UCC Lien Searches. The Agent shall have received UCC lien searches of the applicable public records disclosing no conditional sales contracts, security agreements, chattel mortgages, leases of personalty, financing statements or other encumbrances which affect any of the Collateral other than those relating to any liens permitted hereby and by the Security Documents.
UCC Lien Searches. Results of recent Lien searches of all effective UCC financing statements and other similar filings that have been made with respect to the Borrower and each Subsidiary Guarantor.
UCC Lien Searches. The Borrowers shall have delivered the results of a Lien search of all filings made against such Borrowers under the Uniform Commercial Code as in effect in those jurisdictions as required by the Administrative Agent, indicating among other things that their assets are free and clear of any Lien except for Permitted Liens.
UCC Lien Searches. Within ten (10) days after the Effective Date, Petro, at its sole cost and expense, shall obtain UCC lien searches in the State of New Jersey, and in any other jurisdiction where such search is desired by Petro, and any other form of lien searches for judgment liens or tax liens, for the purpose of determining if there are any liens or encumbrances, of record, pertaining to or against the Personal Property or Inventory. Petro will furnish Seller with copies of all such lien searches. Petro shall give Seller written notice on or before 5:00 p.m. El Paso, Texas Time on the last day of the Feasibility Period that the condition of title to the Personal Property or Inventory, as revealed by the lien searches, is or is not satisfactory, and if Petro states that the condition of the title is not satisfactory, Seller shall, at its sole cost and expense, promptly undertake to eliminate or modify such unacceptable matters to the reasonable satisfaction of Petro, which may include Seller’s written representation that any lien or encumbrance pertaining to or against the Personal Property or Inventory, will be paid and released as part of the Closing. Seller agrees to use its commercially reasonable efforts to satisfy any such objections. If as of the Effective Time of Closing, Seller is unable to satisfy said objections, Petro may, at its option, (i) accept title subject to the objections raised by Petro, in which event said objections shall be deemed to be waived for all purposes, (ii) undertake to cure such objections, in which event the Effective Time of Closing shall be delayed for a reasonable period of time, not to exceed forty five (45) days, during which Petro shall be entitled to attempt to effect a cure of such objections and in such event, Petro shall be entitled to a credit against the Purchase Price to the extent of any reasonable costs and expenses incurred by Petro in connection with such curative action, or (iii) terminate this Agreement. All matters that are accepted or waived in writing by Petro shall be considered “Permitted Exceptions”.
UCC Lien Searches. It shall be an Event of Default under the Notes if the legal opinion referred to in clause (v) above is not delivered within five (5) Business Days of the date hereof.
UCC Lien Searches. (i) Recent UCC, judgment and tax lien searches with respect to Borrower and Acquisition SPV and the results thereof shall be reasonably satisfactory to Lender and (ii) evidence that no Liens exist on the assets of Borrower or Acquisition SPV, or, if necessary, copies of proper financing statements, if any, filed on or before the date hereof necessary to terminate all Liens and other rights of any Person in any such assets previously granted.
UCC Lien Searches. The Administrative Agent shall have received results of Uniform Commercial Code searches of a recent date listing all effective financing statements that name any Loan Party as debtor and that are filed in those state jurisdictions in which any Loan Party is organized, none of which encumber the Collateral covered or intended to be covered by the Security Documents (other than Permitted Encumbrances).
UCC Lien Searches. The Administrative Agent shall have received the results of a recent Lien and judgment search in each relevant jurisdiction with respect to the Borrower and each of the Loan Parties, and such search shall reveal no Liens on any of the assets of the Borrower or any such Loan Parties except Permitted Liens.
UCC Lien Searches. Bank shall have received UCC record and copy searches, evidencing the appropriate filing and recording of the Financing Statements and disclosing no notice of any liens or encumbrances filed against any of the Collateral other than the Financing Statements or Permitted Liens. If such searches disclose any liens or encumbrances other than the Financing Statements or Permitted Liens, Borrowers shall have furnished Bank with releases or modifications thereof, in form and content satisfactory to Bank.
UCC Lien Searches. The Administrative Agent shall have received the results of a recent Lien and judgment search in each relevant jurisdiction with respect to the Borrowers and the HOFV Project, and such search shall reveal no Liens, except for Liens to be discharged and reconveyed on or prior to the Closing Date pursuant to documentation reasonably satisfactory to the Administrative Agent (including UCC-3 termination statements, reconveyances, releases, satisfactions or other instruments reasonably requested by the Administrative Agent to confirm the release, satisfaction and discharge in full of all mortgages and deeds of trust securing obligations under the Existing Credit Facility, and letters addressed to the Administrative Agent stating the Repayment Amount).
