Mortgages, etc. (i) The Administrative Agent shall have received a Mortgage with respect to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto. (ii) The Administrative Agent shall have received in respect of each Mortgaged Property a mortgagee's title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount satisfactory to the Administrative Agent; (B) be issued at ordinary rates; (C) insure that the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 or, except as disclosed therein; (D) name the Administrative Agent for the benefit of the Lenders as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) (or equivalent policies); (F) contain such endorsements and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request and (G) underwritten by Stewart Title General Company. The Administrative Agent shall have ▇▇▇▇▇▇▇d evidence satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid. (iii) If requested by the Administrative Agent, the Administrative Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal law, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board. (iv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iii) above and a copy of all other material documents affecting the Mortgaged Properties.
Appears in 1 contract
Mortgages, etc. (i) The With respect to the Real Property, the Administrative Agent shall have received a Mortgage with respect to each Mortgaged Property, executed and delivered by a duly authorized officer all of each party thereto.the following:
(iia) The Administrative Agent shall have received counterparts of the Mortgages, each dated as of the date hereof and duly executed by W▇▇▇▇ Timberland;
(b) maps or surveys of the sites of the Real Property that are the same as those described in respect Schedule A of each Mortgaged Property the Transaction Agreement;
(c) a mortgagee's ’s title insurance policy (or policies) or marked up unconditional binder commitment for such insurance. Each such policy shall (Ai) be in an amount satisfactory to the Administrative Agent; (Bii) be issued at ordinary rates; (Ciii) insure that the each Mortgage insured thereby creates a valid first Lien on such Mortgaged priority security interest in the Real Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orLiens, except for such Liens as disclosed thereinare acceptable to the Administrative Agent; (Div) name the Administrative Agent for the benefit of itself and the Lenders Lenders, as the insured thereunder; (Ev) be in the form of ALTA Loan Policy - — 1970 Form B (Amended 10/17/70 and 10/17/84) (or equivalent policies), if available; (Fvi) contain such endorsements and affirmative coverage coverages as the Administrative Agent may reasonably require, including without limitation (to the extent applicable with respect to the relevant Real Property and available in the jurisdiction in which such Real Property is located), the following: variable rate endorsement; survey same as map endorsement; comprehensive endorsement; first loss, last dollar and tie-in endorsement; access coverage; separate tax parcel coverage; usury; doing business; subdivision; environmental protection lien; CLTA 119.2; and such other endorsements as the Administrative Agent shall require, including endorsements in order to cost and coverage) request provide insurance against specific risks identified by the Administrative Agent in connection with the Real Property and (Gvii) underwritten be issued directly by Stewart First American Title General Insurance Company (the “Title Insurance Company”) and with such co-insurance and reinsurance as may be required by the Administrative Agent. The Administrative Agent shall have ▇▇▇▇▇▇▇d received evidence satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording taxand similar taxes, and all related expenses, if any, have been paid.;
(iiid) If requested by the Administrative Agent, the Administrative Agent shall have received (Ai) a policy copy of flood insurance that each Timber Lease, certified as true and correct by a Financial Officer of each Borrower; (1ii) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required with respect to be carried by Federal law, each such Timber Lease (2) is written in an amount not less other than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type LTC Lease and such other Timber Leases that require the consent of property under the National Flood Insurance Act relevant landlord for each such Timber Lease to be subject to a mortgage), subject to the requirements of 1968the Transaction Agreement a copy of each landlord estoppel in the form of Exhibit I to the Transaction Agreement duly executed by each applicable landlord; and (iii) with respect to (x) the LTC Lease, whichever is lessa copy of the LTC Lease Support Agreement duly executed by the relevant Persons, and (3y) has a term ending not earlier than the maturity of the Indebtedness secured by such Mortgage and other Timber Leases referred to in clause (B) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(iv) The Administrative Agent shall have received ii), a copy of a Landlord Estoppel Certificate duly executed by the relevant landlords;
(e) a copy of (i) all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iiic) above and a copy of (ii) all other material documents affecting the Mortgaged PropertiesReal Property, including all building, construction, environmental and other permits, licenses, franchises, approvals, consents, authorizations and other approvals required in connection with the construction, ownership, use, occupation or operation of the Real Property;
(f) satisfactory appraisals from American Forest Management or other nationally recognized forestry appraisal firm that is satisfactory to the Administrative Agent; and
(g) U.C.C.-1 financing statements relating to the Real Property naming W▇▇▇▇ Timberland as the debtor and the Administrative Agent as the secured party, such U.C.C. financing statements to be filed in the same offices where the applicable Mortgage is filed; and
(h) satisfactory summary Harvest Plan for calendar year 2007-2008.
Appears in 1 contract
Mortgages, etc. With respect to the Real Property, the Administrative Agent shall have received all of the following:
(a) counterparts of the Mortgage Amendments referred to in clauses (b), (d) and (f) of the definition of “Mortgage Amendments,” each dated as of the date hereof and duly executed by ▇▇▇▇▇ Timberland and ▇▇▇▇▇ HBU, as applicable;
(b) an endorsement to each of the existing mortgagee’s title insurance policies. Each such endorsement shall (i) be in form and substance satisfactory to the Administrative Agent; (ii) be issued at ordinary rates; (iii) extend the effective date of each such policy to the date of the applicable Mortgage Amendments, (iv) confirm no change in the first priority Lien and security interest in favor of the Administrative Agent for the benefit of the Lender Parties, except for changes acceptable to the Administrative Agent; and (v) be issued directly by First American Title Insurance Company. The Administrative Agent shall have received a Mortgage with respect evidence satisfactory to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto.
(ii) The Administrative Agent shall have received it that all premiums in respect of each Mortgaged Property such endorsement, all charges for mortgage recording and similar taxes, and all related expenses, if any, have been paid;
(c) a mortgagee's ’s title insurance policy (or policies) or marked up unconditional binder commitment for such insuranceinsurance for the land described in Exhibit A of the ▇▇▇▇▇▇▇▇ Transaction Agreement and identified therein as Property (as defined in the ▇▇▇▇▇▇▇▇ Transaction Agreement). Each such policy shall (Ai) be in an amount satisfactory to the Administrative Agent; (Bii) be issued at ordinary rates; (Ciii) insure that the each Mortgage and Mortgage Amendment insured thereby creates a valid first Lien on such Mortgaged priority security interest in the Property (as defined in the ▇▇▇▇▇▇▇▇ Transaction Agreement) free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orLiens, except for such Liens as disclosed thereinare acceptable to the Administrative Agent; (Div) name the Administrative Agent for the benefit of itself and the Lenders Lenders, as the insured thereunder; (Ev) be in the form of ALTA Loan Policy - 1970 Form B (Amended 10/17/70 and 10/17/84) (or equivalent policies), if available; (Fvi) contain such endorsements and affirmative coverage coverages as the Administrative Agent may reasonably require, including without limitation (to the extent applicable with respect to the relevant Property (as to cost and coverage) request and (G) underwritten by Stewart Title General Company. The Administrative Agent shall have defined in the ▇▇▇▇▇▇▇d ▇ Transaction Agreement) and available in the jurisdiction in which such Property (as defined in the ▇▇▇▇▇▇▇▇ Transaction Agreement) is located), the following: variable rate endorsement; survey same as map endorsement; comprehensive endorsement; first loss, last dollar and tie-in endorsement; access coverage; separate tax parcel coverage; usury; doing business; subdivision; environmental protection lien; CLTA 119.2; and such other endorsements as the Administrative Agent shall require, including endorsements in order to provide insurance against specific risks identified by the Administrative Agent in connection with the Property (as defined in the ▇▇▇▇▇▇▇▇ Transaction Agreement) and (vii) be issued directly by Fidelity National Title Insurance Company (together with First American Title Insurance Company, collectively, the “Title Insurance Company”) and with such co-insurance and reinsurance as may be required by the Administrative Agent. The Administrative Agent shall have received evidence 57 satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording taxand similar taxes, and all related expenses, if any, have been paid.;
(iiid) If requested by the Administrative Agent, the Administrative Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal law, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968LTC Lease, whichever is less, and (3) has a term ending not earlier than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(iv) The Administrative Agent shall have received a copy of the LTC Lease Recognition Agreement duly executed by the relevant landlords;
(e) a copy of (i) all recorded documents referred to, or listed as exceptions to title in, the title policy or insurance policies and title endorsements referred to in clause clauses (iiib) and (c) above and a copy of (ii) all other material documents affecting the Mortgaged PropertiesReal Property, including all building, construction, environmental and other permits, licenses, franchises, approvals, consents, authorizations and other approvals required in connection with the construction, ownership, use, occupation or operation of the Real Property; and
(f) appraisal dated September 22, 2010 from American Forest Management;
(g) confirmation that all necessary U.C.C. financing statements relating to the Real Property naming ▇▇▇▇▇ Timberland or ▇▇▇▇▇ HBU as the debtor and the Administrative Agent as the secured party have been properly filed in the same offices where the applicable Mortgage is filed; and
(h) Harvest Plan dated January 20, 2012, covering the calendar year 2012.
Appears in 1 contract
Mortgages, etc. (i) The Administrative Agent shall have received a Mortgage with respect to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto.
(ii) [Intentionally omitted.]
(iii) The Administrative Agent shall have received in respect of each Mortgaged Property a mortgagee's title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount satisfactory to the Administrative Agent; (B) be issued at ordinary rates; (C) insure that the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orencumbrances, except as disclosed therein; (D) name the Administrative Agent for the benefit of the Lenders as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) (or equivalent policies); (F) contain such endorsements and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request and (G) underwritten be issued by Stewart Title General Companytitle companies satisfactory to the Administrative Agent (including any such title companies acting as co-insurers or reinsurers, at the option of the Administrative Agent). The Administrative Agent shall have ▇▇▇▇▇▇▇d received evidence satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid.
(iiiiv) If requested by the Administrative Agent, the Administrative Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal law, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier later than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(iv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iii) above and a copy of all other material documents affecting the Mortgaged Properties.and
Appears in 1 contract
Mortgages, etc. (i) The Administrative Agent shall have received a Mortgage with respect to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto.
(ii) The Administrative Agent shall have received in respect of each Mortgaged Property a mortgagee's title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount satisfactory to the Administrative Agent; (B) be issued at ordinary rates; (C) insure that the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orencumbrances, except as disclosed therein; (D) name the Administrative Agent for the benefit of the Lenders as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) 1992 (or equivalent policies); (F) contain such endorsements and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request and (G) underwritten be issued by Stewart Title General Companytitle companies satisfactory to the Administrative Agent (including any such title companies acting as co-insurers or reinsurers, at the option of the Administrative Agent). The Administrative Agent shall have ▇▇▇▇▇▇▇d received evidence satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid.
(iii) If requested by the Administrative AgentWith respect to any Mortgaged Property that is located in a flood zone, the Administrative Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal law, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier later than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(iv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iii) above and a copy of all other material documents affecting the Mortgaged Properties.
Appears in 1 contract
Mortgages, etc. (i) The Administrative Agent shall have received a Mortgage with respect to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto.
(ii) The Administrative Agent shall have received in respect of each Mortgaged Property a mortgagee's title insurance policy By the date that is 45 days after the Purchase Date (or policiesat such other time as is otherwise hereinafter provided), the Company shall deliver deeds of trust, trust deeds, mortgages, leasehold mortgages and leasehold deeds of trust substantially in the form of Exhibit F hereto (with such changes as may be required to account for local law matters) or marked up unconditional binder for such insurance. Each such policy shall and otherwise in form and substance reasonably satisfactory to the Collateral Agent, covering the Properties together with each other mortgage delivered pursuant to Section 7.1(j), in each case as amended, the "MORTGAGES"), duly executed by the appropriate Credit Party, together with:
(A) be evidence, using commercially reasonable efforts, that counterparts of the Mortgages have been duly recorded within five Business Days of the Effective Date in all filing or recording offices that the Collateral Agent may deem necessary or desirable in order to create a valid second and subsisting Lien on the property described therein in favor of the Collateral Agent for the benefit of the Secured Parties and that all filing and recording taxes and fees have been paid,
(B) within five Business Days of the Effective Date, fully paid American Title Association Lender's Extended Coverage title insurance policies (the "Mortgage Policies") in form and substance, with endorsements and in an amount satisfactory acceptable to the Administrative Collateral Agent; (B) , issued, coinsured and reinsured by title insurers acceptable to the Collateral Agent, insuring the Mortgages to be issued at ordinary rates; (C) insure that valid second and subsisting Liens on the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property real property described therein, free and clear of all defects (including, but not limited to, mechanics' and encumbrances materialmen's Liens) and encumbrances, excepting only Permitted Liens, and providing for such other affirmative insurance (including endorsements for mechanics' and materialmen's Liens) and such coinsurance and direct access reinsurance as the Collateral Agent may reasonably deem necessary or desirable,
(C) American Land Title Association/American Congress on Surveying and Mapping form surveys, for which all necessary fees (where applicable have been paid, and dated a recent date acceptable to the Collateral Agent certified to the Purchaser and the issuer of the Mortgage Policies in a manner satisfactory to the Collateral Agent by a land surveyor duly registered and licensed in the States in which the real property described in such surveys is located and acceptable to the Collateral Agent, showing all buildings and other improvements, any off-site improvements, the location of any easements, parking, spaces, rights of way, building set-back lines and other dimensional regulations and the absence of encroachments, either by such improvements or on to such property, and other defects, other than Liens permitted under Section 7.3 or, except as disclosed therein; encroachments and other defects reasonably acceptable to the Collateral Agent,
(D) name the Administrative Agent for the benefit within five Business Days of the Lenders Effective Date, estoppel and consent agreements, using commercially reasonable efforts, in form and substance satisfactory to the Collateral Agent, executed by each of the lessors of the leased real properties listed on Schedule 4.1(u) hereto, under the heading "Leasehold Properties" thereon, along with (x) a memorandum of lease in recorded form with respect to such leasehold interest, executed and acknowledged by the owner of the affected real property, as lessor, or (y) evidence that the insured thereunder; applicable lease with respect to such leasehold interest or a memorandum thereof has been recorded in all places necessary or desirable in the Collateral Agent's reasonable judgment, to give constructive notice to third-party purchasers of such leasehold interest, or (z) if such leasehold interest was acquired or subleased from the holder of a recorded leasehold interest, the applicable assignment or sublease document, executed and acknowledged by such holder, in each case in form sufficient to give constructive notice upon recordation and otherwise in form satisfactory to the Collateral Agent,
(E) be evidence of the insurance required by the terms of the Mortgages,
(F) within five Business Days of the Effective Date, such other consents, agreements and confirmations of lessors and third parties as the Collateral Agent may deem necessary or desirable and evidence that all other actions that the Collateral Agent may deem necessary or desirable in order to create valid second and subsisting Liens on the property described in the Mortgages has been taken, and
(G) within five Business Days of the Effective Date, opinions of local counsel for the Credit Parties in states in which the Properties are located, with respect to the enforceability and perfection of the Mortgages and any related fixture filings substantially in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 Exhibit F hereto, and 10/17/84) (or equivalent policies); (F) contain such endorsements otherwise in form and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request and (G) underwritten by Stewart Title General Company. The Administrative Agent shall have ▇▇▇▇▇▇▇d evidence substance satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paidthe Collateral Agent.
(iii) If requested by the Administrative Agent, the Administrative Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal law, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(iv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iii) above and a copy of all other material documents affecting the Mortgaged Properties.
Appears in 1 contract
Sources: Note and Warrant Purchase Agreement (Icg Communications Inc /De/)
Mortgages, etc. (i) The [reserved].
(ii) With respect to each Mortgaged Property, the Administrative Agent shall have received a Mortgage with respect applicable to each Mortgaged Propertysuch property, executed and delivered by a duly authorized officer of each party thereto. In any jurisdiction which requires the payment of mortgage recording tax, the maximum amount secured by any Mortgage shall be subject to the reasonable approval of the Administrative Agent, not to exceed the value of the property (together with improvements).
(iiiii) The Administrative Agent shall have received in With respect of to each Mortgaged Property a mortgagee's Property, ALTA mortgagee title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount satisfactory policies issued by a title insurance company acceptable to the Administrative Agent; Agent with respect to such Mortgaged Property (B) be issued at ordinary rates; (C) insure or such amendments and endorsements to existing title policies with respect to such Mortgaged Property), assuring the Administrative Agent that the Mortgage insured thereby covering such real property creates a valid and enforceable first Lien priority mortgage lien on such Mortgaged Property real property, free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orexcept Permitted Liens, except as disclosed therein; (D) name which title insurance policies shall otherwise be in form and substance satisfactory to the Administrative Agent for the benefit of the Lenders as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) (or equivalent policies); (F) contain shall include such endorsements and affirmative coverage as are requested by the Administrative Agent may reasonably (including ALTA 10.1 (date down), ALTA 11.2 (mortgage modification), ALTA 12 (aggregation/tie-in) and ALTA 14 (future advance) or state law equivalents, together with additional coverage added to the ALTA 11.2 as to cost and coverage) request and (G) underwritten by Stewart Title General Companynecessary). The Administrative Agent shall have ▇▇▇▇▇▇▇d received evidence satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid. Notwithstanding the foregoing, with respect to any endorsements which Administrative Agent may reasonably request and which are charged as a percentage of the base title premium, the Administrative Agent will reasonably consider Borrowers’ reasonable requests for alternative and less expensive forms of assurance or protection or for the elimination of such request entirely.
(iiiiv) If requested by the Administrative Agent, the Administrative Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which (except that flood insurance shall be required only with respect to such portions of such real property which are improved with buildings and improvements of a substantial nature which are material to the conduct of CHAR1\1969725v1CHAR1\1969725v3 the business presently being conducted thereon, or as to which the Administrative Agent is required by law to be carried by Federal lawrequire such flood insurance), (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier later than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower Parent has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(iv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iii) above and a copy of all other material documents affecting the Mortgaged Properties.
Appears in 1 contract
Mortgages, etc. (i) The Administrative Agent shall have received a Mortgage with respect to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto.
(ii) site is described as being on a filed map, a legend relating the survey to said map; and (G) the flood zone designations, if any, in which the Mortgaged Properties are located.
(iii) The Administrative Agent shall have received in respect of each Mortgaged Property a mortgagee's title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount satisfactory to the Administrative Agent; (B) be issued at ordinary rates; (C) insure that the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orencumbrances, except as disclosed therein; (D) name the Administrative Agent for the benefit of the Lenders as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) (or equivalent policies); (F) contain such endorsements and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request and (G) underwritten be issued by Stewart Title General Companytitle companies satisfactory to the Administrative Agent (including any such title companies acting as co-insurers or reinsurers, at the option of the Administrative Agent). The Administrative Agent shall have ▇▇▇▇▇▇▇d received evidence satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid.
(iiiiv) If requested by the Administrative Agent, the Administrative Agent shall have received (A) a policy of flood insurance that which (1) covers any parcel of improved owned real property that which is encumbered by any Mortgage for which flood insurance is required to be carried by Federal lawMortgage, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that which is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier later than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has Borrowers have received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(ivv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iiiSection 5.1(p)(iii) above and a copy of all other material documents affecting the Mortgaged Properties.
Appears in 1 contract
Mortgages, etc. (i) The Administrative Agent shall have received a Mortgage and a UCC-1 financing statement with respect to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto.
(ii) The Administrative Agent shall have received in respect of each Mortgaged Real Property a mortgagee's title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount satisfactory to the Administrative AgentLenders; (B) be issued at ordinary rates; (C) insure that the Real Property Mortgage insured thereby creates a valid first Lien on such Mortgaged Real Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orencumbrances, except as disclosed thereinpermitted by the Lenders in their reasonable discretion; (D) name the Administrative Agent Collateral Trustee for the benefit of the Lenders Secured Parties as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) (or equivalent policies); (F) contain such endorsements and affirmative coverage as the Administrative Agent Lenders may reasonably (as to cost and coverage) request request; and (G) underwritten be issued by Stewart Title General Companytitle companies satisfactory to the Lenders (including any such title companies acting as co-insurers or reinsurers, at the option of the Lenders). The Administrative Agent shall have ▇▇▇▇▇▇▇d received evidence satisfactory to it the Lenders that all premiums in respect of each such policy, all charges for mortgage recording tax, all fees and expenses in connection with recording the Mortgages and UCC-1 financing statements and all related expenses, if any, have been paid.
(iii) If requested by the Administrative Agent, the Administrative Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal law, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(iv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iiiii) above and a copy of all other material documents affecting the Mortgaged Properties.
Appears in 1 contract
Sources: Revolving Credit Agreement (Haights Cross Communications Inc)
Mortgages, etc. (iA) The Administrative Agent shall have received a Mortgage with respect to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto.
(iiB) The Administrative Agent shall have received for each Mortgaged Property either (a) a recent or updated survey of the Mortgaged Property, in form and substance reasonably satisfactory to the Administrative Agent or (b) an existing survey of the Mortgaged Property (without update), together with an affidavit of no change (or with changes noted therein to the extent the Administrative Agent has not objected), so long as the title insurance company issuing the policy referred to in clause (C) below (the "Title Insurance Company") shall agree to issue the mortgagee's title insurance policy, excluding the standard survey exception, but including the survey dependent endorsements.
(C) The Administrative Agent shall have received in respect of each Mortgaged Property a mortgagee's title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A1) be in an amount reasonably satisfactory to the Administrative Agent; (B2) be issued at ordinary rates; (C3) insure that the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens encumbrances, except as permitted under Section 7.3 or, except as disclosed therein7.03 hereof; (D4) name the Administrative Agent for the benefit of the Lenders as the insured thereunder; (E5) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) 2006 (or equivalent policies); (F6) contain such endorsements and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request and (G7) underwritten be issued by Stewart First American Title General Insurance Company. The Administrative Agent shall have ▇▇▇▇▇▇▇d received evidence reasonably satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid.
(iiiD) If requested by the Administrative AgentAgent and the Mortgaged Property is located in a special flood hazard area under the National Flood Insurance Act of 1968, the Administrative Agent shall have received (A1) a policy of flood insurance that (1a) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal lawthe applicable Mortgage, (2b) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3c) has a term ending not earlier later than the maturity of the Indebtedness secured by such Mortgage and (B2) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(iv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iii) above and a copy of all other material documents affecting the Mortgaged Properties.)
Appears in 1 contract
Mortgages, etc. (i) The Administrative Collateral Agent shall have received a Mortgage with respect to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto.
(ii) The Administrative Collateral Agent shall have received in respect of each Mortgaged Property (other than the MOU Properties) a mortgagee's title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount satisfactory to the Administrative Collateral Agent; (B) be issued at ordinary rates; (C) insure that the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orencumbrances, except as disclosed therein; (D) name the Administrative Collateral Agent for the benefit of the Lenders Bank Facilities Secured Parties as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) (or equivalent policies); (F) contain such endorsements and affirmative coverage as the Administrative Collateral Agent may reasonably (as to cost and coverage) request and (G) underwritten be issued by Stewart Title General Companytitle companies satisfactory to the Collateral Agent (including any such title companies acting as co-insurers or reinsurers, at the option of the Collateral Agent). The Administrative Collateral Agent shall have ▇▇▇▇▇▇▇d received evidence satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid.
(iii) The Collateral Agent shall have received in respect of each MOU Property a recent title search in form and substance satisfactory to the Collateral Agent and such title search shall reveal no liens on any of such MOU Properties except for Liens permitted by Section 7A.3 or discharged on or prior to the Effective Date pursuant to documentation satisfactory to the Collateral Agent.
(iv) If requested by the Administrative Collateral Agent, the Administrative Collateral Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal law, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier later than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower Company has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(ivv) The Administrative Collateral Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iiiii) above and a copy of all other material documents affecting the Mortgaged Properties.
(vi) The Collateral Agent shall have received a Consent and Agreement relating to the Visteon Village Lease, among Oasis Holdings Statutory Trust, as lessor, the Company, as lessee, and the Collateral Agent, which shall be in form and substance reasonably satisfactory to the Collateral Agent, and which shall (i) permit the Company to enter into the Mortgage covering the Company's interest under the Visteon Village Lease and the property of the Company located at the site leased thereunder, (ii) which shall contain reasonable and customary lender protection provisions in favor of the Collateral Agent, including, without limitation, the right to notices of default and an opportunity to cure such defaults, the rights to a new lease in the event of an insolvency or bankruptcy of the Company, and a waiver of any lien on the Company's personal property located at the leased premises, and (iii) which shall provide that notwithstanding anything to the contrary in the Visteon Village Lease, in the event the Collateral Agent, or its nominee or designee succeeds to the rights of the Company as tenant under the Visteon Village Lease (whether pursuant to a foreclosure action or otherwise), then in such event the Purchase Option Price (as defined in the Visteon Village Lease) shall be $1.00.
(vii) The Collateral Agent shall have received evidence reasonably satisfactory to the Collateral Agent that (A) the Memorandum of Lease dated January 11, 2002 and the Memorandum of Lease dated January 31, 2002 (each relating to the Prior Lease (as defined in the Visteon Village Lease)) have been terminated and released of record.
Appears in 1 contract
Sources: Five Year Revolving Loan Credit Agreement (Visteon Corp)
Mortgages, etc. (i) The Administrative Agent shall have received a Mortgage with respect Within 45 days after the Closing Date, or up to each Mortgaged Property, executed and delivered 90 days after the Closing Date if agreed by a duly authorized officer of each party thereto.
(ii) The Administrative Agent shall have received in respect of each Mortgaged Property a mortgagee's title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount satisfactory to the Administrative Agent; (B) be issued at ordinary rates; (C) insure that , do the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 or, except as disclosed therein; (D) name the Administrative Agent for the benefit of the Lenders as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) (or equivalent policies); (F) contain such endorsements and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request and (G) underwritten by Stewart Title General Company. The Administrative Agent shall have ▇▇▇▇▇▇▇d evidence satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid.following:
(iiia) If requested by the Administrative Agent, the Administrative Agent shall have received receive (Ai) a policy of flood insurance that (1A) covers any parcel of improved owned real property that is encumbered by any Mortgage for which and is in a designated flood insurance is required to be carried by Federal law, zone (2B) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3C) has a term ending not earlier later than the maturity of the Indebtedness secured by such Mortgage and (Bii) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(ivb) The Administrative Agent shall have received receive, in respect of each of the Existing Mortgages
(a) an amendment thereto (the “Mortgage Amendment”), executed and delivered by a copy duly authorized officer of all recorded documents referred toeach party thereto; (b) an endorsement to the existing title insurance policy, updating the effective date and amending the description of the existing insured mortgage to include the Mortgage Amendment, (c) a no-lien affidavit, executed by the president or listed as exceptions to title inother officer of the mortgagor, and other documentation reasonably requested by the title policy or policies referred company, in form satisfactory to the title company and (d) evidence that the Borrower has paid all premiums in clause (iii) above respect of the endorsement to the title policy, all charges for mortgage recording tax and a copy of mortgage filing fees, and all other material documents affecting the Mortgaged Propertiesrelated expenses, if any.
Appears in 1 contract
Mortgages, etc. (i) The Administrative Agent shall have received a Mortgage with respect to each Mortgaged Property, executed executed, acknowledged and delivered delivered, in recordable form, by a duly authorized officer of each party thereto.. Table of Contents
(ii) The Administrative Agent shall have received in respect of each Mortgaged Property a mortgagee's ’s title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount satisfactory to the Administrative Agent, but not in excess of the reasonable fair market value of the Mortgaged Property; (B) be issued at ordinary rates; (C) insure that the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orencumbrances, except as disclosed therein; (DC) name the Administrative Agent for the benefit of the Lenders Secured Parties as the insured thereunder; (ED) be in the form of ALTA Loan Policy - — 1970 (Amended 10/17/70 and 10/17/84) (or equivalent policies); (FE) contain such endorsements and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request and (GF) underwritten be issued by Stewart Title General Companytitle companies satisfactory to the Administrative Agent (including any such title companies acting as co-insurers or reinsurers, at the option of the Administrative Agent). The Administrative Agent shall have ▇▇▇▇▇▇▇d received evidence satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid.
(iii) If requested by the Administrative Agent, the Administrative Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal lawMortgage, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier later than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(iv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iiiii) above and a copy of all other material documents affecting the Mortgaged Propertiesabove.
Appears in 1 contract
Mortgages, etc. The Agent shall have received, (i) The Administrative Agent shall have received a Mortgage with respect to each parcel of real property set forth in Schedule 4.01(c)(i) (each, an “Initial Mortgaged Property”), executed (A) an amendment to the relevant Existing Mortgage, (B) a Flood Determination Form (defined below) and delivered by a duly authorized officer Evidence of each party thereto.
Flood Insurance (iidefined below) The Administrative Agent shall have received in respect of each Mortgaged Property a mortgagee's (if applicable), and (C) an endorsement to, or replacement policy for, the ALTA loan title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount satisfactory to the Administrative Agent; (B) be issued at ordinary rates; (C) insure that the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 or, except as disclosed therein; (D) name the Administrative Agent for the benefit of the Lenders as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) (or equivalent policies); (F) contain such endorsements and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request and (G) underwritten by Stewart Title General Company. The Administrative Agent shall have ▇▇▇▇▇▇▇d evidence ▇ Title Insurance Company insuring the lien of the relevant Existing Mortgage, each, in form and substance reasonably satisfactory to it the Agent (except to the extent the Agent has agreed in its reasonable discretion that all premiums in respect the endorsement for the Elkton, Michigan property may be delivered within 30 days of each such policy, all charges for mortgage recording taxthe ARCA Effective Date), and all related expenses(ii) with respect to each parcel of real property set forth in Schedule 4.01(c)(ii) (each, if anya “New Mortgaged Property”), have each of the following, in form and substance reasonably satisfactory to the Agent:
(i) a Mortgage on such property;
(ii) evidence that a counterpart of the Mortgage has been paid.delivered to the applicable title insurance company for recording in the place necessary, in the Agent’s judgment, to create a valid and enforceable first priority Lien in favor of the Agent for the benefit of itself and the Lenders; provided that the title insurance company has issued its title insurance policy to the Agent in a New York style closing;
(iii) If requested ALTA loan title policy issued by a title insurance company and reinsured in an amount and by title insurance companies all reasonably satisfactory to the Administrative Agent;
(iv) an ALTA survey prepared and certified to the Agent by a surveyor reasonably acceptable to the Agent;
(v) an opinion of counsel in the state in which such Initial Mortgaged Property is located from counsel reasonably satisfactory to the Agent;
(vi) in order to comply with the National Flood Insurance Reform Act of 1994 and related legislation (including the regulations of the Board of Governors of the Federal Reserve System) (“Flood Laws”), the Administrative Agent shall have received following documents: (A) a policy completed standard “life of loan” flood hazard determination form (a “Flood Determination Form”), (B) if any improvements to the applicable real property are located in a special flood hazard area, a notification to the Borrower (“Borrower Notice”) and (if applicable) notification to the Borrower that flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal law, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act Program (“NFIP”) is not available because the community does not participate in the NFIP, (C) documentation evidencing the Borrower’s receipt of 1968, whichever is lessthe Borrower Notice, and (3D) has a term ending not earlier than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that if the Borrower has received Notice is required to be given and flood insurance is available in the notice required pursuant to Section 208(e)(3) of Regulation H of community in which the Board.
(iv) The Administrative Agent shall have received property is located, a copy of all recorded documents referred toone of the following: the flood insurance policy, the borrower’s application for a flood insurance policy plus proof of premium payment, a declaration page confirming that flood insurance has been issued, or listed such other evidence of flood insurance reasonably satisfactory to the Administrative Agent (any of the foregoing being “Evidence of Flood Insurance”); and
(vii) such other information, documentation, and certifications as exceptions to title in, may be reasonably required by the title policy or policies referred to in clause (iii) above and a copy of all other material documents affecting the Mortgaged PropertiesAgent.
Appears in 1 contract
Sources: Revolving Credit and Guaranty Agreement (Tower International, Inc.)
Mortgages, etc. (i) The Administrative Agent shall have received a Mortgage with respect to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto.
(ii) The Administrative Agent shall have received, for each Mortgaged Property, (a) a surveyor's report and statement which certifies that the buildings, improvements and other assets of the respective Ski Resort Properties, in each case which are referred to in Section 3.25, are located entirely on land that constitutes the Mortgaged Property or land with respect to which a Forest Service Term Special Use Permit is in effect (including land subject to an easement in favor of a Restricted Group Member), and (b) all compilation plans on which the foregoing surveyors reports and statements are based.
(iii) The Administrative Agent shall have received in respect of each Mortgaged Property a mortgagee's title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount satisfactory to the Administrative Agent; (B) be issued at ordinary rates; (C) insure that the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orencumbrances, except as disclosed therein; (D) name the Administrative Agent for the benefit of the Lenders as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) (or equivalent policies); (F) contain such endorsements and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request and (G) underwritten be issued by Stewart Title General Companytitle companies satisfactory to the Administrative Agent (including any such title companies acting as co-insurers or reinsurers, at the option of the Administrative Agent). The Administrative Agent shall have ▇▇▇▇▇▇▇d received evidence satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid.
(iiiiv) If requested by the Administrative Agent, the Administrative Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal law, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier later than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(ivv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iii) above and a copy of all other material documents affecting the Mortgaged Properties.
(vi) The Administrative Agent shall have received, with respect to each material leasehold for which a Restricted Group Member is the lessee other than the leaseholds listed on Schedule 4.1(k)(vi), a certificate executed by the landlord of such leasehold that includes leasehold mortgagee protection and estoppel provisions reasonably satisfactory to the Administrative Agent (a "Landlord Certificate").
Appears in 1 contract
Sources: Second Lien Credit Agreement (American Skiing Co /Me)
Mortgages, etc. (i) The Administrative Agent shall have received a Mortgage with respect to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto.
(ii) The Administrative Agent shall have received, for each Mortgaged Property, (a) a surveyor's report and statement which certifies that the buildings, improvements and other assets of the respective Ski Resort Properties, in each case which are referred to in Section 4.25, are located entirely on land that constitutes the Mortgaged Property or land with respect to which a Forest Service Term Special Use Permit is in effect (including land subject to an easement in favor of a Borrower Subsidiary), and (b) all compilation plans on which the foregoing surveyors reports and statements are based.
(iii) The Administrative Agent shall have received in respect of each Mortgaged Property a mortgagee's title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount satisfactory to the Administrative Agent; (B) be issued at ordinary rates; (C) insure that the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orencumbrances, except as disclosed therein; (D) name the Administrative Agent for the benefit of the Lenders as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) (or equivalent policies); (F) contain such endorsements and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request and (G) underwritten be issued by Stewart Title General Companytitle companies satisfactory to the Administrative Agent (including any such title companies acting as co-insurers or reinsurers, at the option of the Administrative Agent). The Administrative Agent shall have ▇▇▇▇▇▇▇d received evidence satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid.
(iiiiv) If requested by the Administrative Agent, the Administrative Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal law, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier later than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower ASC has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(ivv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iii) above and a copy of all other material documents affecting the Mortgaged Properties.
(vi) The Administrative Agent shall have received, with respect to each material leasehold for which a Borrower is the lessee other than the leaseholds listed on Schedule 5.1(k)(vi), a certificate executed by the landlord of such leasehold that includes leasehold mortgagee protection and estoppel provisions reasonably satisfactory to the Administrative Agent (a "Landlord Certificate").
Appears in 1 contract
Mortgages, etc. (i) The Administrative Agent shall have received received:
(i) a Mortgage with respect to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto.;
(ii) The Administrative Agent shall have received in respect of each Mortgaged Property Property, a mortgagee's title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount reasonably satisfactory to the Administrative Agent; (B) be issued at ordinary rates; (C) insure that the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orencumbrances, except as disclosed therein; (D) name the Administrative Agent for the benefit of the Lenders Secured Parties as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 Policy—1970 (Amended 10/17/70 and 10/17/84) (or equivalent policies); (F) contain such endorsements and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request and (G) underwritten be issued by Stewart Title General Companytitle companies reasonably satisfactory to the Administrative Agent (including any such title companies acting as co-insurers or reinsurers, at the option of the Administrative Agent). The Administrative Agent shall have ▇▇▇▇▇▇▇d received evidence reasonably satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid.paid or will be paid concurrently with closing;
(iii) If if reasonably requested by the Administrative Agent, the Administrative Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal law, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.; and
(iv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iiiii) above and a copy of all other material documents affecting the Mortgaged Properties.
Appears in 1 contract
Mortgages, etc. (i) The Administrative Agent shall have received a Mortgage with respect to each owned Mortgaged PropertyProperty set forth on Schedule 1.1 to the Original Credit Agreement, executed and delivered by a duly authorized officer of each party thereto.
(ii) The Administrative Agent shall have received, and the title insurance company issuing the policy referred to in clause (iii) below received, any maps or plats of an as-built survey of the sites of the owned Mortgaged Properties set forth on Schedule 1.1 to the Original Credit Agreement then in the Borrower’s possession.
(iii) The Administrative Agent received in respect of each owned Mortgaged Property set forth on Schedule 1.1 to the Original Credit Agreement a mortgagee's ’s title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be was in an amount reasonably satisfactory to the Administrative Agent; (B) be was issued at ordinary rates; (C) insure insured that the Mortgage insured thereby creates created a valid first Lien on such owned Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orencumbrances, except as disclosed therein; (D) name named the Administrative Agent for the benefit of the Lenders Secured Parties as the insured thereunder; (E) be was in the form of ALTA Loan Policy - 1970 Policy—1970 (Amended 10/17/70 and 10/17/84) (or equivalent policiessuch other form reasonably acceptable to the Administrative Agent); (F) contain contained such endorsements and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request requested; and (G) underwritten was issued by Stewart Title General Companytitle companies reasonably satisfactory to the Administrative Agent (including any such title companies that acted as co-insurers or reinsurers, at the option of the Administrative Agent). The Administrative Agent shall have ▇▇▇▇▇▇▇d received evidence reasonably satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have had been paid.
(iiiiv) If requested by the Administrative Agent, the The Administrative Agent shall have received (A) a policy of flood insurance that (1) covers covered any parcel of improved owned real property that is was encumbered by any Mortgage for which flood insurance is required in respect of each owned Mortgaged Property set forth on Schedule 1.1 to be carried by Federal lawthe Original Credit Agreement, (2) is was written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is was reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is was less, and (3) has had a term ending not earlier later than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has had received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(ivv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iii) above and a copy of all other material documents affecting the owned Mortgaged Properties.
Appears in 1 contract
Mortgages, etc. (i) The Except as contemplated by subsection 6.11(a), the Administrative Agent shall have received a Mortgage with respect to each Mortgaged Property, or an amendment to any such Mortgages previously delivered to the Administrative Agent, executed and delivered by a duly authorized officer of each party thereto.
(ii) The Except as contemplated in Schedule 5.1(o), the Administrative Agent shall have received in respect of each Mortgaged Property referred to in clause (i) of this paragraph (o) a mortgagee's title insurance policy (or policies) or marked up unconditional binder for such insurance. Each such policy shall (A) be in an amount satisfactory to the Administrative Agent; (B) be issued at ordinary rates; (C) insure that the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orencumbrances, except as disclosed therein; (D) name the Administrative Agent for the benefit of the Lenders as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) (or equivalent policies); (F) contain such endorsements and affirmative coverage as the Administrative Agent may reasonably (as to cost and coverage) request and (G) underwritten be issued by Stewart Title General Companytitle companies satisfactory to the Administrative Agent (including any such title companies acting as co-insurers or reinsurers, at the option of the Administrative Agent). The Administrative Agent shall have ▇▇▇▇▇▇▇d received evidence satisfactory to it that all premiums in respect of each such policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid.
(iii) If requested by the Administrative Agent, the Administrative Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required referred to be carried by Federal lawin clause (i) of this paragraph (o), (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier later than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(iv) The Administrative Agent shall have received a copy of all recorded documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iii) above and a copy of all other material documents affecting the Mortgaged Properties.and
Appears in 1 contract
Sources: Credit Agreement (Scotts Company)
Mortgages, etc. (i) The Administrative Collateral Agent shall have received a Mortgage modification to all Mortgages (as defined in the Original Credit Agreement) with respect to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto, and duly recorded or registered in all applicable registry, land titles or other recording offices.
(ii) The Administrative Collateral Agent shall have received in respect of each Mortgaged Property a an endorsement to mortgagee's title insurance policy (or policies) or marked up unconditional binder endorsement for such insurancetitle insurance delivered in connection with the Original Credit Agreement, amended to reflect any Mortgage which has been changed, by way of amendment, amendment and restatement or otherwise since the Original Closing Date (collectively, the "Title Endorsements"). Each such policy Title Endorsement shall (A) be in an amount satisfactory to the Administrative Collateral Agent; (B) be issued at ordinary rates; (C) insure that the Mortgage insured thereby creates a valid first Lien on such Mortgaged Property free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orencumbrances, except as disclosed therein; provided that such exceptions are acceptable to the Collateral Agent; (DC) name the Administrative Collateral Agent for the benefit of the Lenders applicable Secured Parties as the insured thereunder; (ED) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) (or equivalent policiespolicies and, in the case of Mortgaged Property in the State of Michigan, Form 1992); (FE) contain such endorsements and affirmative coverage as the Administrative Collateral Agent may reasonably (as to cost and coverage) request and (GF) underwritten be issued by Stewart Title General Companytitle companies satisfactory to the Collateral Agent (including any such title companies acting as co-insurers or reinsurers, at the option of the Collateral Agent). The Administrative Collateral Agent shall have ▇▇▇▇▇▇▇d received evidence satisfactory to it that all premiums in respect of each such policyTitle Policy, all charges for mortgage recording tax, and all related expenses, if any, have been paid.
(iii) If requested by the Administrative Agent, the Administrative The Collateral Agent shall have received with respect to properties situated in the United States (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal lawMortgage, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier later than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has Borrowers have received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.
(iv) The Administrative Collateral Agent shall have received a copy of all recorded or registered documents referred to, or listed as exceptions to title in, the title policy or policies referred to in clause (iiiii) above and a copy of all other material documents affecting the Mortgaged Properties, and shall be reasonably satisfied with the same.
Appears in 1 contract
Sources: Credit Agreement (Cedar Fair L P)
Mortgages, etc. (a) With respect to the Real Property (other than the Unsecured Real Property), the Administrative Agent shall have received all of the following:
(i) counterparts of the Mortgage and Mortgage Amendments, each dated as of December 23, 2014, and duly executed by the applicable Subsidiary Guarantors, as applicable;
(ii) an endorsement to the existing mortgagee’s title insurance policies in Florida. Such endorsement shall (A) be in an amount satisfactory to the Administrative Agent; (B) be in form and substance satisfactory to the Administrative Agent; (C) be issued at ordinary rates; (D) extend the effective date of each such policy to the date of the applicable Mortgage Amendments, (E) confirm no change in the first priority Lien and security interest in favor of the Administrative Agent for the benefit of the Lender Parties, except for changes acceptable to the Administrative Agent; and (F) be issued directly by a title insurance company reasonably acceptable to the Administrative Agent. The Administrative Agent shall have received a Mortgage with respect evidence satisfactory to each Mortgaged Property, executed and delivered by a duly authorized officer of each party thereto.
(ii) The Administrative Agent shall have received it that all premiums in respect of each Mortgaged Property such endorsement, all charges for mortgage recording and similar taxes, and all related expenses, if any, have been paid;
(iii) a mortgagee's ’s title insurance policy (or policies) or marked up unconditional binder commitment for such insuranceinsurance in Georgia, Alabama, Texas and Louisiana. Each such policy shall (A) be in an amount satisfactory to the Administrative Agent; (B) be issued at ordinary rates; (C) insure that the each Mortgage and Mortgage Amendment insured thereby creates a valid first priority Lien on and security interest in the Real Property in such Mortgaged Property states free and clear of all defects and encumbrances other than Liens permitted under Section 7.3 orLiens, except for such Liens as disclosed thereinare acceptable to the Administrative Agent; (D) name the Administrative Agent for the benefit of itself and the Lenders other Lender Parties, as the insured thereunder; (E) be in the form of ALTA Loan Policy - 1970 (Amended 10/17/70 and 10/17/84) 2006 Form B (or equivalent policies), if available; (F) contain such endorsements and affirmative coverage as the Administrative Agent may reasonably require, including without limitation (to the extent applicable with respect to the Real Property in such states and available in the jurisdiction in which such Real Property is located), the following: variable rate endorsement; survey same as map endorsement; comprehensive endorsement; first loss, last dollar and tie-in endorsement; access coverage; separate tax parcel coverage; usury; doing business; subdivision; environmental protection lien; CLTA 119.2; and such other endorsements as the Administrative Agent shall require, including endorsements in order to cost and coverage) request provide insurance against specific risks identified by the Administrative Agent in connection with such Real Property and (G) underwritten be issued directly by Stewart Title General Company. The a title insurance company acceptable to the Administrative Agent shall have ▇▇▇▇▇▇▇d evidence satisfactory to it that all premiums in respect of each and with such policy, all charges for mortgage recording tax, co-insurance and all related expenses, if any, have been paid.
(iii) If requested reinsurance as may be required by the Administrative Agent, the Administrative Agent shall have received (A) a policy of flood insurance that (1) covers any parcel of improved owned real property that is encumbered by any Mortgage for which flood insurance is required to be carried by Federal law, (2) is written in an amount not less than the outstanding principal amount of the indebtedness secured by such Mortgage that is reasonably allocable to such real property or the maximum limit of coverage made available with respect to the particular type of property under the National Flood Insurance Act of 1968, whichever is less, and (3) has a term ending not earlier than the maturity of the Indebtedness secured by such Mortgage and (B) confirmation that the Borrower has received the notice required pursuant to Section 208(e)(3) of Regulation H of the Board.;
(iv) The Administrative Agent shall have received a copy of (x) all recorded documents referred to, or listed as exceptions to title in, the title policy or endorsements and policies referred to in clause clauses (ii) and (iii) above and a copy of (y) all other material documents affecting the Mortgaged PropertiesReal Property, including all building, construction, environmental and other permits, licenses, franchises, approvals, consents, authorizations and other approvals required in connection with the construction, ownership, use, occupation or operation of the Real Property;
(v) confirmation that all necessary U.C.C. financing statements relating to the Real Property (other than the Unsecured Real Property) naming the applicable Landholder as the debtor and the Administrative Agent as the secured party have been properly filed in the same offices where the applicable Mortgage is filed;
(b) with respect to the Real Property, the Administrative Agent shall have received all of the following:
(i) appraisals for all Real Property, in each case, dated no more than 12 months prior to the Effective Date, from ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇▇, Inc.;
(ii) Harvest Plan dated December, 2014, covering all Real Property for the calendar year 2015; and
(iii) either a copy of each Timber Lease, certified as true and correct by a Financial Officer of the Borrower or evidence acceptable to the Administrative Agent that the copies of the Timber Leases delivered pursuant to the Existing Credit Agreement remain true and correct.
Appears in 1 contract