Real Estate Documents. With respect to each parcel of Real Estate, a duly executed Mortgage providing for a first priority recorded Lien, in favor of the Administrative Agent, in all right, title and interest of the Borrowers in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agent: (a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease; (b) duly executed Environmental Indemnity Agreement; (c) duly executed Assignment of Leases and Rents; (d) copies of the nursing home license for each Facility issued by the applicable state; (e) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another insurer reasonably acceptable to the Administrative Agent, insuring the Administrative Agent’s first priority Lien on such real property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Agent); (f) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above; (g) certificates or other evidence of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document; (h) an ALTA survey or such other survey as is reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements); (i) if such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property; (j) an appraisal ordered by Administrative Agent, prepared by an independent appraiser approved by the Administrative Agent (at the sole cost and expense of the Borrowers), of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged real property (whether leased or owned), a waiver from the mortgagee thereof waiving any Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”).
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Samples: Credit Agreement (Aviv REIT, Inc.), Credit Agreement (Aviv REIT, Inc.)
Real Estate Documents. With respect to each parcel of Real Estatereal property owned by any Loan Party, a duly executed Mortgage providing for a first priority recorded fully perfected Lien, in favor of the Administrative Agent, in all right, title and interest of the Borrowers applicable Loan Party in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agentwith:
(a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(e) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative Agent, insuring the Administrative Agent’s first priority Lien on such real property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Agent);
(fb) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(gc) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document;
(hd) an ALTA a survey or certified to the Administrative Agent meeting such other survey standards as is the Administrative Agent may reasonably establish and otherwise reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements)Agent;
(ie) if a flood insurance policy concerning such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration Flood Disaster Protection Act of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;1973; and
(jf) an appraisal ordered by Administrative Agentappraisal, prepared by an independent appraiser approved engaged directly by the Administrative Agent (at the sole cost and expense of the Borrowers)Agent, of such parcel of Real Estate (subject to replacement real property or interest in accordance with Section 6.1.2(c) hereof, “Appraisal”)real property, which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act, if applicable, and shall evidence compliance with the supervisory loan-to-value limits set forth in the Federal Deposit Insurance Corporation Improvement Act (“FIRREA”) providedof 1991, the appraisals must reflect a combined fee simple (or leasehold, as if applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged leased real property (whether leased or owned)property, a waiver Collateral Access Agreement from the mortgagee thereof landlord of such property waiving any landlord’s Lien in respect of personal property kept at the premises subject to such Mortgage, lease and permitting access to the location by the Administrative Agent and its agents and containing continuing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”).
Appears in 1 contract
Real Estate Documents. With respect to each parcel of Real Estatereal property owned by any Loan Party, a duly executed Mortgage providing for a first priority recorded fully perfected Lien, in favor of the Administrative Agent, in all right, title and interest of the Borrowers Borrower or such Subsidiary in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agentwith:
(a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(e) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative Agent, insuring the Administrative Agent’s first priority Lien on such real property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Agent);
(fb) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(gc) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document;
(hd) an ALTA a survey or certified to the Administrative Agent meeting such other survey standards as is the Administrative Agent may reasonably establish and otherwise reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements);Agent; and
(ie) if a flood insurance policy concerning such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration Flood Disaster Protection Act of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;
(j) an appraisal ordered by Administrative Agent, prepared by an independent appraiser approved by the Administrative Agent (at the sole cost and expense of the Borrowers), of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%)1973. Additionally, in the case of any leased real property, if requested by the Administrative Agent, a Collateral Access Agreement from the landlord of such property waiving any landlord’s Lien in respect of personal property kept at the premises subject to such lease and (b) in the case of any mortgaged real property (whether leased or owned)property, a waiver from the mortgagee thereof waiving any Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”).
Appears in 1 contract
Samples: Credit Agreement (American Railcar Industries, Inc.)
Real Estate Documents. With respect to each parcel of Real Estate, a duly executed Mortgage providing for a first priority recorded Lien, in favor of the The Administrative Agent, in all right, title and interest of the Borrowers in such real property, together with each of the following, which Agent shall each be satisfactory in form and substance to the Administrative Agenthave received:
(ai) true and complete copies an ALTA mortgagee policy of the fully-executed leasestitle insurance, in each case together with Subordination such endorsements as are reasonably required by the Administrative Agent (such policies and Attornment Agreements endorsements being hereinafter referred to collectively as the “Title Policy”), in an amount not less than $225,000,000, issued by Chicago Title Policy (if the lease with the tenant does not contain subordination provisions “Title Company”), in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each leaseinsuring the Collateral Agent that with respect to the Project;
(bA) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(e) an ALTA Loan Title Insurance PolicyMortgage constitutes a valid, issued by Chicago Title or another insurer reasonably acceptable to the Administrative Agent, insuring the Administrative Agent’s first priority Lien on such real property Project Company’s fee interest in the Site, free and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount clear of coverageall Liens, encumbrances and exceptions to coverage title whatsoever, other than Permitted Liens.
(ii) For the Project, a recent survey of the real estate parcels constituting the Site (including all easements and status related rights of title set forth in such policy shall be reasonably acceptable way comprising the Project) whether owned or leased, certified to the Administrative Agent);Collateral Agent by a licensed surveyor, in form reasonably satisfactory to it, and conforming to the standard of the applicable state surveyors association; and
(fiii) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(gA) certificates or other evidence of all insurance policies required to be maintained A completed Flood Certificate with respect to such real property the Mortgaged Property, which Flood Certificate shall (I) be addressed to the Collateral Agent, (II) be completed by this Agreementa company which has guaranteed the accuracy of the information contained therein, and (III) otherwise comply with the Flood Program; (B) evidence describing whether each community in which any Mortgaged Property is located participates in the Flood Program; (C) if the Flood Certificate delivered pursuant to clause (A) hereof states that any portion of any Mortgaged Property is located in a Flood Zone, the applicable Mortgage or any other Loan Document;
(h) an ALTA survey or such other survey as is reasonably satisfactory Parties’ written notification to the Administrative Collateral Agent (I) as to the existence of such Mortgaged Property, and (II) as to whether the applicable title company for purposes of extending title insurance community in which such Mortgaged Property is located is participating in the Flood Program; and requested endorsements);
(iD) if such real propertyany improved portion of any Mortgaged Property is located in a Flood Zone and is located in a community that participates in the Flood Program, or any part thereof, lies within 70 Bakersfield Refinery – Senior Credit Agreement evidence that the Loan Parties have obtained a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard policy of flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration that is in compliance with all applicable regulations of the Loans in the amount Board of Governors of the full insurable value of the improvements at the particular parcel of real property;
(j) an appraisal ordered by Administrative Agent, prepared by an independent appraiser approved by the Administrative Agent (at the sole cost and expense of the Borrowers), of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged real property (whether leased or owned), a waiver from the mortgagee thereof waiving any Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)Federal Reserve System.
Appears in 1 contract
Samples: Credit Agreement (Global Clean Energy Holdings, Inc.)
Real Estate Documents. With respect to each parcel of Real Estatereal property owned by any Loan Party, a duly executed Mortgage providing for a first priority recorded fully perfected Lien, in favor of the Administrative Agent, in all right, title and interest of the Borrowers Company or such Subsidiary in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agentwith:
(a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(e) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative Agent, insuring the Administrative Agent’s first priority Lien on such real property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Agent);
(fb) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(gc) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document;
(hd) an ALTA a survey or certified to the Administrative Agent meeting such other survey standards as is the Administrative Agent may reasonably establish and otherwise reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements)Agent;
(ie) if a flood insurance policy concerning such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration Flood Disaster Protection Act of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;1973; and
(jf) an appraisal ordered by Administrative Agentappraisal, prepared by an independent appraiser approved engaged directly by the Administrative Agent (at the sole cost and expense of the Borrowers)Agent, of such parcel of Real Estate (subject to replacement real property or interest in accordance with Section 6.1.2(c) hereof, “Appraisal”)real property, which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act, if applicable, and shall evidence compliance with the supervisory loan-to-value limits set forth in the Federal Deposit Insurance Corporation Improvement Act (“FIRREA”) providedof 1991, the appraisals must reflect a combined fee simple (or leasehold, as if applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any leased or mortgaged real property (whether leased or owned)property, a waiver Collateral Access Agreement from the mortgagee thereof waiving any Lien in respect landlord or mortgagee, as applicable, of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)property.
Appears in 1 contract
Real Estate Documents. With Within ninety (90) days (or such later date as the ABL Collateral Agent may agree with respect to similar requirements under the ABL Credit Agreement) after the Issue Date (with respect to any Mortgaged Property owned as of the Issue Date), or after the acquisition of any Material Real Property (with respect to each parcel other Mortgaged Property), with respect to each Mortgaged Property the Notes Collateral Agent shall have received (i) counterparts of Real Estate, a each mortgage to be entered into with respect to each such Mortgaged Property duly executed Mortgage providing and delivered by the record owner of such Mortgaged Property and suitable for recording or filing in all filing or recording offices that the Company in its good faith judgment may reasonably deem necessary or desirable in order to create a first priority recorded Lienvalid and enforceable Lien subject to no other Liens except those permitted under Section 4.12 and the definition of “Permitted Liens” herein, in favor at the time of recordation thereof, (ii) with respect to the mortgage encumbering each such Mortgaged Property, opinions of counsel regarding the enforceability, due authorization, execution and delivery of the Administrative Agentmortgages and such other matters customarily covered in real estate counsel opinions, determined by the Company in all rightits good faith judgment, (iii) a policy or policies or marked up unconditional binder of title and interest insurance with respect to each Mortgaged Property in an amount not less than the fair market value of such Mortgaged Property paid for by the Borrowers in such real propertyCompany, issued by a nationally recognized title insurance company insuring the Lien of each mortgage as a valid Lien on the Mortgaged Property described therein, free of any other Liens except those permitted pursuant to the indenture, together with customary endorsements, coinsurance and reinsurance which are available in the jurisdiction where the applicable Mortgaged Property is located, and (iv) a survey of each Mortgaged Property (including improvements, easements and other customary matters thereon) with respect to each Mortgaged Property, for which all necessary fees (where applicable) have been paid with respect to each Mortgaged Property, which is (A) complying in all material respects with the minimum detail requirements of the followingAmerican Land Title Association and the National Society of Professional Surveyors as such requirements are in effect on the date of preparation of such survey and (B) sufficient for such title insurance company to remove all standard survey exceptions from the title insurance policy relating to such Mortgaged Property. For the avoidance of doubt, which each mortgage, opinion, survey and title insurance policy shall each be satisfactory in form and substance consistent with the mortgage, opinion, survey and title insurance policy delivered to the Administrative Agent:
(a) true and complete copies ABL Collateral Agent under the ABL Credit Agreement. For purposes of clarity, neither the fully-executed leases, together with Subordination and Attornment Agreements (if Notes Collateral Agent nor the lease Indenture Trustee shall have any obligation to monitor or confirm that the Company or the Guarantors have complied with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(e) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another insurer reasonably acceptable to the Administrative Agent, insuring the Administrative Agent’s first priority Lien on such real property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Agent);
(f) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(g) certificates or other evidence of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document;
(h) an ALTA survey or such other survey as is reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements);
(i) if such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;
(j) an appraisal ordered by Administrative Agent, prepared by an independent appraiser approved by the Administrative Agent (at the sole cost and expense of the Borrowers), of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged real property (whether leased or owned), a waiver from the mortgagee thereof waiving any Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)paragraph.
Appears in 1 contract
Real Estate Documents. With respect to (i) The Company shall, and shall cause each parcel of Real Estateapplicable Guarantor to, promptly (and, in any event, no later than April 26, 2000) execute and deliver a duly executed Mortgage providing for a first priority recorded fully perfected Lien, in favor of the Administrative Collateral Agent, in all right, title and interest of the Borrowers Company or such Guarantor in such each parcel of real propertyproperty listed on Part 1 of Schedule 6.16 to the BA Credit Agreement (as in effect on the Effective Date) (each a "PRIMARY PROPERTY").
(ii) The Company shall, together with and shall cause each applicable Guarantor to, promptly (and in any event, no later than May 10, 2000) execute and deliver a Mortgage providing for a fully perfected Lien, in favor of the followingCollateral Agent, which shall in all right, title and interest of the Company or such Guarantor in each be satisfactory in form and substance parcel of real property listed on Part 2 of Schedule 6.16 to the Administrative Agent:
BA Credit Agreement, as in effect on the Effective Date (a) true each a "SECONDARY PROPERTY"; the Primary Properties and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if Secondary Properties are collectively referred to as the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent"PROPERTIES"), and an estoppel certificate for each lease;.
(b) duly executed Environmental Indemnity Agreement;The Company shall, and shall cause each Guarantor to, promptly (and, in any event, no later than May 15, 2000 for each Primary Property and May 31, 2000 for each Secondary Property) provide the following documents in connection with each Mortgage referred to above:
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(ei) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative AgentRequired Holder(s), insuring the Administrative Collateral Agent’s first priority 's Lien on the Property subject to such real property Mortgage and containing such endorsements as the Administrative Collateral Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative AgentRequired Holder(s));
(fii) copies of all documents of record concerning such real property Property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(giii) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property Property by this Agreement, Agreement or the applicable Mortgage or any other Loan Document;Mortgage; and
(hiv) an ALTA survey or a flood insurance policy covering such other survey as is Property, reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsementsRequired Holder(s);
(i) if such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration Flood Disaster Protection Act of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;
(j) an appraisal ordered by Administrative Agent, prepared by an independent appraiser approved by the Administrative Agent (at the sole cost and expense of the Borrowers), of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%)1973. Additionally, in the case of any mortgaged real property (whether leased by the Company or ownedany Guarantor, the Company shall use its best efforts to, or shall cause such Guarantor to use its best efforts to, provide a consent, in form and substance satisfactory to the Required Holder(s), a waiver from the owner and each mortgagee thereof of such property (a) consenting to the Mortgage in favor of the Collateral Agent with respect to such property and (b) waiving any landlord's Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)lease.
Appears in 1 contract
Samples: Note Purchase and Private Shelf Agreement (Truserv Corp)
Real Estate Documents. With respect to each parcel of Real Estate, a duly executed Mortgage providing for a first priority recorded Lien, in favor of the Administrative Agent, in all right, title and interest of the Borrowers in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agent:
(a) true and complete copies of Within 60 days after the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory Effective Time deliver to the Agent a title insurance date down endorsement and other documents related to real estate collateral as the Administrative Agent), and an estoppel certificate for each lease;Agent may reasonably request.
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment In the case of Leases and Rents;
(d) copies each parcel of the nursing home license for each Facility issued real property acquired in fee by the applicable state;
Company or any domestic Subsidiary after the date hereof, deliver to the Administrative Agent promptly after the acquisition of such real property (ei) an ALTA Loan Title Insurance Policy, Policy issued by Chicago Title or another an insurer reasonably acceptable to the Administrative AgentAgent (and, for purposes hereof, the Administrative Agent acknowledges that Chicago Title Insurance Company and Xxxxxxx Title Company are acceptable insurers) or a title insurance binder thereof marked by an authorized representative of such title company, insuring the Administrative Agent’s first priority Lien on such real property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Agent);
, (fii) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
in clause (gi) certificates or other evidence of all and (iii) a flood insurance policies required to be maintained with respect to policy concerning such real property by this Agreementproperty, the applicable Mortgage or any other Loan Document;
(h) an ALTA survey or such other survey as is reasonably satisfactory to the Administrative Agent, if required by the Flood Disaster Protection Act of 1973.
(c) In the case of each parcel of real property leased (as lessee) by the Company or any domestic Subsidiary after the Effective Time, use commercially reasonable efforts to deliver, or to cause to be delivered to the Administrative Agent (and promptly after the applicable title company for purposes effectiveness of extending title insurance and requested endorsements);
such lease, (i) if such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance Collateral Access Agreement from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;
(j) an appraisal ordered by Administrative Agent, prepared by an independent appraiser approved by the Administrative Agent (at the sole cost owner and expense of the Borrowers), each mortgagee of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged real property (whether leased or owned), a waiver from the mortgagee thereof waiving any landlord’s or mortgagee’s Lien in respect of personal property of any Loan Party kept at the premises subject to such Mortgage, permitting access to lease (unless the location by the Administrative Agent and its agents and containing delivery of such other terms and provisions as may be required Collateral Access Agreement is waived by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, ); and (ii) if requested by the Administrative Agent Agent, a leasehold Mortgage for such property and each of the Lenders agree that the Borrowers shall be deemed documents listed in clause (a) above with respect to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)such property.
Appears in 1 contract
Samples: Credit Agreement (Middleby Corp)
Real Estate Documents. (a) With respect to each parcel of Real Estatereal property owned by any Loan Party on the date hereof and for which a Mortgage was previously delivered to Administrative Agent in connection with the November 19 Agreement, a duly executed First Amendment to Mortgage providing for a first priority recorded the continuation of the fully perfected Lien, in favor of the Administrative Agent, in all right, title and interest of the Borrowers Company or such Subsidiary in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agentwith:
(ai) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory A “date down” endorsement to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(e) an existing ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative Agent, insuring the Administrative Agent’s first priority Lien on such real property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Agent);
(fii) copies of all documents of record not previously delivered to Administrative Agent concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(iii) original or certified copies of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document;
(iv) if not previously delivered in connection with the November 19 Agreement, a flood insurance policy concerning such real property, if required by the Flood Disaster Protection Act of 1973.
(b) With respect to each parcel of real property with a net book value of $2,500,000 or greater owned on the date hereof or acquired at any time after the date hereof, by any Loan Party, a duly executed Mortgage providing for a fully perfected Lien, in favor of the Administrative Agent, in all right, title and interest of the Company or such Subsidiary in such real property, together with:
(i) an ALTA Loan Title Insurance Policy, issued by an insurer acceptable to the Administrative Agent, insuring the Administrative Agent’s Lien on such real property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be acceptable to the Administrative Agent);
(ii) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(giii) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document;
(hiv) an ALTA a survey or certified to the Administrative Agent meeting such other survey standards as is the Administrative Agent may reasonably establish and otherwise reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements);Agent; and
(iv) if a flood insurance policy concerning such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration Flood Disaster Protection Act of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;
(j) an appraisal ordered by Administrative Agent, prepared by an independent appraiser approved by the Administrative Agent (at the sole cost and expense of the Borrowers), of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%)1973. Additionally, (x) in the case of any leased real property, a Collateral Access Agreement from the landlord of such property waiving any landlord’s Lien in respect of personal property kept at the premises subject to such lease and (y) in the case of any mortgaged real property (whether leased or owned)property, a waiver from the mortgagee thereof waiving any Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”).
Appears in 1 contract
Samples: Credit Agreement (Ennis, Inc.)
Real Estate Documents. With Within sixty (60) days after the First --------------------- Amendment Effective Date, the Borrower shall have delivered (or caused to be delivered) to the Administrative Agent, with respect to the appropriate Loan Parties, deeds of trust, trust deeds, deeds to secure debt and mortgages (or amendments thereto, as applicable), (other than leasehold mortgages and leasehold deeds of trust), in substantially the form of Exhibit H to the --------- Credit Agreement (with such changes as may be satisfactory to the Administrative Agent and its counsel to account for local law matters) and covering the properties identified to be mortgaged on Schedule 5.08(c) (together with the Assignments of Leases and Rents referred to therein and each parcel other mortgage delivered pursuant to Section 6.12 of Real Estatethe Credit Agreement, a in each case as amended), duly executed Mortgage providing by the appropriate Loan Party, together with:
(i) evidence that counterparts of such Mortgages have been duly executed, acknowledged and delivered and are in form suitable for filing or recording in all filing or recording offices that the Administrative Agent may deem necessary or desirable in order to create a valid first priority recorded Lien, and subsisting Lien on the property described therein in favor of the Administrative Agent for the benefit of the Secured Parties and that all filing, documentary, stamp, intangible and recording taxes and fees have been paid (or that arrangements for the payment thereof satisfactory to the Administrative Agent have been made);
(ii) if requested by the Administrative Agent, in all right, fully paid American Land Title Association Lender's Extended Coverage title and interest of insurance policies (the Borrowers in such real property, together with each of the following, which shall each be satisfactory "Mortgage Policies") in form and substance substance, ----------------- with endorsements and in amounts acceptable to the Administrative Agent:
(a) true , issued, coinsured and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued reinsured by the applicable state;
(e) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another insurer title insurers reasonably acceptable to the Administrative Agent, insuring such Mortgages to be valid first and subsisting Liens on the Administrative Agent’s first priority Lien on property described therein, free and clear of all defects (including, but not limited to, mechanics' and materialmen's Liens) and encumbrances, excepting only Permitted Encumbrances and other Liens permitted under the Loan Documents, and providing for such real property other affirmative insurance (including endorsements for future advances under the Loan Documents, for mechanics' and containing materialmen's Liens and for zoning of the applicable property) and such endorsements coinsurance and direct access reinsurance as the Administrative Agent may reasonably require deem necessary or desirable;
(it being understood that iii) if requested by the amount Administrative Agent, American Land Title Association/American Congress on Surveying and Mapping form surveys, for which all necessary fees (where applicable) have been paid, certified to the Administrative Agent and the issuer of coverage, exceptions such Mortgage Policies in a manner satisfactory to coverage the Administrative Agent by a land surveyor duly registered and status of title set forth licensed in the States in which the property described in such policy shall be surveys is located and acceptable to the Administrative 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 encroachments and other defects acceptable to the Administrative Agent;
(iv) if requested by the Administrative Agent, engineering, soils and other reports as to the properties described in such Mortgages, in form and substance and from professional firms reasonably acceptable to the Administrative Agent);
(fv) copies if requested by the Administrative Agent, estoppel and consent agreements, in form and substance satisfactory to the Administrative Agent, executed by each of all documents the lessors of record concerning such the leased real property as shown properties listed on the commitment for the ALTA Loan Title Insurance Policy referred to above;
Schedule 5.08(d)(1) that are leased by ------------------- Cadmus or an Acquired Company, along with (g1) certificates or other evidence a memorandum of all insurance policies required to be maintained lease in recordable form with respect to such leasehold interest, executed and acknowledged by the owner of the affected real property by this Agreementproperty, as lessor, or (2) evidence that the applicable lease with respect to such leasehold interest or a memorandum thereof has been recorded in all places necessary or desirable, in the Administrative Agent's reasonable judgment, to give constructive notice to third-party purchasers of such leasehold interest, or (3) if such leasehold interest was acquired or subleased from the holder of a recorded leasehold interest, the applicable Mortgage assignment or any other Loan Document;
(h) an ALTA survey or sublease document, executed and acknowledged by such other survey as is holder, in each case in form sufficient to give such constructive notice upon recordation and otherwise in form reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements)Agent;
(ivi) evidence of the insurance required by the terms of such Mortgages;
(vii) if such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required requested by the Administrative Agent, for the duration an appraisal of each of the Loans properties described in the amount of the full insurable value of the improvements at the particular parcel of real property;
(j) an appraisal ordered by Administrative Agent, prepared by an independent appraiser approved by the Administrative Agent (at the sole cost and expense of the Borrowers), of such parcel of Real Estate (subject to replacement in accordance Mortgages complying with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Federal Financial Institutions Reform, Recovery and Enforcement Act of 1989; and
(“FIRREA”viii) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged real property (whether leased or owned), a waiver from the mortgagee thereof waiving any Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by evidence that all other action that the Administrative Agent may deem necessary or desirable in order to create valid first and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely subsisting Liens on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth property described in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)such Mortgages has been taken.
Appears in 1 contract
Samples: Credit Agreement (Cenveo, Inc)
Real Estate Documents. With respect to each parcel of Real Estatereal property owned by Borrowers, a duly executed Mortgage and Assignment of Rents providing for a first priority recorded fully perfected Lien, in favor of the Administrative AgentBank, in all right, title and interest of the Borrowers in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agentwith:
(ai) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(e) an ALTA Loan a Title Insurance Policy, issued by Chicago the Title or another insurer reasonably acceptable to the Administrative AgentInsurance Company, insuring the Administrative AgentBank’s first priority Lien on such real property and containing such endorsements as the Administrative Agent Bank may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative AgentBank);
(fii) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to abovePolicy;
(giii) certificates or other evidence of insurance in form reasonably satisfactory to the Bank for all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage Agreement or any other Loan Document;
(hiv) an ALTA survey or certified to the Bank and the Title Insurance Company, meeting such other survey standards as is the Bank may reasonably establish and otherwise reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements)Bank;
(iv) if a certificate of insurance in form reasonably satisfactory to the Bank for a flood insurance policy concerning such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration Flood Disaster Protection Act of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property1973;
(jvi) an appraisal ordered by Administrative Agentappraisal, prepared by an independent appraiser approved engaged directly by the Administrative Agent (at the sole cost and expense Bank, of the Borrowers), of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”)Premises, which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act Act, if applicable, and shall indicate a loan-to-value ratio of not more than 75%;
(“FIRREA”vii) providedcertified copies of all Leases and such evidence as to the validity thereof, absence of defaults thereunder, good standing and financial ability of the appraisals must reflect a combined fee simple parties thereto to perform, and such subordination, non-disturbance and attornment agreements from tenants under Leases and holders of concessions or encumbrances with respect to any portion of the Premises, all as the Bank may require. In addition, Borrowers shall deposit all security deposits required under Leases with the Bank in an account in Borrowers’ name, which account is pledged to the Bank pursuant to the Assignment of Rents;
(viii) if requested by the Bank, copies of the most recent real estate tax bills for the Land and evidence satisfactory to the Bank that the Land is separately assessed for real estate taxing purposes;
(i) letters or other evidence with respect to the Premises from the appropriate municipal authorities (or leaseholdother Persons) concerning applicable zoning and building laws, as applicable(ii) appraised value indicating a loan an ALTA 3.1 zoning endorsement to value the Title Insurance Policy, if available or (iii) other evidence of no more than seventy-five percent (75%). Additionallyzoning compliance, in the each case of any mortgaged real property (whether leased or owned), a waiver from the mortgagee thereof waiving any Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access substance reasonably satisfactory to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each Bank;
(x) a current certified rent roll of the Lenders agree that Premises, reasonably satisfactory in form and substance to the Borrowers Bank;
(xi) a certified copy of the Management Agreement with respect to the Premises which shall be deemed satisfactory in form and substance to have satisfied each the Bank.
(xii) such financial statements relating to the ownership and operation of the conditions set forth Premises, in this Section 12.1.7 so long as form and substance reasonably satisfactory to the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)Bank.
Appears in 1 contract
Samples: Loan and Security Agreement (Inland American Real Estate Trust, Inc.)
Real Estate Documents. With respect to each parcel of Real Estatereal property owned by any Borrower, a duly executed Mortgage providing for a first priority recorded fully perfected Lien, in favor of the Administrative Agent, in all right, title and interest of the Borrowers Borrower in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agentwith:
(a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(e) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative Agent, insuring the Administrative Agent’s first priority Lien on such real property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Agent);
(fb) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(gc) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document;
(hd) an ALTA a survey or certified to the Administrative Agent meeting such other survey standards as is the Administrative Agent may reasonably establish and otherwise reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements)Agent;
(ie) if a flood insurance policy concerning such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration Flood Disaster Protection Act of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;1973; and
(jf) an appraisal ordered by Administrative Agentappraisals, prepared by an independent appraiser approved engaged directly by the Administrative Agent (at the sole cost and expense of the Borrowers)Agent, of such parcel of Real Estate (subject to replacement real property or interest in accordance with Section 6.1.2(c) hereof, “Appraisal”)real property, which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act, if applicable, and shall evidence compliance with the supervisory loan-to-value limits set forth in the Federal Deposit Insurance Corporation Improvement Act (“FIRREA”) providedof 1991, the appraisals must reflect a combined fee simple (or leasehold, as if applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, (i) in the case of any leased real property, if requested by the Administrative Agent, a Collateral Access Agreement from the landlord of such property waiving any landlord’s Lien in respect of personal property kept at the premises subject to such lease and (ii) in the case of any mortgaged real property (whether leased or owned)property, a waiver from the mortgagee thereof waiving any Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”).
Appears in 1 contract
Samples: Credit Agreement (MPW Industrial Services Group Inc)
Real Estate Documents. With respect to each parcel of Real Estatereal --------------------- property now or hereafter owned or leased by the Company, if requested by Lender, a duly executed Mortgage providing for a first priority recorded fully perfected Lien, in favor of the Administrative AgentLender, in all right, title and interest of the Borrowers Company in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agentwith:
(a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(e) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative AgentLender, insuring the Administrative Agent’s first priority Lender's Lien on such real property and containing such endorsements as the Administrative Agent Lender may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative AgentLender);
(fb) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(gc) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document;
(hd) an ALTA a survey or certified to Lender meeting such other survey standards as is Lender may reasonably establish and otherwise reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements)Lender;
(ie) if a flood insurance policy concerning such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrierreasonably satisfactory to Lender, if reasonably required by the Administrative Agent, for the duration Flood Disaster Protection Act of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;1973; and
(jf) an appraisal ordered by Administrative Agentappraisal, satisfactory to Lender, prepared by an independent appraiser approved engaged directly by the Administrative Agent (at the sole cost and expense of the Borrowers)Lender, of such parcel of Real Estate (subject to replacement real property or interest in accordance with Section 6.1.2(c) hereof, “Appraisal”)real property, which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act, if applicable, and shall evidence compliance with the supervisory loan-to- value limits set forth in the Federal Deposit Insurance Corporation Improvement Act (“FIRREA”) providedof 1991, the appraisals must reflect a combined fee simple (or leasehold, as if applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged leased real property (whether leased or owned)property, a waiver consent, in form and substance satisfactory to Lender, from the owner and/or mortgagee thereof (a) consenting to the Mortgage in favor of Lender with respect to such property and (b) waiving any landlord's Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)lease.
Appears in 1 contract
Real Estate Documents. With respect to (a) In the case of each parcel of Real Estatereal property listed on Schedule 11.1.11, a duly executed Mortgage providing for a first priority recorded Liendeliver, in favor of the Administrative Agentor cause to be delivered, in all right, title and interest of the Borrowers in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agent:
Agent within 15 days following the Effective Date, (a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(ei) an ALTA Loan Title Insurance Policy, Policy issued by Chicago Title or another an insurer reasonably acceptable to the Administrative AgentAgent (and, for purposes hereof, the Administrative Agent acknowledges that Chicago Title Insurance Company and Xxxxxxx Title Company are acceptable insurers) or a title insurance binder thereof marked by an authorized representative of such title company, insuring the Administrative Agent’s first priority Lien on such real property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Agent);
, (fii) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
in clause (gi) certificates or other evidence of all and (iii) a flood insurance policies required to be maintained with respect to policy concerning such real property by this Agreementproperty, the applicable Mortgage or any other Loan Document;
(h) an ALTA survey or such other survey as is reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements);
(i) if such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrierAgent, if reasonably required by the Administrative Agent, for Flood Disaster Protection Act of 1973. 57
(b) In the duration case of the Loans in the amount of the full insurable value of the improvements at the particular each parcel of real property;
property currently leased (jas lessee) an appraisal ordered by Administrative Agentthe Company or any domestic Subsidiary, prepared by an independent appraiser approved by use commercially reasonable efforts to deliver, or cause to be delivered, to the Administrative Agent (at within 90 days following the sole cost Effective Date, a Collateral Access Agreement from the owner and expense of the Borrowers), each mortgagee of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged real property (whether leased or owned), a waiver from the mortgagee thereof waiving any landlord’s or mortgagee’s Lien in respect of personal property kept at the premises subject to such Mortgagelease; and, permitting access if the Company or any domestic Subsidiary is unable to obtain a Collateral Access Agreement from the location owner of any leased property, the Company or such Subsidiary will remove all material equipment from such property no later than June 30, 2002.
(c) In the case of each parcel of real property acquired in fee or leased (as lessee) by the Administrative Agent Company or any domestic Subsidiary after the date hereof, concurrently with the acquisition of such real property or entering into such lease, (i) in the case of any acquisition in fee, the documents required by clause (a) above and its agents (ii) in the case of any leased real property, (x) the documents listed in clause (b) above with respect to such property and containing such other terms and provisions as may be required (y) if requested by the Administrative Agent, a leasehold Mortgage for such property and the documents listed in clause (a) above with respect to such property. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”).10.24
Appears in 1 contract
Samples: Credit Agreement (Middleby Corp)
Real Estate Documents. With respect to each parcel of Real Estatethe Mortgaged Property, a duly executed Mortgage providing for a first priority recorded fully perfected Lien, in favor of the Administrative AgentLender, in all right, title and interest of the Borrowers Borrower or such Subsidiary in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agentwith:
(a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(ei) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative AgentLender, insuring the Administrative AgentLender’s first priority Lien on such real property and containing such endorsements as the Administrative Agent Lender may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative AgentLender);
(fii) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(giii) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document;
(hiv) an ALTA survey or certified to the Lender and such other survey title insurer referred to above, meeting such standards as the Lender may reasonably establish and otherwise reasonably satisfactory to the Lender;
(v) an environmental site assessment report, the nature and scope of which is reasonably satisfactory to the Administrative Agent (Lender, and prepared by environmental engineers reasonably satisfactory to the applicable title company for purposes of extending title insurance and requested endorsements)Lender;
(ivi) if within thirty (30) days of the Effective Date, an “As Is” appraisal of the Mortgaged Property, in form acceptable to Lender in its sole discretion, performed by an appraiser holding the designation of being a Member of the Appraisal Institute; and
(vii) a flood insurance policy concerning such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration Flood Disaster Protection Act of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;
(j) an appraisal ordered by Administrative Agent, prepared by an independent appraiser approved by the Administrative Agent (at the sole cost and expense of the Borrowers), of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged real property (whether leased or owned), a waiver from the mortgagee thereof waiving any Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)1973.
Appears in 1 contract
Real Estate Documents. With respect to each parcel of Real Estate(a) Within 60 days after the Effective Time, a duly executed Mortgage providing for a first priority recorded Lien, in favor of the Administrative Agent, in all right, title and interest of the Borrowers in such real property, together with each of the following, which shall each be satisfactory in form and substance deliver to the Administrative Agent:
(a) true Agent a title insurance date down endorsement and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory such other documents related to real estate subject to a Mortgage as the Administrative Agent), and an estoppel certificate for each lease;Agent may reasonably request.
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment In the case of Leases and Rents;
(d) copies each parcel of the nursing home license for each Facility issued real property acquired in fee by the applicable state;
Company or any Domestic Subsidiary after the Effective Time, deliver to the Administrative Agent promptly after the acquisition of such real property if requested by the Administrative Agent (ei) an ALTA Loan Title Insurance Policy, Policy issued by Chicago Title or another an insurer reasonably acceptable to the Administrative AgentAgent (and, for purposes hereof, the Administrative Agent acknowledges that Chicago Title Insurance Company and Sxxxxxx Title Company are acceptable insurers) or a title insurance binder thereof marked by an authorized representative of such title company, insuring the Administrative Agent’s first priority Lien on such real property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Agent);
, (fii) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
in clause (gi) certificates or other evidence of all and (iii) a flood insurance policies required to be maintained with respect to policy concerning such real property by this Agreementproperty, the applicable Mortgage or any other Loan Document;
(h) an ALTA survey or such other survey as is reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements);
(i) Agent, if such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared required by HUD, a The National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by Reform Act of 1994.
(c) In the Administrative Agent, for the duration case of the Loans in the amount of the full insurable value of the improvements at the particular each parcel of real property;
property leased (jas lessee) an appraisal ordered by Administrative Agentthe Company or any Domestic Subsidiary after the Effective Time, prepared by an independent appraiser approved by use commercially reasonable efforts to deliver, or to cause to be delivered to the Administrative Agent (at promptly after the sole cost and expense of the Borrowers), effectiveness of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged real property (whether leased or owned)lease, a waiver Collateral Access Agreement from the owner and each mortgagee thereof of such property waiving any landlord’s or mortgagee’s Lien in respect of personal property of any Loan Party kept at the premises subject to such Mortgage, permitting access to lease (unless the location delivery of such Collateral Access Agreement is waived by the Administrative Agent and its agents and containing such other terms and provisions as may be required by or the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each value of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”Collateral located on such premises is less than $1,500,000).
Appears in 1 contract
Samples: Credit Agreement (Middleby Corp)
Real Estate Documents. With respect to each parcel of Real Estate, a duly executed Mortgage providing for a first priority recorded Lien, in favor of the Administrative Agent, in all right, title and interest of the Borrowers in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agent:
(a) true and complete copies of Within 60 days after the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory Effective Time deliver to the Agent an amendment to each existing Mortgage, a title insurance date down endorsement and other documents related to real estate collateral, as the Administrative Agent), and an estoppel certificate for each lease;Agent may reasonably request.
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment In the case of Leases and Rents;
(d) copies each parcel of the nursing home license for each Facility issued real property acquired in fee by the applicable state;
Company or any domestic Subsidiary after the date hereof, deliver to the Administrative Agent promptly after the acquisition of such real property (ei) an ALTA Loan Title Insurance Policy, Policy issued by Chicago Title or another an insurer reasonably acceptable to the Administrative AgentAgent (and, for purposes hereof, the Administrative Agent acknowledges that Chicago Title Insurance Company and Xxxxxxx Title Company are acceptable insurers) or a title insurance binder thereof marked by an authorized representative of such title company, insuring the Administrative Agent’s first priority Lien on such real property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Agent);
, (fii) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
in clause (gi) certificates or other evidence of all and (iii) a flood insurance policies required to be maintained with respect to policy concerning such real property by this Agreementproperty, the applicable Mortgage or any other Loan Document;
(h) an ALTA survey or such other survey as is reasonably satisfactory to the Administrative Agent, if required by the Flood Disaster Protection Act of 1973.
(c) In the case of each parcel of real property leased (as lessee) by the Company or any domestic Subsidiary after the Effective Time, use commercially reasonable efforts to deliver, or to cause to be delivered to the Administrative Agent (and promptly after the applicable title company for purposes effectiveness of extending title insurance and requested endorsements);
such lease, (i) if such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance Collateral Access Agreement from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;
(j) an appraisal ordered by Administrative Agent, prepared by an independent appraiser approved by the Administrative Agent (at the sole cost owner and expense of the Borrowers), each mortgagee of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged real property (whether leased or owned), a waiver from the mortgagee thereof waiving any landlord’s or mortgagee’s Lien in respect of personal property of any Loan Party kept at the premises subject to such Mortgage, permitting access to lease (unless the location by the Administrative Agent and its agents and containing delivery of such other terms and provisions as may be required Collateral Access Agreement is waived by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, ); and (ii) if requested by the Administrative Agent Agent, a leasehold Mortgage for such property and each of the Lenders agree that the Borrowers shall be deemed documents listed in clause (a) above with respect to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)such property.
Appears in 1 contract
Samples: Credit Agreement (Middleby Corp)
Real Estate Documents. With respect to each parcel of Real EstateProperty owned by the Company or any Subsidiary, a duly executed Mortgage providing for a first priority recorded fully perfected Lien, in favor of the Administrative AgentAgent for the benefit of the Administrative Agent and the Lenders, in all right, title and interest of the Borrowers Company and such Subsidiary to such Real Property, superior in right to any Lien, existing or future, which the Company or any Subsidiary or any creditor thereof or purchaser therefrom, or any other Person, may have against such real propertyReal Property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agentwith:
(a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(ei) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative Agent, insuring the Administrative Agent’s first priority 's Lien on such real property Real Property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Agent);
(fii) copies of all documents of record concerning such real property Real Property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(giii) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property Real Property by this Agreement, the applicable any Mortgage or any other Loan Document, together with flood certificates for such Real Property;
(hiv) an ALTA copies of all permits and governmental authorizations required for the siting, construction and operation of all landfills and transfer structure operated, or proposed to be operated, by the Company or the applicable Subsidiary on such Real Property, all in such form and detail as shall be acceptable to the Required Lenders; and
(v) a survey or certified to the Administrative Agent meeting such other survey standards as is the Required Lenders may reasonably establish and otherwise reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements);
(i) if such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;
(j) an appraisal ordered by Administrative Agent, prepared by an independent appraiser approved by the Administrative Agent (at the sole cost and expense of the Borrowers), of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged real property (whether leased or owned), a waiver from the mortgagee thereof waiving any Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Required Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”).
Appears in 1 contract
Real Estate Documents. With respect to each parcel of Real Estatereal property now or hereafter owned or leased by the Company, if requested by Lender, a duly executed Mortgage providing for a first priority recorded fully perfected Lien, in favor of the Administrative AgentLender, in all right, title and interest of the Borrowers Company in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agentwith:
(a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(e) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative AgentLender, insuring the Administrative AgentLender’s first priority Lien on such real property and containing such endorsements as the Administrative Agent Lender may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative AgentLender);
(fb) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(gc) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document;
(hd) an ALTA a survey or certified to Lender meeting such other survey standards as is Lender may reasonably establish and otherwise reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements)Lender;
(ie) if a flood insurance policy concerning such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrierreasonably satisfactory to Lender, if reasonably required by the Administrative Agent, for the duration Flood Disaster Protection Act of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;1973; and
(jf) an appraisal ordered by Administrative Agentappraisal, satisfactory to Lender, prepared by an independent appraiser approved engaged directly by the Administrative Agent (at the sole cost and expense of the Borrowers)Lender, of such parcel of Real Estate (subject to replacement real property or interest in accordance with Section 6.1.2(c) hereof, “Appraisal”)real property, which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act, if applicable, and shall evidence compliance with the supervisory loan-to-value limits set forth in the Federal Deposit Insurance Corporation Improvement Act (“FIRREA”) providedof 1991, the appraisals must reflect a combined fee simple (or leasehold, as if applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged leased real property (whether leased or owned)property, a waiver consent, in form and substance satisfactory to Lender, from the owner and/or mortgagee thereof (a) consenting to the Mortgage in favor of Lender with respect to such property and (b) waiving any landlord’s Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)lease.
Appears in 1 contract
Real Estate Documents. With respect to each parcel of Real Estatethe Facility, a the duly executed Mortgage providing for a first priority recorded fully perfected Lien, in favor of the Administrative AgentBank, in all right, title and interest of the Borrowers Borrower in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agentwith:
(a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(ei) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative AgentBank, insuring the Administrative AgentBank’s first priority Lien on such real property and containing such endorsements as the Administrative Agent Bank may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative AgentBank);
(fii) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(giii) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document;
(hiv) an ALTA survey or certified to the Bank and such other survey title insurer referred to above, meeting such standards as the Bank may reasonably establish and otherwise reasonably satisfactory to the Bank;
(v) an environmental site assessment report, the nature and scope of which is reasonably satisfactory to the Administrative Agent (Bank, and prepared by environmental engineers reasonably satisfactory to the applicable title company for purposes of extending title insurance and requested endorsements)Bank;
(ivi) if a flood insurance policy concerning such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration Flood Disaster Protection Act of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;1973; and
(jvii) an appraisal ordered by Administrative Agentappraisal, prepared by an independent appraiser approved engaged directly by the Administrative Agent (at the sole cost and expense of the Borrowers)Bank, of such parcel of Real Estate (subject to replacement real property or interest in accordance with Section 6.1.2(c) hereof, “Appraisal”)real property, which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act, if applicable, and shall evidence compliance with the supervisory loan-to-value limits set forth in the Federal Deposit Insurance Corporation Improvement Act (“FIRREA”) providedof 1991, the appraisals must reflect a combined fee simple (or leasehold, as if applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged leased real property, a consent, in form and substance satisfactory to the Bank, from the owner and/or mortgagee of such leased real property (whether leased or owned), a waiver from the mortgagee thereof waiving any landlord’s Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)lease.
Appears in 1 contract
Samples: Loan Agreement (Cti Industries Corp)
Real Estate Documents. With respect to each parcel of the Real EstateEstate Collateral, a duly executed Mortgage providing for a fully perfected first priority recorded Lien, in favor of the Administrative Agent, in all right, title and interest of the Borrowers Company or such Subsidiary in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agentwith:
(a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(e) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative Agent, insuring the Administrative Agent’s first priority Lien on such real property the Real Estate Collateral and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Agent);
(fb) copies of all documents of record concerning such real property the Real Estate Collateral as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;; 1240807.08
(gc) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property the Real Estate Collateral by this Agreement, the applicable Mortgage or any other Loan Document;
(hd) an ALTA a survey or certified to the Administrative Agent meeting such other survey standards as is the Administrative Agent may reasonably establish and otherwise reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements)Agent;
(ie) if such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrierpolicy concerning the Real Estate Collateral, if reasonably required by the Administrative Agent, for the duration Flood Disaster Protection Act of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;1973; and
(jf) an appraisal ordered by Administrative Agentappraisal, prepared by an independent appraiser approved engaged directly by the Administrative Agent (at the sole cost and expense Agent, of the Borrowers), of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”)Collateral, which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) providedAct, if applicable, and shall evidence compliance with the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised supervisory loan-to-value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged real property (whether leased or owned), a waiver from the mortgagee thereof waiving any Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions limits set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor Federal Deposit Insurance Corporation Improvement Act of Administrative Agent for the benefit of the Lenders1991, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)if applicable.
Appears in 1 contract
Samples: Credit Agreement (Cpi Corp)
Real Estate Documents. With respect to each parcel of Real EstateLiberty Sub shall have obtained, a duly executed Mortgage providing for a first priority recorded Lienat Liberty Sub's expense, in favor of the Administrative Agent, in all right, title and interest of the Borrowers in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agent:
(a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to Liberty, covering the Administrative Agent), and an estoppel certificate for each lease;Holdings Real Property.
(bi) duly executed Environmental Indemnity Agreement;
An ALTA 1990 owner's title policy (cincluding extended coverage over the standard printed exceptions, access, location, environmental lien, survey and comprehensive endorsements) duly executed Assignment insuring title in Liberty Sub (or one or more Affiliates of Leases Liberty Sub designated by Liberty) of each parcel of Holdings Real Property and Rents;
(d) copies of all recorded easements appurtenant thereto upon Closing, subject only to the nursing home license for Holdings Permitted Liens, in the amount set forth with respect to each Facility issued such parcel on Exhibit J attached hereto, together in each case with any title insurance affidavit signed by Holdings or its Affiliates required by the applicable state;
(e) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another insurer reasonably acceptable to the Administrative Agent, insuring the Administrative Agent’s first priority Lien on such real property and containing such endorsements as the Administrative Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in insurance company issuing such policy shall be reasonably acceptable to the Administrative Agent);
(f) and copies of all documents of record concerning such real property referenced in the policy as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;exceptions.
(gii) certificates or other evidence An as-built survey relating to each parcel of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document;
(h) an ALTA Holdings Real Property which survey or such other survey as is reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements);
shall: (i) if such real propertyindicate the location, or any part thereoflegal description and area and square feet of each parcel of Holdings Real Property, lies within (ii) locate all easements, utilities (including connections to public streets), parking facilities, covenants and restrictions and rights of way, (iii) indicate adjoining streets, building lines, surface improvements, encroachments, vehicular access and parking requirements, (iv) identify which portions of Holdings Real Property are located in a “special hazard area” 100 year flood plain area as designated on maps prepared by HUD, a identified under the National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;
Program and (jv) an appraisal ordered by Administrative Agent, prepared by an independent appraiser approved by the Administrative Agent (at the sole cost and expense of the Borrowers), of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the Minimum Standard Detail Requirements for ALTA/ACSM (1992) Land Title Surveys, including Table A requirements of the Financial Institutions Reform3, Recovery 4, 6, 7, 8, 9, 10, 11 and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan 13. Holdings shall have delivered to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged real property (whether leased or owned), a waiver from the mortgagee thereof waiving any Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing Liberty Sub such other terms and provisions documents as may be required by reasonably necessary to consummate the Administrative Agent. Notwithstanding this Section 12.1.7acquisition of the Holdings Real Property effected through a "New York style" escrow closing, solely on including, but not limited to, escrow instructions, any releases and settlement agreements from existing creditors of Holdings or its Affiliates which may be necessary to assure delivery of title to the Initial Closing DateHoldings' Real Property (including, but not limited to, the Administrative Agent and each Holdings Real Property owned by Affiliates of the Lenders agree that the Borrowers shall be deemed Holdings), subject only to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)Holdings Permitted Liens.
Appears in 1 contract
Samples: Asset Exchange Agreement (Liberty Group Publishing Inc)
Real Estate Documents. With respect to each parcel of Real Estatethe Lombard Property, a duly executed Mortgage providing for a first priority recorded fully perfected Lien, in favor of the Administrative AgentLender, in all right, title and interest of the Borrowers Pernix RE in such real property, together with each of the following, which shall each be satisfactory in form and substance to the Administrative Agentwith:
(a) true and complete copies of the fully-executed leases, together with Subordination and Attornment Agreements (if the lease with the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent), and an estoppel certificate for each lease;
(b) duly executed Environmental Indemnity Agreement;
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(e) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative AgentLender, insuring the Administrative AgentLender’s first priority Lien on such real property and containing such endorsements as the Administrative Agent Lender may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative AgentLender);
(fb) copies of all documents of record concerning such real property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(gc) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property by this Agreement, the applicable Mortgage or any other Loan Document;
(hd) an ALTA a survey or certified to Lender meeting such other survey standards as is Lender may reasonably establish and otherwise reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements);Lender; and
(i) if such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrier, if reasonably required by the Administrative Agent, for the duration of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;
(je) an appraisal ordered by Administrative Agentappraisal, prepared by an independent appraiser approved engaged directly by the Administrative Agent (at the sole cost and expense of the Borrowers), Lender of such parcel of Real Estate (subject to replacement real property or interest in accordance with Section 6.1.2(c) hereof, “Appraisal”)real property, which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act, if applicable, and shall evidence compliance with the supervisory loan-to-value limits set forth in the Federal Deposit Insurance Corporation Improvement Act (“FIRREA”) providedof 1991, the appraisals must reflect a combined fee simple (or leasehold, as if applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%). Additionally, in the case of any mortgaged real property (whether leased or owned)property, a waiver from the mortgagee thereof waiving any Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent Lender and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)Lender.
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Real Estate Documents. With respect to (i) The Company shall, and shall cause each parcel of Real Estateapplicable Guarantor to, promptly (and, in any event, no later than April 26, 2000) execute and deliver a duly executed Mortgage providing for a first priority recorded fully perfected Lien, in favor of the Administrative Collateral Agent, in all right, title and interest of the Borrowers Company or such Guarantor in such each parcel of real propertyproperty listed on Part 1 of Schedule 6.16 (each a "Primary Property").
(ii) The Company shall, together with and shall cause each applicable Guarantor to, promptly (and in any event, no later than May 10, 2000) execute and deliver a Mortgage providing for a fully perfected Lien, in favor of the followingCollateral Agent, which shall each be satisfactory in form all right, title and substance to the Administrative Agent:
(a) true and complete copies interest of the fully-executed leases, together with Subordination Company or such Guarantor in each parcel of real property listed on Part 2 of Schedule 6.16 (each a "Secondary Property"; the Primary Properties and Attornment Agreements (if the lease with Secondary Properties are collectively referred to as the tenant does not contain subordination provisions in form and substance reasonably satisfactory to the Administrative Agent"Properties"), and an estoppel certificate for each lease;.
(b) duly executed Environmental Indemnity Agreement;The Company shall, and shall cause each Guarantor to, promptly (and, in any event, no later than May 15, 2000 for each Primary Property and May 31, 2000 for each Secondary Property) provide the following documents in connection with each Mortgage referred to above:
(c) duly executed Assignment of Leases and Rents;
(d) copies of the nursing home license for each Facility issued by the applicable state;
(ei) an ALTA Loan Title Insurance Policy, issued by Chicago Title or another an insurer reasonably acceptable to the Administrative Collateral Agent, insuring the Administrative Collateral Agent’s first priority 's Lien on the Property subject to such real property Mortgage and containing such endorsements as the Administrative Collateral Agent may reasonably require (it being understood that the amount of coverage, exceptions to coverage and status of title set forth in such policy shall be reasonably acceptable to the Administrative Collateral Agent);
(fii) copies of all documents of record concerning such real property Property as shown on the commitment for the ALTA Loan Title Insurance Policy referred to above;
(giii) certificates original or other evidence certified copies of all insurance policies required to be maintained with respect to such real property Property by this Agreement, Agreement or the applicable Mortgage or any other Loan Document;Mortgage; and
(hiv) an ALTA survey or a flood insurance policy covering such other survey as is Property, reasonably satisfactory to the Administrative Agent (and the applicable title company for purposes of extending title insurance and requested endorsements);
(i) if such real property, or any part thereof, lies within a “special hazard area” as designated on maps prepared by HUD, a National Flood Insurance Association standard flood insurance policy, plus insurance from a private insurance carrierCollateral Agent, if reasonably required by the Administrative Agent, for the duration Flood Disaster Protection Act of the Loans in the amount of the full insurable value of the improvements at the particular parcel of real property;
(j) an appraisal ordered by Administrative Agent, prepared by an independent appraiser approved by the Administrative Agent (at the sole cost and expense of the Borrowers), of such parcel of Real Estate (subject to replacement in accordance with Section 6.1.2(c) hereof, “Appraisal”), which appraisal shall satisfy the requirements of the Financial Institutions Reform, Recovery and Enforcement Act (“FIRREA”) provided, the appraisals must reflect a combined fee simple (or leasehold, as applicable) appraised value indicating a loan to value of no more than seventy-five percent (75%)1973. Additionally, in the case of any mortgaged real property (whether leased by the Company or owned)any Guarantor, the Company shall use its best efforts to, or shall cause such Guarantor to use its best efforts to, provide a waiver consent, in form and substance satisfactory to the Collateral Agent, from the owner and each mortgagee thereof of such property (a) consenting to the Mortgage in favor of the Collateral Agent with respect to such property and (b) waiving any landlord's Lien in respect of personal property kept at the premises subject to such Mortgage, permitting access to the location by the Administrative Agent and its agents and containing such other terms and provisions as may be required by the Administrative Agent. Notwithstanding this Section 12.1.7, solely on the Initial Closing Date, the Administrative Agent and each of the Lenders agree that the Borrowers shall be deemed to have satisfied each of the conditions set forth in this Section 12.1.7 so long as the Borrowers shall have executed and delivered in favor of Administrative Agent for the benefit of the Lenders, that certain unrecorded Omnibus Amendment to Mortgages, Deeds of Trust and Assignment of Rents and Leases of even date herewith (the “Omnibus Amendment”)lease.
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Samples: Credit Agreement (Truserv Corp)
