Common use of Future Liens Clause in Contracts

Future Liens. Promptly, and in any event within twenty-one (21) days after (a) the acquisition of any assets (real, personal, tangible, or intangible) by Borrower or any Guarantor or (b) the removal, termination, or expiration of any prohibition upon the granting of a lien in any asset (real, personal, tangible, or intangible) of any Borrower or any Guarantor (including, without limitation, the granting of liens in all general and limited partnership interests in which Borrower and Guarantors own 100% of the partnership interests) (the "Additional Assets"), Borrower shall (or shall cause such other Guarantor to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, certificates and instruments representing shares of stock or evidencing Debt and any realty appraisals as Administrative Agent may require with respect to any such Additional Assets), and shall take all such further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect liens in favor of Administrative Agent for the benefit of Lenders in such Additional Assets, as security for the Obligations; it being expressly understood that the granting of such additional security for the Obligations is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "Collateral" for all purposes under the Loan Documents, and all references to the "Collateral" in the Loan Documents shall include the Additional Assets.

Future Liens. Promptly, and in any event within twenty-one (21) days after (a) the acquisition of any assets (real, personal, tangible, or intangible) by Borrower or any Guarantor or (b) the removal, termination, or expiration of any prohibition upon the granting of a lien in any asset (real, personal, tangible, or intangible) of any Borrower or any Guarantor (including, without limitation, the granting of liens in all general and limited partnership interests in which Borrower and Guarantors own one hundred percent (100% %) of the partnership interests) (the "Additional Assets"), Borrower shall (or shall cause such other Guarantor to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, certificates and instruments representing shares of stock or evidencing Debt and any realty appraisals as Administrative Agent may require with respect to any such Additional Assets), and shall take all such further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect liens in favor of Administrative Agent for the benefit of Lenders in such Additional Assets, as security for the Obligations; it being expressly understood that the granting of such additional security for the Obligations is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "Collateral" for all purposes under the Loan Documents, and all references to the "Collateral" in the Loan Documents shall include the Additional Assets.

Future Liens. Promptly, and in any event within twenty-one (21) days Promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrower or any Guarantor Domestic Subsidiary on or after the Lien Triggering Date, (b) the removal, termination, or expiration of any prohibition prohibitions upon the granting of a lien Lien in any material asset (real, personal, tangible, or intangible) of any Borrower or any Guarantor Domestic Subsidiary on or after the Lien Triggering Date, or (includingc) upon the designation, without limitationformation, or acquisition of any new Domestic Subsidiary on or after the granting Lien Triggering Date (the assets of liens such new Domestic Subsidiary and the assets described in all general clauses (a) and limited partnership interests in which Borrower and Guarantors own 100% of the partnership interests(b) (hereof are referred to herein as the "Additional Assets"), Borrower shall (or shall cause such other Guarantor Domestic Subsidiary to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, Collateral Documents and all certificates and instruments representing shares of stock or evidencing Debt and any realty appraisals or environmental reports as Administrative Agent may require with respect to any such Additional Assets), and shall take all such further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect liens Liens in favor of Administrative Agent for the benefit of the Lenders in such Additional Assets, as security for the ObligationsObligation; it being expressly understood that the granting of such additional security for the Obligations Obligation is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "Collateral" for all purposes under the Loan Documents, and all references to the "Collateral" in the Loan Documents shall include the Additional Assets.

Future Liens. Promptly, and in any event within twenty-one (21) days Promptly after (a) the acquisition of any assets (real, personal, tangible, or intangible) by Borrower or any Guarantor or Company, (b) the removal, termination, or expiration of any prohibition prohibitions upon the granting of a lien Lien in any asset (real, personal, tangible, or intangible) of any Borrower Company, or (c) upon the designation, formation, or acquisition of any Guarantor (including, without limitation, the granting of liens in all general and limited partnership interests in which Borrower and Guarantors own 100% of the partnership interests) new Subsidiary (the assets and stock of such new Subsidiary and the assets described in CLAUSES (A) and (B) hereof are referred to herein as the "Additional AssetsADDITIONAL ASSETS"), Borrower shall (or shall cause such other Guarantor Company to) execute and deliver to Administrative Agent Lender all further instruments and documents (including, without limitation, Collateral Documents and all certificates and instruments representing shares of stock or evidencing Debt and any realty appraisals as Administrative Agent Lender may require with respect to any such Additional Assets), and shall take all such further action that may be necessary or desirable, or that Administrative Agent Lender may reasonably request, to grant, perfect, and protect liens Liens in favor of Administrative Agent for the benefit of Lenders Lender in such Additional Assets, as security for the ObligationsObligation; it being expressly understood IT BEING EXPRESSLY UNDERSTOOD that the granting of such additional security for the Obligations Obligation is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "CollateralCOLLATERAL" for all purposes under the Loan DocumentsPapers, and all references to the "CollateralCOLLATERAL" in the Loan Documents Papers shall include the Additional Assets.

Future Liens. Promptly, and in any event within twenty-one (21) days Promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrower or any Guarantor or Borrower, (b) the removal, termination, or expiration of any prohibition prohibitions upon the granting of a lien Lien in any asset (real, personal, tangible, or intangible) of Borrower, or (c) upon the designation, formation, or acquisition of any new Subsidiary of Borrower or any Guarantor (including, without limitation, the granting of liens in all general and limited partnership interests in which Borrower and Guarantors own 100% of the partnership interests) (the assets described in CLAUSES (a) through (c) hereof are referred to herein as the "Additional AssetsADDITIONAL ASSETS"), Borrower shall (or shall cause such other Guarantor the appropriate new Subsidiary to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, Collateral Documents, and all certificates and instruments representing shares of stock or evidencing Debt and any realty appraisals as Administrative Agent may require with respect to any such Additional Assets), and shall take all such further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect liens Liens in favor of Administrative Agent for the benefit of Lenders in such Additional Assets, as security for the Obligations; it being expressly understood that the granting of such additional security for the Obligations Obligation is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "CollateralCOLLATERAL" for all purposes under the Loan Documents, and all references to the "CollateralCOLLATERAL" in the Loan Documents shall include the Additional Assets.

Future Liens. Promptly, and in any event within twenty-one (21) days after upon (a) the acquisition of any assets (real, personal, tangible, or intangible) by Borrower any Company or any Guarantor or Cellular Partnership Obligor, (b) the removal, termination, or expiration of any prohibition prohibitions upon the granting of a lien in any asset (real, personal, tangible, or intangible) of any Borrower or any Guarantor (including, without limitation, the granting of liens in all general and limited partnership interests in which Borrower and Guarantors own 100% of the partnership interests) Company (the stock and assets of such new Restricted Subsidiary and the assets described in CLAUSES (a) and (b) being herein referred to as the "Additional AssetsADDITIONAL ASSETS"), or (c) upon the designation, formation, or acquisition of any new Restricted Subsidiary, Borrower shall (or shall cause such other Guarantor Company or Cellular Partnership Obligor to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, certificates and instruments representing shares of stock or evidencing Debt indebtedness and any realty appraisals as Administrative Agent Agents may require with respect to any such Additional Assets), and shall take all such further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect liens in favor of Administrative Agent for the benefit of Lenders in such Additional Assets, as security for the ObligationsObligation; it being expressly understood IT BEING EXPRESSLY UNDERSTOOD that the granting of such additional security for the Obligations Obligation is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "CollateralCOLLATERAL" for all purposes under the Loan DocumentsPapers, and all references to the "CollateralCOLLATERAL" in the Loan Documents Papers shall include the Additional Assets.

Future Liens. PromptlyOther than as permitted in Section 6.6, and in any event within twenty-one (21) days promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrower or Borrower, any Guarantor or Company that is a Domestic Subsidiary of Borrower, (b) the removal, termination, or expiration of any prohibition prohibitions upon the granting of a lien Lien in any asset (real, personal, tangible, or intangible) of Borrower, any Borrower Company that is a Domestic Subsidiary of Borrower, or (c) upon the designation, formation, or Acquisition of any Guarantor new Subsidiary of any Company (including, without limitation, the granting of liens assets described in all general and limited partnership interests in which Borrower and Guarantors own 100% of the partnership interestsclauses (a) through (c) hereof are referred to herein as the "Additional Assets"), Borrower shall (or shall cause such other Guarantor the appropriate Company to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, Collateral Documents and all certificates and instruments representing shares of stock or evidencing Debt and any realty appraisals as Administrative Agent may require with respect to any such Additional Assets), and shall take all such further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect liens Liens in favor of Administrative Agent for the benefit of Lenders in such Additional Assets, as security for the ObligationsObligation to the extent Liens are required in such assets pursuant to Section 6.2; it being expressly understood that the granting of such additional security for the Obligations Obligation is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "Collateral" for all purposes under the Loan Documents, and all references to the "Collateral" in the Loan Documents shall include the Additional Assets.

Future Liens. Promptly, and in any event within twenty-one (21) days Promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrower or any Guarantor or Borrower, (b) the removal, termination, or expiration of any prohibition prohibitions upon the granting of a lien Lien in any asset (real, personal, tangible, or intangible) of any Borrower, or (c) upon the designation, formation, or acquisition of any new Subsidiary of any Borrower or any Guarantor (including, without limitation, the granting of liens assets described in all general and limited partnership interests in which Borrower and Guarantors own 100% of the partnership interestsclauses (a) through (c) hereof are referred to herein as the "Additional Assets"), such Borrower shall (or shall cause such other Guarantor the appropriate new Subsidiary to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, Collateral Documents, and all certificates and instruments representing shares of stock or evidencing Debt and any realty appraisals as Administrative Agent may require with respect to any such Additional Assets), and shall take all such further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect liens Liens in favor of Administrative Agent for the benefit of Lenders Holders in such Additional Assets, as security for the Obligations; it being expressly understood that the granting of such additional security for the Obligations Obligation is a material inducement to the execution and delivery of this Agreement by each LenderHolder. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "Collateral" for all purposes under the Loan Documents, and all references to the "Collateral" in the Loan Documents shall include the Additional Assets. Notwithstanding the foregoing, no Borrower shall be required to grant Liens to Administrative Agent for the benefit of Holders in Additional Assets except to the extent Senior Lenders have been granted Liens in such Additional Assets, in which event Administrative Agent for the benefit of Holders shall take a second priority Lien in such Additional Assets subject to the terms of the Intercreditor Agreement.

Future Liens. Promptly, and in any event within twenty-one (21) days Promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrower or any Guarantor or Company, (b) the removal, termination, or expiration of any prohibition prohibitions upon the granting of a lien Lien in any asset (real, personal, tangible, or intangible) of any Borrower Company, or (c) upon the designation, formation, or Acquisition of any Guarantor (including, without limitation, the granting new Subsidiary of liens in all general and limited partnership interests in which Borrower and Guarantors own 100% of the partnership interests) any Company (the assets described in CLAUSES (a) through (c) hereof are referred to herein as the "Additional AssetsADDITIONAL ASSETS"), Borrower shall (or shall cause such other Guarantor the appropriate Company to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, Collateral Documents and all certificates and instruments representing shares of stock or evidencing Debt and any realty appraisals as Administrative Agent may require with respect to any such Additional Assets), and shall take all such further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect liens Liens in favor of Administrative Agent for the benefit of Lenders in such Additional Assets, as security for the ObligationsObligation to the extent Liens are required in such assets pursuant to SECTION 6.2; it being expressly understood IT BEING EXPRESSLY UNDERSTOOD that the granting of such additional security for the Obligations Obligation is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "CollateralCOLLATERAL" for all purposes under the Loan Documents, and all references to the "CollateralCOLLATERAL" in the Loan Documents shall include the Additional Assets.

Future Liens. PromptlyOther than as permitted in SECTION 4.04, and in any event within twenty-one (21) days promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrower or any Guarantor or wholly-owned Domestic Subsidiary, (b) the removal, termination, or expiration of any prohibition prohibitions upon the granting of a lien Lien in any asset (real, personal, tangible, or intangible) of any Borrower or wholly-owned Domestic Subsidiary, or (c) upon the designation, formation, or acquisition of any Guarantor (including, without limitation, the granting of liens in all general and limited partnership interests in which Borrower and Guarantors own 100% of the partnership interests) new wholly-owned Domestic Subsidiary (the assets described in CLAUSES (a) through (c) hereof are referred to herein as the "Additional AssetsADDITIONAL ASSETS"), Borrower shall (or shall cause such other Guarantor the appropriate wholly-owned Domestic Subsidiary to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, a Security Agreement and other Collateral Documents and all certificates and instruments representing shares of stock or evidencing Debt bonds, debentures, or other Indebtedness of third parties, Indebtedness and any realty appraisals as Administrative Agent may require with respect to any such Additional Assets), and shall take all such further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect liens Liens in favor of Administrative Agent for the ratable benefit of Lenders the holders of the Obligation in such Additional Assets, as security for the ObligationsObligation to the extent Liens are required in such assets pursuant to SECTION 4.02; it being expressly understood that the granting of such additional security for the Obligations Obligation is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "CollateralCOLLATERAL" for all purposes under the Loan Documents, and all references to the "CollateralCOLLATERAL" in the Loan Documents shall include the Additional Assets.

Future Liens. PromptlyOther than as permitted in Section 6.5, and in any event within twenty-one (21) days promptly ------------ after (a) the acquisition Acquisition of any material assets (real, personal, tangible, tangible or intangible, other than real property) by Borrower or any Guarantor or Company that is a Domestic Subsidiary of Borrower, (b) the removal, termination, or expiration of any prohibition prohibitions upon the granting of a lien Lien in any asset (real, personal, tangible, or intangible, other than real property) of any Borrower or any Guarantor Company that is a Domestic Subsidiary of Borrower, or (includingc) upon the designation, without limitationformation, or Acquisition of any new Subsidiary of any Company (the granting of liens assets described in all general and limited partnership interests in which Borrower and Guarantors own 100% of the partnership interestsclauses (a) through (c) hereof being referred to herein as the "Additional Assets"), Borrower shall (or shall cause such other Guarantor the appropriate Company to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, Collateral Documents and all certificates and instruments representing shares of stock or evidencing Debt and any realty appraisals as Administrative Agent may require with respect to any such Additional AssetsDebt), and shall take all such further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect liens Liens in favor of Administrative Agent for the benefit of Lenders in such Additional Assets, as security for the ObligationsObligation to the extent Liens are required in such assets pursuant to Section 6.2; it being expressly understood that the granting of such additional security for the Obligations Obligation is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "Collateral" for all purposes under the Loan Documents, and all references to the "Collateral" in the Loan Documents shall include the Additional Assets.