Mortgage Liens. Subject to the qualifications and limitations set forth expressly in the Mortgages, upon execution and delivery thereof, the Liens granted to the Collateral Agent pursuant to each Mortgage will constitute a valid first priority Lien on the Real Property under applicable law, subject only to Permitted Liens.
Mortgage Liens. The Liens granted to the Agent for the benefit of the Banks pursuant to the Mortgage constitute a valid first priority Lien under applicable law. All such action as will be necessary or advisable to establish such Lien of the Agent and its priority as described in the preceding sentence will be taken at or prior to the time required for such purpose, and there will be as of the date of execution and delivery of the Mortgage no necessity for any further action in order to protect, preserve and continue such Lien and such priority.
Mortgage Liens. If the Borrower or any of its Subsidiaries -------------- shall acquire any Real Estate and shall not at the time of such acquisition incur Indebtedness with respect thereto pursuant to (S)7.01(d)(ii)(B), the Borrower shall grant, or cause such Subsidiary to grant, to the Collateral Agent on behalf of the Secured Parties a first-mortgage Lien on such Real Estate in form and substance satisfactory to the Required Lenders. Any Lien on any such Real Estate shall provide that it shall be released upon the incurrence of any Indebtedness under (S)7.01(d)(ii)(B) that is secured by a Lien on such Real Estate permitted under (S)7.02(d)(ii).
Mortgage Liens. Subject to the qualifications and limitations set forth expressly in the Mortgages and in the proviso set forth in Section 6.8(a) [Title to Properties], the Liens granted to the Collateral Agent pursuant to each Mortgage constitute a valid first priority Lien on the Real Property under applicable law, subject only to Permitted Liens. Schedule 1.1(R) sets forth a complete and accurate list as of the Closing Date of (i) Proved Reserves that constitute no less than seventy-five percent (75%) of the total present value of all such Proved Reserves included in the Borrowing Base and (ii) Coal Assets that are currently encumbered by a Mortgage under the Existing Credit Agreements.
Mortgage Liens. The Liens granted to and for the benefit of Lender pursuant to the Collateral Pool Property Documents constitute a valid first priority Lien under applicable Law, subject to any Permitted Exceptions. All such action as will be necessary or advisable to establish such Lien of Lender and its priority as described in the preceding sentence will be taken at or prior to the time required for such purpose, and there will be, as of the date of execution and delivery of the Collateral Pool Property Documents, no necessity for any further action in order to protect, preserve and continue such Lien and such priority (except for the timely filing in the required offices of Uniform Commercial Code financing statement continuations). All filing fees and other expenses in connection with each such action have been or will be paid by Borrower.
Mortgage Liens. The Liens granted to the Agent for the benefit of the Secured Parties pursuant to the Mortgages constitute a valid first priority Lien under applicable law, subject to Permitted Liens. All such action as will be necessary or advisable to establish such Lien of the Agent and its priority as described in the preceding sentence will be taken at or prior to the time required for such purpose, and there will be as of the date of execution and delivery of the Mortgages in the applicable recording office of each county where the Real Property described therein is located, no necessity for any further action in order to protect, preserve and continue such Lien and such priority.
Mortgage Liens. Property Owner covenants that it will not further encumber the Property with any mortgages, deeds of trust, or financing statements prior to the imposition of the Assessment Lien on the Property as a priority lien. Maintenance of Environmental Attributes and Environmental Incentives. Property Owner shall obtain and maintain in force any and all applicable account(s), registration(s), filing(s), certification(s) and any other documents which may be necessary to properly maintain (a) any and all environmental benefits, air quality credits, emissions reductions, offsets, and allowances, any renewable energy credits or similar credits, any other tradable energy or environmental related commodity produced by or associated with the Project, (collectively, the “Environmental Attributes”); (b) any and all financial incentives, from whatever source, related to the construction, ownership, or operation of the Project, including, but are not limited to, (i) federal, state, or local tax credits, (ii) any other financial incentives in the form of credits, reductions, or allowances that are applicable to a local, state, or federal income taxation obligation, and (iii) other grants, rebates, or subsidies, including utility incentive programs, (collectively, the “Environmental Incentives”); (c) any and all current or future Environmental Attributes and Environmental Incentives or contracts for the sale of such Environmental Attributes and Environmental Incentives, howsoever presently entitled or designated or created in the future, produced or associated with the Project (collectively, the “Collateral”). Upon request from Capital Provider, Property Owner shall promptly provide copies of such documents, or any other evidence which Capital Provider may reasonably request, to Capital Provider. Insolvency Event. No Insolvency Event shall have occurred or is continuing with respect to the Property Owner. The Property Owner is not aware of any circumstances or conditions with respect to the Property Owner, its properties, the Project, the Property, the CoPACE Financing and the Assessment Lien, that would constitute an Event of Default under the Agreement. Fraud. No fraud, error, omission, misrepresentation, negligence or similar occurrence with respect to the Property, Plans or Project has taken place on the part of the Property Owner or any other person, including, without limitation, to the best of Property Owner’s knowledge, any appraiser, title company, closing or settlemen...
Mortgage Liens. The Liens granted to the Collateral Agent for the benefit of the Banks pursuant to each Mortgage will constitute, upon due and proper recordation of such Mortgage, a valid first priority Lien, subject only to the Lien in favor of the Purchasers securing obligations under the Note Purchase Agreement and Permitted Liens of the types described in clauses (i), (ii), (iii), (v), (vi) and (ix) of the definition of that term under applicable law, but only to the extent that applicable law permits a mortgage lien to attach thereto the right, title and interest of the Loan Party party to such Mortgage in and to the real property described therein. All such action as will be necessary or advisable to establish such Liens of the Collateral Agent and the priority thereof as described in the preceding sentence will be taken at or prior to the time required for such purpose, and there will be as of the date of execution and delivery of the Mortgages no necessity for any further action in order to protect, preserve and continue such Lien and such priority.
Mortgage Liens. The Liens on all Property of each Loan Party and each Subsidiary of each Loan Party, other than any Property described on Schedule 6.1.28 (the “Excluded Property”), granted to the Agent for the benefit of the Lenders pursuant to the Mortgages constitute a valid first priority Lien under applicable Law, subject to Permitted Liens. All such action as will be necessary or advisable to establish such Lien of the Agent and its priority as described in the preceding sentence will be taken at or prior to the time required for such purpose, and there will be as of the date of execution, delivery and recordation of the Mortgages in the applicable recording office of each county where the Property described therein is located, no necessity for any further action in order to protect, preserve and continue such Lien and such priority.
Mortgage Liens. Within 120 days of the Closing Date (with extensions as deemed necessary by the Collateral Agent), mortgage instruments, including amendments, on the Material Domestic Real Property listed in Schedule 6.20(a)(ii) in form and substance reasonably satisfactory to the Collateral Agent, executed and notarized in multiple counterparts, filed in appropriate jurisdictions to provide a first priority lien on the subject property, together with such local counsel opinions, surveys, title insurance policies (or a marked, signed commitment to issue, or a signed pro-forma version thereof) and endorsements, flood hazard certifications, evidence of property and casualty insurance coverage and other items as the Collateral Agent may reasonably require in connection therewith. Existing surveys will be accepted and updated surveys will not be required unless the title insurance company issuing the applicable title insurance policy is unwilling to accept a customary survey affidavit of no change with respect to such survey. Unless required by Law, Collateral Agent shall not require appraisals of any such Material Domestic Real Property and, for purposes of determining title insurance policy amounts, amounts secured under mortgages in jurisdictions that impose a mortgage recording tax, and any other applicable requirements hereunder, the value of such property shall be deemed to be the same as the value used under the Existing Credit Agreement. In lieu of a mortgage amendment or new mortgage on any such Material Domestic Real Property, Collateral Agent agrees to accept (i) a favorable opinion from local counsel in the jurisdiction in which the Material Domestic Real Property is located, in form and substance reasonably satisfactory to Collateral Agent and confirming that (a) the recording of the existing mortgage under the Existing Credit Agreement is the only filing or recording necessary to give constructive notice to third parties of the lien created by such mortgage as security for the Obligations hereunder and no other documents, instruments, filings or other actions are necessary or appropriate under applicable Law in order to maintain the continued enforceability, validity or priority of such lien and (b) such existing mortgage secures the Obligations and (ii) an endorsement from the applicable title insurance company reasonably acceptable to the Collateral Agent confirming that such existing mortgage secures the Obligations.
