Common use of Future Liens Clause in Contracts

Future Liens. Other than as permitted in SECTION 6.6, promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrower, any Company that is a Domestic Subsidiary of Borrower, or any Cellular Partnership Obligor, (b) the removal, termination, or expiration of any prohibitions upon the granting of a Lien in any asset (real, personal, tangible, or intangible) of Borrower, any Company that is a Domestic Subsidiary of Borrower, or any Cellular Partnership Obligor, or (c) upon the designation, formation, or Acquisition of any new Subsidiary of any Company or any Cellular Partnership Obligor (the assets described in CLAUSES (a) through (c) hereof are referred to herein as the "ADDITIONAL ASSETS"), Borrower shall (or shall cause the appropriate Company or Cellular Partnership Obligor 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 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 Obligation 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 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. Other than as permitted in SECTION 6.64.04, promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrower, any Company that is a Domestic Subsidiary of Borrower, Borrower or any Cellular Partnership Obligorwholly-owned Domestic Subsidiary, (b) the removal, termination, or expiration of any prohibitions upon the granting of a Lien in any asset (real, personal, tangible, or intangible) of Borrower, any Company that is a Borrower or wholly-owned Domestic Subsidiary of Borrower, or any Cellular Partnership ObligorSubsidiary, or (c) upon the designation, formation, or Acquisition acquisition of any new wholly-owned Domestic Subsidiary of any Company or any Cellular Partnership Obligor (the assets described in CLAUSES (a) through (c) hereof are referred to herein as the "ADDITIONAL ASSETS"), Borrower shall (or shall cause the appropriate Company or Cellular Partnership Obligor 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 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 ratable benefit of Lenders the holders of the Obligation in such Additional Assets, as security for the Obligation to the extent Liens are required in such assets pursuant to SECTION 6.24.02; IT BEING EXPRESSLY UNDERSTOOD it being expressly understood that the granting of such additional security for the 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. Other than as permitted in SECTION 6.6, promptly Promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrower, Borrower or any Company that is a Domestic Subsidiary of Borrower, on or any Cellular Partnership Obligorafter the Lien Triggering Date, (b) the removal, termination, or expiration of any prohibitions upon the granting of a Lien in any material asset (real, personal, tangible, or intangible) of Borrower, Borrower or any Company that is a Domestic Subsidiary of Borrower, on or any Cellular Partnership Obligorafter the Lien Triggering Date, or (c) upon the designation, formation, or Acquisition acquisition of any new Domestic Subsidiary on or after the Lien Triggering Date (the assets of any Company or any Cellular Partnership Obligor (such new Domestic Subsidiary and the assets described in CLAUSES clauses (a) through and (cb) hereof are referred to herein as the "ADDITIONAL ASSETSAdditional Assets"), Borrower shall (or shall cause the appropriate Company or Cellular Partnership Obligor such 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 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 the Lenders in such Additional Assets, as security for the Obligation to the extent Liens are required in such assets pursuant to SECTION 6.2Obligation; IT BEING EXPRESSLY UNDERSTOOD it being expressly understood that the granting of such additional security for the 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. Other than as permitted in SECTION 6.6, promptly Promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrowerany Company, any Company that is a Domestic Subsidiary but no later than 30 days after such acquisition of Borrowerassets has, or any Cellular Partnership Obligorshould have, been reported pursuant to SECTION 9.3(f), (b) the removal, termination, or expiration of any prohibitions upon the granting of a Lien in any asset (real, personal, tangible, or intangible) of Borrower, any Company that is a Domestic Subsidiary of Borrower, or any Cellular Partnership ObligorCompany, or (c) upon the designation, formation, or Acquisition acquisition of any new Subsidiary (the assets and stock of any Company or any Cellular Partnership Obligor (such new Subsidiary and the assets described in CLAUSES (a) through and (cb) hereof are referred to herein as the "ADDITIONAL ASSETS"), Borrower shall (or shall cause the appropriate such other Company or Cellular Partnership Obligor 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 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 Obligation to Obligation, including, without limitation, any Landlord Consent and Estoppel Certificates in substantially the extent Liens are required in such assets pursuant to SECTION 6.2form of EXHIBIT J that Administrative Agent may request; IT BEING EXPRESSLY UNDERSTOOD that the granting of such additional security for the 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 DocumentsPapers, and all references to the "COLLATERAL" in the Loan Documents Papers shall include the Additional Assets.

Future Liens. Other than as permitted in SECTION Section 6.6, promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrower, any Company that is a Domestic Subsidiary of Borrower, or any Cellular Partnership Obligor, (b) the removal, termination, or expiration of any prohibitions upon the granting of a Lien in any asset (real, personal, tangible, or intangible) of Borrower, any Company that is a Domestic Subsidiary of Borrower, or any Cellular Partnership Obligor, or (c) upon the designation, formation, or Acquisition of any new Subsidiary of any Company or any Cellular Partnership Obligor (the assets described in CLAUSES clauses (a) through (c) hereof are referred to herein as the "ADDITIONAL ASSETSAdditional Assets"), Borrower shall (or shall cause the appropriate Company or Cellular Partnership Obligor 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 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 Obligation to the extent Liens are required in such assets pursuant to SECTION Section 6.2; IT BEING EXPRESSLY UNDERSTOOD it being expressly understood that the granting of such additional security for the 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. Other than as permitted in SECTION 6.6, promptly Promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by any Borrower, any Company that is a Domestic Subsidiary of Borrower, or any Cellular Partnership Obligor, (b) the removal, termination, or expiration of any prohibitions upon the granting of a Lien in any asset (real, personal, tangible, or intangible) of any Borrower, any Company that is a Domestic Subsidiary of Borrower, or any Cellular Partnership Obligor, or (c) upon the designation, formation, or Acquisition acquisition of any new Subsidiary of any Company or any Cellular Partnership Obligor Borrower (the assets described in CLAUSES clauses (a) through (c) hereof are referred to herein as the "ADDITIONAL ASSETSAdditional Assets"), such Borrower shall (or shall cause the appropriate Company or Cellular Partnership Obligor new Subsidiary to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, Collateral Documents 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 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 Holders in such Additional Assets, as security for the Obligation 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 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 "COLLATERALCollateral" for all purposes under the Loan Documents, and all references to the "COLLATERALCollateral" 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.