Mortgage Amendments; etc. On or prior to the Closing Date, the Collateral Agent shall have received:
(i) fully executed counterparts of amendments (the "Mortgage Amendments"), in form and substance satisfactory to the Administrative Agent and the Required Banks, to each of the Existing Mortgages, together with evidence that counterparts of each of the Mortgage Amendments have been delivered to the title company insuring the Lien of the Existing Mortgages for recording in all places to the extent necessary or desirable, in the judgment of the Collateral Agent, effectively to maintain a valid and enforceable first priority mortgage lien (subject to Permitted Encumbrances relating thereto) on the Existing Mortgaged Properties in favor of the Collateral Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Creditors; and
(ii) endorsements reasonably satisfactory to the Collateral Agent to each Existing Mortgage Policy assuring the Collateral Agent that each Existing Mortgage is a valid and enforceable first priority mortgage lien on the respective Existing Mortgaged Properties, free and clear of all defects and encumbrances except Permitted Encumbrances.
Mortgage Amendments; etc. With respect to each Mortgaged Property set forth on Schedule 4.01(l) to the Restatement Agreement (except to the extent that any such Mortgaged Property set forth thereon is subject to a contract for sale to a third party (other than the Borrower or a Subsidiary) on the Restatement Effective Date as indicated on such Schedule), deliver to the Agent each of the following, in form and substance reasonably satisfactory to the Agent:
(i) an amendment to the Mortgage encumbering such Mortgaged Property, duly executed and acknowledged by the applicable Loan Party and in form and substance reasonably satisfactory to the Agent (each, a “Mortgage Amendment”);
(ii) a UCC-3 fixture filing amendment with respect to each UCC-1 fixture filing filed with respect to such Mortgaged Property;
(iii) an endorsement to the existing mortgagee’s title insurance policy disclosing no additional liens or title exceptions against such Mortgaged Property other than Permitted Liens, extending the date of such mortgagee’s title insurance policy to the date of recordation of such Mortgage Amendment, and providing assurance reasonably satisfactory to the Agent that the lien on such Mortgaged Property in favor of the Agent shall continue to have the enforceability and priority in effect immediately prior to the Restatement Effective Date;
(iv) evidence of payment of all applicable filing, documentary, stamp, intangible, mortgage and recording taxes, recording and filing fees, and title insurance premiums and fees in connection with the matters set forth in clauses (i), (ii) and (iii) above;
(v) a completed “Life-of-Loan” Federal Emergency Management Agency Standard Flood Hazard Determination and, for any Mortgaged Property on which improvements are located in a special flood hazard area, (x) a notice about special flood hazard area status and flood disaster assistance duly executed by the applicable Loan Parties and (y) certificates of insurance evidencing the insurance required by Section 5.10(b) in form and substance satisfactory to the Agent; and
(vi) copies of, or certificates as to coverage under, the insurance policies required by Section 5.10(a) naming the Agent as additional insured, loss payee and mortgagee, as applicable, and otherwise in form and substance satisfactory to the Agent.
Mortgage Amendments; etc. With respect to each Mortgaged Property set forth on Schedule 4.01(l) to the Amendment Agreement (except to the extent that any such Mortgaged Property set forth thereon is subject to a contract for sale to a third party (other than the Borrower or a Subsidiary) on the Second Restatement Effective Date as indicated on such Schedule), deliver to the Agent each of the following, in form and substance reasonably satisfactory to the Agent:
(i) an amendment to the Mortgage encumbering such Mortgaged Property, duly executed and acknowledged by the applicable Loan Party and in form and substance reasonably satisfactory to the Agent (each, a “Mortgage Amendment”);
(ii) to the extent requested by the Agent, a UCC-3 fixture filing amendment with respect to each UCC-1 fixture filing filed with respect to such Mortgaged Property;
Mortgage Amendments; etc. Within 45 days of the occurrence of the Eighth Amendment Effective Date, (i) Holdings, Xxxxxx and the U.S. Subsidiary Guarantors, as applicable, shall have entered into such amendments to the Mortgages as are necessary to give effect to the creation of the “second-priority” Lien in favor of the holders of the 2003 Senior Secured Notes and 2003 Senior Secured Note Refinancing Indebtedness on the terms permitted by Section 9.01(iv); provided that such amendments shall be consistent with the amendments made to the U.S. Security Agreement pursuant to the amendment and restatement thereof as contemplated by Section 5(v) of Part III of the Eighth Amendment and otherwise be in form and substance satisfactory to the Collateral Agent and (ii) each U.S. Credit Party shall have taken all actions as may be necessary or, in the reasonable opinion of the Collateral Agent, reasonably required under local law (as advised by local counsel), to create, maintain, effect, perfect (or render enforceable against third parties), preserve, maintain and protect the security interests granted (or purported to be granted) by the Mortgages (as amended as provided above) (including, without limitation, the execution of financing statements).”
7. Section 9.01(iv) of the Credit Agreement is hereby amended by inserting the following text immediately after the text “Security Documents” appearing in said Section: “(it being understood and agreed that, from and after the Eighth Amendment Effective Date, the obligations relating to the 2003 Senior Secured Notes Documents (and, after the incurrence thereof, any 2003 Senior Secured Note Refinancing Indebtedness) may be secured by Collateral (other than Excluded Collateral) pursuant to the U.S. Security Documents (other than the U.S. Pledge Agreement), on a “second-priority” basis to the Non-2003 Senior Secured Notes Obligations, all in accordance with the amendments to (and/or amendments and restatements of) the various U.S. Security Documents authorized pursuant to Part III, Section 5(v) of the Eighth Amendment and Section 8.23, and any U.S. Security Documents thereafter entered into may likewise secure such Indebtedness and related obligations on substantially the same basis)”.
Mortgage Amendments; etc. 18 4.11 Canadian Debenture and Pledge Agreement...................... 18 4.12 Form of Collateral Assignments of Rights..................... 18 4.13 Lockbox, Blocked Account and Concentration Account Agreements................................................ 19 4.14
Mortgage Amendments; etc. Amendments to existing Mortgages in form and substance reasonably acceptable to the Administrative Agent.
Mortgage Amendments; etc. Within sixty (60) days following the Closing Date, the Administrative Agent shall have received, (a) with respect to each parcel of real property listed on Schedule 6.11 (the “Existing Mortgage Collateral Properties”), (i) a Mortgage Amendment, executed and delivered by a duly authorized officer of the applicable Loan Party (which Borrower shall, it its own cost and expense, cause to be recorded in the appropriate land records) and (ii) a title search dated within sixty (60) days of the Closing Date, which shows no Liens other than those permitted by Section 7.3 and (b) with respect to each parcel of real estate owned by a Loan Party (other than any such real property subject to or to be subject to a Lien permitted by Section 7.3(g)) on or prior to the date hereof as to which a mortgage or deed of trust in favor of Fleet National Bank, as administrative agent under the Existing Credit Agreement has not been filed, a Mortgage, executed and delivered by a duly authorized officer of the applicable Loan Party (which Borrower shall, it its own cost and expense, cause to be recorded in the appropriate land records).
Mortgage Amendments; etc. The Collateral Agent shall have received (i) all necessary amendments or modifications to the Mortgages to increase the amount of Obligations secured thereby to up to $250 million and (ii) evidence that all other actions that it may deem necessary or desirable in order to perfect and protect, and continue the perfection and protection of, the first priority Liens and security interests created under the Security Documents has been taken.
Mortgage Amendments; etc. With respect to each Mortgaged Property, each of the following, in form and substance reasonably satisfactory to the Agent:
(i) an amendment to the Mortgage encumbering such Mortgaged Property, duly executed and acknowledged by the applicable Loan Party and in form and substance reasonably satisfactory to the Agent (each, a “Mortgage Amendment”);
(ii) evidence of payment of all applicable filing, documentary, stamp, intangible, mortgage and recording taxes and recording and filing fees in connection with the matters set forth in clause (a) above; and
(iii) copies of, or certificates as to coverage under, the insurance policies required by Section 5.10 of the Credit Agreement naming the Agent as additional insured, loss payee and mortgagee, as applicable, and otherwise in form and substance satisfactory to the Agent.
Mortgage Amendments; etc. The US Collateral Agent and the Canadian Collateral Agent shall have received, with respect to each parcel of Real Property (other than the Real Property owned by EMDSI) which is required to be subject to a Lien in favor of the US Collateral Agent or the Canadian Collateral Agent (as applicable), each of the following, in form and substance reasonably satisfactory to the US Collateral Agent or the Canadian Collateral Agent (as applicable):
(i) Mortgages (other than the Mortgage to be executed by EMDSI, which is to be delivered pursuant to Section 5.15(a)) or amendments to the existing Mortgages encumbering such Real Property dated as of the date hereof and duly executed by the applicable Loan Parties, each in form and substance satisfactory to the Administrative Agent;
(ii) evidence satisfactory to the Administrative Agent that a modification endorsement with respect to each existing Mortgage will be issued following recordation of the amendments described in clause (i) above and all premiums therefore have been paid;
(iii) an opinion of counsel in the state or province in which such parcel of Real Property is located in form and substance and from counsel reasonably satisfactory to the US Collateral Agent or the Canadian Collateral Agent (as applicable); and
(iv) such other information, documentation, and certifications as may be reasonably required by the US Collateral Agent and the Canadian Collateral Agent.
