acts, conveyances and assurances for the better and more effective carrying out of the intents and purposes of this Agreement and the other Loan Documents, as Lender shall reasonably require from time to time. (ii) The Lien created by the Mortgage is intended to encumber each Individual Property on a joint and several basis to the full extent of the Indebtedness. As of the date hereof, Borrowers represent Borrower represents that they have it has paid all state, county and municipal recording and all other taxes imposed upon the execution and recordation of the Mortgage against Mortgages encumbering each of the Properties based upon the foregoing and such security is not limited by the Allocable Principal Balance for any Individual PropertyProperties. If at any time Lender determines, based on applicable law, that Lender is not being afforded the maximum amount of security available from any one or more of the Properties as a direct or indirect result of applicable taxes not having been paid with respect to any such Properties, Borrowers Borrower agrees that Borrower will execute, acknowledge and deliver to Lender, immediately upon Lender's request, supplemental affidavits increasing the amount of the Indebtedness Debt attributable to any such Individual Property (as set forth on Schedule I annexed hereto) for which all applicable taxes have not been paid to an amount determined by Lender to be equal to the lesser of (a) the greater of the fair market value of the applicable Individual Property (i) as of the Closing Date date hereof and (ii) as of the date such supplemental affidavits are to be delivered to Lender, and (b) the amount of the IndebtednessDebt attributable to any such Individual Property (as set forth on Schedule I annexed hereto), and Borrower shall, on demand, pay any additional taxes required in connection therewithtaxes.

Further Assurances; Supplemental Mortgage Affidavits. (i) Borrowers Each of Borrower and Op Co Pledgor shall, and shall cause Mortgage Borrower and Operating Lessee to, at Borrowers' its sole cost and expense: (Aa) upon Lender’s request, furnish to Lender all instruments, documents, existing boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title and other insurance reports and agreements, agreements relating to the Property and each and every other existing document, certificate, agreement and instrument required to be furnished by Borrowers Borrower or Op Co Pledgor pursuant to the terms of the Loan Documents or which are reasonably requested by Lender in connection therewiththerewith provided, that so long as no Event of Default is continuing, neither Borrower nor Op Co Pledgor shall be required to deliver (i) an updated appraisal with respect to any Property, unless (A) the aggregate cash flow from the Property shall decrease by more than twenty percent (20%) from the prior year or (B) an updated appraisal shall otherwise be specifically required pursuant to the provisions of this Agreement, or (ii) an updated survey for any Property, unless there shall be any changes to the footprint of the Improvements with respect to such Property or there shall be any other material change, including the granting of any easement or other encumbrance that shall be able to be plotted on such survey; (Bb) cure, or cause to be cured, any defects in the execution and delivery of the Loan Documents; (c) execute and deliver deliver, or cause to Lender be executed and delivered, all such documents, instruments, certificates, assignments and other writingswritings and do, and do or cause to be done, such other acts reasonably necessary or desirable (i) to correct any omissions in the Loan Documents, (ii) to evidence, protect or preserve and/or protect, and to maintain Lender's perfected lien upon, and security interest in, the collateral (including, without limitation, the Central Account and all funds on deposit therein) at any time securing or intended to secure the obligations Obligations, (iii) to perfect, protect or preserve any Liens created under any of Borrowers under the Loan Documents, or (iv) to make any recordings, file any notices, or obtain any consents, as may be necessary in connection with (i) or (ii) (including, without limitation, the execution and delivery of all such writings necessary to transfer, to the extent permitted by applicable law, any liquor licenses with respect to the Property into the name of Lender may reasonably requireor its designee during the continuance of an Event of Default and following the acceleration of the Loan); and (Cd) do and execute execute, or cause to be done and executed, all and such further lawful and reasonable acts, conveyances and assurances for the better and more effective carrying out of the intents and purposes of this Agreement and the other Loan Documents, as Lender shall reasonably require from time to time. (ii) The Lien created by the Mortgage is intended to encumber each Individual Property on a joint and several basis to the full extent of the Indebtedness. As of the date hereof, Borrowers represent that they have paid all state, county and municipal recording and all other taxes imposed upon the execution and recordation of the Mortgage against each of the Properties based upon the foregoing and such security is not limited by the Allocable Principal Balance for any Individual Property. If at any time Lender determines, based on applicable law, that Lender is not being afforded the maximum amount of security available from any one or more of the Properties as a direct or indirect result of applicable taxes not having been paid with respect to any such Properties, Borrowers will execute, acknowledge and deliver to Lender, immediately upon Lender's request, supplemental affidavits increasing the amount of the Indebtedness for which all applicable taxes have been paid to an amount determined by Lender to be equal to the lesser of (a) the greater of the fair market value of the applicable Individual Property (i) as of the Closing Date and (ii) as of the date such supplemental affidavits are to be delivered to Lender, and (b) the amount of the Indebtedness, and Borrower shall, on demand, pay any additional taxes required in connection therewith.

Further Assurances; Supplemental Mortgage Affidavits. (i) Borrowers Borrower shall, at Borrowers' Borrower's sole cost and expense: (A) furnish to Lender all instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title and other insurance reports and agreements, and each and every other document, certificate, agreement and instrument required to be furnished by Borrowers Borrower pursuant to the terms of the Loan Documents or reasonably requested by Lender in connection therewith; (B) execute and deliver to Lender such documents, instruments, certificates, assignments and other writings, and do such other acts necessary or desirable desirable, to evidence, preserve and/or protect, and to maintain Lender's perfected lien upon, and security interest in, protect the collateral (including, without limitation, the Central Account and all funds on deposit therein) at any time securing or intended to secure the obligations of Borrowers Borrower under the Loan Documents, as Lender may reasonably require; and (C) do and execute all and such further lawful and reasonable acts, conveyances and assurances for the better and more effective carrying out of the intents and purposes of this Agreement and the other Loan Documents, as Lender shall reasonably require from time to time. (ii) The Lien created by the Mortgage is intended to encumber each Individual Property on a joint and several basis to the full extent of the Indebtedness. As of the date hereof, Borrowers represent that they have paid all state, county and municipal recording and all other taxes imposed upon the execution and recordation of the Mortgage against each of the Properties based upon the foregoing and such security is not limited by the Allocable Principal Balance for any Individual Property. If at any time Lender determines, based on applicable law, that Lender is not being afforded the maximum amount of security available from any one or more of the Properties as a direct or indirect result of applicable taxes not having been paid with respect to any such Properties, Borrowers Borrower agrees that Borrower will execute, acknowledge and deliver to Lender, immediately upon Lender's request, supplemental affidavits increasing the amount of the Indebtedness Debt attributable to any such Individual Property (as set forth on SCHEDULE I hereto) for which all applicable taxes have been paid to an amount determined by Lender to be equal to the lesser of (ay) the greater of the fair market value of the applicable Individual Property (i) as of the Closing Date date hereof and (ii) as of the date such supplemental affidavits are to be delivered to Lender, and (bz) the amount of the IndebtednessDebt attributable to any such Individual Property (as set forth on SCHEDULE I hereto), and Borrower shall, on demand, pay any additional taxes required in connection therewithtaxes.

Further Assurances; Supplemental Mortgage Affidavits. (i) Borrowers Each of Borrower and Operating Lessee shall, at Borrowers' its sole cost and expense: (Aa) upon Lender’s request, furnish to Lender all instruments, documents, existing boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title and other insurance reports and agreements, agreements relating to the Property and each and every other existing document, certificate, agreement and instrument required to be furnished by Borrowers Borrower or Operating Lessee pursuant to the terms of the Loan Documents or which are reasonably requested by Lender in connection therewiththerewith provided, that so long as no Event of Default is continuing, neither Borrower nor Operating Lessee shall be required to deliver (i) an updated appraisal with respect to any Property, unless (A) the aggregate cash flow from the Property shall decrease by more than twenty percent (20%) from the prior year or (B) an updated appraisal shall otherwise be specifically required pursuant to the provisions of this Agreement, or (ii) an updated survey for any Property, unless there shall be any changes to the footprint of the Improvements with respect to such Property or there shall be any other material change, including the granting of any easement or other encumbrance that shall be able to be plotted on such survey; (Bb) cure, or cause to be cured, any defects in the execution and delivery of the Loan Documents; (c) execute and deliver deliver, or cause to Lender be executed and delivered, all such documents, instruments, certificates, assignments and other writingswritings and do, and do or cause to be done, such other acts reasonably necessary or desirable (i) to correct any omissions in the Loan Documents, (ii) to evidence, protect or preserve and/or protect, and to maintain Lender's perfected lien upon, and security interest in, the collateral (including, without limitation, the Central Account and all funds on deposit therein) at any time securing or intended to secure the obligations Obligations, (iii) to perfect, protect or preserve any Liens created under any of Borrowers under the Loan Documents, or (iv) to make any recordings, file any notices, or obtain any consents, as may be necessary in connection with (i) or (ii) (including, without limitation, the execution and delivery of all such writings necessary to transfer, to the extent permitted by applicable law, any liquor licenses with respect to the Property into the name of Lender may reasonably requireor its designee during the continuance of an Event of Default and following the acceleration of the Loan); and (Cd) do and execute execute, or cause to be done and executed, all and such further lawful and reasonable acts, conveyances and assurances for the better and more effective carrying out of the intents and purposes of this Agreement and the other Loan Documents, as Lender shall reasonably require from time to time. (ii) The Lien created by the Mortgage is intended to encumber each Individual Property on a joint and several basis to the full extent of the Indebtedness. As of the date hereof, Borrowers represent that they have paid all state, county and municipal recording and all other taxes imposed upon the execution and recordation of the Mortgage against each of the Properties based upon the foregoing and such security is not limited by the Allocable Principal Balance for any Individual Property. If at any time Lender determines, based on applicable law, that Lender is not being afforded the maximum amount of security available from any one or more of the Properties as a direct or indirect result of applicable taxes not having been paid with respect to any such Properties, Borrowers will execute, acknowledge and deliver to Lender, immediately upon Lender's request, supplemental affidavits increasing the amount of the Indebtedness for which all applicable taxes have been paid to an amount determined by Lender to be equal to the lesser of (a) the greater of the fair market value of the applicable Individual Property (i) as of the Closing Date and (ii) as of the date such supplemental affidavits are to be delivered to Lender, and (b) the amount of the Indebtedness, and Borrower shall, on demand, pay any additional taxes required in connection therewith.

Further Assurances; Supplemental Mortgage Affidavits. (i) Borrowers shallBorrower shall and Parent shall cause each Loan Party to, as applicable, at Borrowers' Borrower's or such Loan Party's sole cost and expense: (Ai) furnish to Lender Administrative Agent (with sufficient copies for each of the Lenders) all instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title and other insurance reports and agreements, and each and every other document, certificate, agreement and instrument required to be furnished by Borrowers Borrower (or any other Loan Party) pursuant to the terms of the Loan Documents or reasonably requested by Lender Administrative Agent in connection therewith; (Bii) furnish to Administrative Agent, with reasonable promptness, (a) information and other data revised to correct any material erroneous information and other data previously delivered by any Loan Party to Administrative Agent pursuant to this Section 5.1 or included in any statement, report or certificate previously delivered by such Loan Party to Administrative Agent pursuant to this Section 5.1, together with such statement, report or certificate that shall have been revised to reflect such revised information and data, and (b) such other information and data with respect to the Loan Parties, the Assets, the Property, the Ground Leases and Tenant Leases, the Property Management Agreements, the other Collateral and the other assets and liabilities of the Loan Parties, all in form consistent with any applicable requirements of this Agreement and reasonably satisfactory to Administrative Agent, as from time to time may be reasonably requested by Administrative Agent; (iii) execute and deliver to Lender Administrative Agent such documents, instruments, certificates, assignments and other writings, and do such other acts necessary or desirable desirable, to evidence, preserve and/or protect, and to maintain Lender's perfected lien upon, and security interest in, protect the collateral (including, without limitation, the Central Account and all funds on deposit therein) at any time securing or intended to secure the obligations of Borrowers under the Loan Documents, as Lender may reasonably require; and (C) do and execute all and such further lawful and reasonable acts, conveyances and assurances for the better and more effective carrying out of the intents and purposes of this Agreement and the other Loan Documents, as Lender shall reasonably require from time to time. (ii) The Lien created by the Mortgage is intended to encumber each Individual Property on a joint and several basis to the full extent of the Indebtedness. As of the date hereof, Borrowers represent that they have paid all state, county and municipal recording and all other taxes imposed upon the execution and recordation of the Mortgage against each of the Properties based upon the foregoing and such security is not limited by the Allocable Principal Balance for any Individual Property. If at any time Lender determines, based on applicable law, that Lender is not being afforded the maximum amount of security available from any one or more of the Properties as a direct or indirect result of applicable taxes not having been paid with respect to any such Properties, Borrowers will execute, acknowledge and deliver to Lender, immediately upon Lender's request, supplemental affidavits increasing the amount of the Indebtedness for which all applicable taxes have been paid to an amount determined by Lender to be equal to the lesser of (a) the greater of the fair market value of the applicable Individual Property (i) as of the Closing Date and (ii) as of the date such supplemental affidavits are to be delivered to Lender, and (b) the amount of the Indebtedness, and Borrower shall, on demand, pay any additional taxes required in connection therewith.