Validity and Sufficiency of Security Documents. The Security Documents shall create a valid and perfected lien in and to the Collateral and each of the Security Documents and related UCC filings shall have been duly recorded and filed to the satisfaction of Administrative Agent and Administrative Agent’s counsel, including, without limitation, as follows: (i) Prior to funding the Loan Advances, the Borrower, the other Loan Parties, and any other Persons executing Loan Documents on the Closing Date shall have delivered to the Administrative Agent with respect to the Security Documents or, in the case of UCC-1 financing statements, delivery of such financing statements in proper form for recording, and shall have taken all such other actions as may be necessary or, in the reasonable opinion of the Administrative Agent, desirable to perfect the Liens and security interests intended to be created by the Security Documents in the Collateral covered thereby. Notwithstanding the foregoing, the recordation of the Security Documents and the UCC filings shall not be a condition precedent under this Section 5.1.4 provided that Administrative Agent shall obtain satisfactory gap title insurance coverage. Such filings, recordings and other actions shall include, without limitation, in addition to the Mortgage, the Assignment of Leases and Rents, and the UCC-1 financing statements; and (ii) on or prior to the Closing Date, the Administrative Agent shall have received the results of a UCC, tax lien and judgment search as may be reasonably requested by the Administrative Agent with respect to the Borrower, and any other Loan Parties, and the results of such search shall indicate there are no judgments which the Administrative Agent shall reasonably determine in good faith could reasonably be expected to have a Material Adverse Effect or Liens not permitted under the Loan Documents or to be satisfied with the proceeds of the initial Loan Advance or otherwise permitted by Administrative Agent.
Appears in 3 contracts
Samples: Loan Agreement (Cedar Shopping Centers Inc), Loan Agreement (Cedar Shopping Centers Inc), Loan Agreement (Cedar Shopping Centers Inc)
Validity and Sufficiency of Security Documents. The Security Documents shall create a valid and perfected lien in and to the Collateral and each of the Security Documents and related UCC filings shall have been duly recorded and will be filed to the satisfaction of the Administrative Agent and the Administrative Agent’s counsel, including, without limitation, as follows:
(ia) Prior to funding the Loan Advances, the The Borrower, the other Loan Parties, and any other Persons executing Loan Documents on the Closing Date shall have delivered to the Administrative Agent with respect to the Security Documents or, in the case of UCC-1 financing statements, delivery of such financing statements in proper form for recording, and shall have taken all such other actions as may be necessary or, in the reasonable opinion of the Administrative Agent, desirable to perfect the Liens and security interests intended to be created by the Security Documents in the Collateral covered thereby. Notwithstanding ; provided that, notwithstanding the foregoing, the recordation of the Security Documents and UCC filings, including, without limitation, the UCC filings Mortgage, the Assignment of Leases, and the fixture filings, shall not be a condition precedent under this Section 5.1.4 provided that hereunder if the Administrative Agent shall obtain satisfactory has received gap title insurance coverage. Such filings, recordings and other actions shall include, without limitation, in addition acceptable to the Mortgage, the Assignment of Leases and Rents, and the UCC-1 financing statementsAdministrative Agent; and
(iib) on or prior to the Closing Date, the Administrative Agent shall have received the results of a UCC, tax lien and judgment search as may be reasonably requested by the Administrative Agent with respect to the Borrower, Borrower and any other Loan Parties, and the results of such search shall indicate there are no judgments which the Administrative Agent shall reasonably determine in good faith could reasonably be expected to have a Material Adverse Effect or Liens not permitted under the Loan Documents or to be satisfied with the proceeds of the initial Loan Advance or otherwise permitted by the Administrative Agent.
Appears in 2 contracts
Samples: Loan Agreement (Cedar Shopping Centers Inc), Loan Agreement (Cedar Shopping Centers Inc)
Validity and Sufficiency of Security Documents. The Security Documents shall create a valid and perfected lien in and to on, or security interest in, the Collateral and each of the Security Documents and related UCC filings shall have been duly recorded and filed to the satisfaction of Administrative Agent and Administrative Agent’s counsel, including, without limitationCollateral, as followsapplicable, and:
(ia) Prior to funding the Loan Advances, the Borrower, the other Loan Parties, and any other Persons executing Loan Documents on the Closing Date The Subsidiary Guarantors shall have delivered to the Administrative Agent (i) Mortgages and Assignments of Leases and Rents with respect to each Collateral Property (except for the Security Documents orFieldstone Marketplace Property, with respect to which the Administrative Agent shall be granted the Equity Pledge) in the case of proper form for recording in the applicable filing office for the county where such Collateral Property is located and (ii) UCC-1 financing statements, delivery of such financing statements in the proper form for recording, and shall have taken all such other actions as may be necessary or, filing in the reasonable opinion secretary of the Administrative Agent, desirable to perfect the Liens and security interests intended to be created by the Security Documents state’s office in the state of formation of such Subsidiary Guarantor applicable filing office for the county where such Collateral covered therebyProperty is located. Notwithstanding the foregoing, the The recordation of the Security Documents and the UCC filings shall not be a condition precedent under this Section 5.1.4 provided that Administrative Agent shall obtain satisfactory gap title insurance coverage. Such filings, recordings and other actions shall include, without limitation, in addition to the MortgageMortgages, the Assignment of Leases and Rents, and the UCC-1 financing statementsfilings shall not be a condition precedent hereunder if the Administrative Agent has received gap title insurance acceptable to the Administrative Agent; and
(iib) on or prior to the Closing Date, the Administrative Agent shall have received the results of a UCC, tax lien and judgment search as may be reasonably requested by the Administrative Agent with respect to the Borrower, Borrower and any other Loan Parties, and the results of such search shall indicate there are no judgments which the Administrative Agent shall reasonably determine in good faith could reasonably be expected to have a Material Adverse Effect or Liens not permitted under the Loan Documents or to be satisfied with the proceeds of the initial Loan Advance or otherwise permitted by the Administrative Agent.
Appears in 2 contracts
Samples: Loan Agreement (Cedar Realty Trust, Inc.), Loan Agreement (Wheeler Real Estate Investment Trust, Inc.)
Validity and Sufficiency of Security Documents. The Security Documents shall create a valid and perfected lien in and to on the Collateral described therein and each of the Security Documents and related UCC filings shall have been duly recorded and filed to the satisfaction of Administrative Agent and Administrative Agent’s counsel, including, without limitation, as follows:
(ia) Prior to funding On the Loan AdvancesFunding Date, the Borrower, Borrower and the other Loan Parties, and any other Persons executing Loan Documents on the Closing Date Parties shall have delivered to the Administrative Agent evidence of the completion of all recordings and filings of, or with respect to to, the Security Documents or, in the case of UCC-1 financing statements, delivery of such financing statements in proper form for recording, and shall have taken all such other actions as may be necessary or, in the reasonable opinion of the Administrative Agent, desirable to perfect the Liens and security interests intended to be created by the Security Documents in the Collateral covered thereby. Notwithstanding the foregoing, the recordation of the Security Documents and the UCC filings shall not be a condition precedent under this Section 5.1.4 provided that Administrative Agent shall obtain satisfactory gap title insurance coverage. Such filings, recordings and other actions shall include, without limitation, in addition to the Mortgage, the Assignment of Leases and Rents, and the UCC-1 financing statements, (x) delivery to the Agent of the certificates, if any, representing the respective partnership and membership interests in each partnership and limited liability company, the partnership or membership interests in which are being pledged to Agent on behalf of the Lenders pursuant to the Security Documents, and (y) delivery to the Agent of all consents, acknowledgments, and approvals relating in any way to the Security Documents as the Agent in its reasonable discretion determines appropriate, including, without limitation, those consents and approvals set forth in the Loan Agenda with respect to the granting of the Security Documents and the acknowledgment of the interests of the Agent and the Lenders created therein (the “Consents”); and
(iib) on or prior to the Closing Funding Date, the Administrative Agent shall have received the results of a UCC, tax lien and judgment search as may be reasonably requested by in the Administrative Agent with respect to jurisdictions in which the Borrower, the Borrower Subsidiaries, and any the other Loan Parties, respectively, are organized, have assets, or have their chief executive office, and the results of such search shall indicate there are no judgments which the Administrative Agent shall reasonably determine in good faith could reasonably be expected to have a Material Adverse Effect or Liens not permitted under the Loan Documents or to be satisfied with the proceeds of the initial Loan Advance or otherwise permitted by Administrative AgentDocuments.
Appears in 2 contracts
Samples: Loan Agreement (Winthrop Realty Trust), Loan Agreement (First Union Real Estate Equity & Mortgage Investments)
Validity and Sufficiency of Security Documents. The Security Documents shall create a valid and perfected lien in and to the Collateral and each of the Security Documents and related UCC filings shall have been duly recorded and filed to the satisfaction of Administrative Agent and Administrative Agent’s 's counsel, including, without limitation, as follows:
(i) Prior to funding On the Loan AdvancesClosing Date, the Borrower, the other Loan Parties, and any other Persons executing Loan Documents on the Closing Date shall have delivered to the Administrative Agent evidence of the completion of all recordings and filings of, or with respect to to, the Security Documents or, in the case of UCC-1 financing statements, delivery of such financing statements in proper form for recording, and shall have taken all such other actions as may be necessary or, in the reasonable opinion of the Administrative Agent, desirable to perfect the Liens and security interests intended to be created by the Security Documents in the Collateral covered thereby. Notwithstanding the foregoing, the recordation of the Security Documents and the UCC filings shall not be a condition precedent under this Section 5.1.4 provided that Administrative Agent shall obtain satisfactory gap title insurance coverage. Such filings, recordings and other actions shall include, without limitation, in addition to the Mortgage, the Assignment of Leases and Rents, and the UCC-1 financing statements; and
(ii) on or prior to the Closing Date, the Administrative Agent shall have received the results of a UCC, tax lien and judgment search as may be reasonably requested by the Administrative Agent with respect to the Borrower, the Borrower Subsidiaries, and any other Loan Parties, and the results of such search shall indicate there are no judgments which the Administrative Agent shall reasonably determine in good faith could reasonably be expected to have a Material Adverse Effect or Liens not permitted under the Loan Documents or to be satisfied with the proceeds of the initial Loan Advance or otherwise permitted by Administrative AgentAdvance.
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Validity and Sufficiency of Security Documents. The Security Documents shall create a valid and perfected lien in and to on the Collateral described therein and each of the Security Documents and related UCC filings shall have been duly recorded and filed to the satisfaction of Administrative Agent and Administrative Agent’s 's counsel, including, without limitation, as follows:
(ia) Prior to funding On the Loan AdvancesFunding Date, the Borrower, Borrower and the other Loan Parties, and any other Persons executing Loan Documents on the Closing Date Parties shall have delivered to the Administrative Agent evidence of the completion of all recordings and filings of, or with respect to to, the Security Documents or, in the case of UCC-1 financing statements, delivery of such financing statements in proper form for recording, and shall have taken all such other actions as may be necessary or, in the reasonable opinion of the Administrative Agent, desirable to perfect the Liens and security interests intended to be created by the Security Documents in the Collateral covered thereby. Notwithstanding the foregoing, the recordation of the Security Documents and the UCC filings shall not be a condition precedent under this Section 5.1.4 provided that Administrative Agent shall obtain satisfactory gap title insurance coverage. Such filings, recordings and other actions shall include, without limitation, in addition to the Mortgage, the Assignment of Leases and Rents, and the UCC-1 financing statements, (x) delivery to the Agent of the certificates, if any, representing the respective partnership and membership interests in each partnership and limited liability company, the partnership or membership interests in which are being pledged to Agent on behalf of the Lenders pursuant to the Security Documents, and (y) delivery to the Agent of all consents, acknowledgments, and approvals relating in any way to the Security Documents as the Agent in its reasonable discretion determines appropriate, including, without limitation, those consents and approvals set forth in the Loan Agenda with respect to the granting of the Security Documents and the acknowledgment of the interests of the Agent and the Lenders created therein (the "Consents"); and
(iib) on or prior to the Closing Funding Date, the Administrative Agent shall have received the results of a UCC, tax lien and judgment search as may be reasonably requested by in the Administrative Agent with respect to jurisdictions in which the Borrower, the Borrower Subsidiaries, and any the other Loan Parties, respectively, are organized, have assets, or have their chief executive office, and the results of such search shall indicate there are no judgments which the Administrative Agent shall reasonably determine in good faith could reasonably be expected to have a Material Adverse Effect or Liens not permitted under the Loan Documents or to be satisfied with the proceeds of the initial Loan Advance or otherwise permitted by Administrative AgentDocuments.
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Validity and Sufficiency of Security Documents. The Security Documents shall create a valid and perfected lien in and to the Collateral and each of the Security Documents and related UCC filings shall have been duly recorded and filed to the satisfaction of Administrative Agent and Administrative Agent’s 's counsel, including, without limitation, as follows:
(i) Prior to funding the Loan Advances, the Borrower, the other Loan Parties, and any other Persons executing Loan Documents on the Closing Date shall have delivered to the Administrative Agent with respect to the Security Documents or, in the case of UCC-1 financing statements, delivery of such financing statements in proper form for recording, and shall have taken all such other actions as may be necessary or, in the reasonable opinion of the Administrative Agent, desirable to perfect the Liens and security interests intended to be created by the Security Documents in the Collateral covered thereby. Notwithstanding the foregoing, the recordation of the Security Documents and the UCC filings shall not be a condition precedent under this Section 5.1.4 provided that Administrative Agent shall obtain satisfactory gap title insurance coverage. Such filings, recordings and other actions shall include, without limitation, in addition to the Mortgage, the Assignment of Leases and Rents, and the UCC-1 financing statements; and
(ii) on or prior to the Closing Date, the Administrative Agent shall have received the results of a UCC, tax lien and judgment search as may be reasonably requested by the Administrative Agent with respect to the Borrower, the Borrower Subsidiaries, and any other Loan Parties, and the results of such search shall indicate there are no judgments which the Administrative Agent shall reasonably determine in good faith could reasonably be expected to have a Material Adverse Effect or Liens not permitted under the Loan Documents or to be satisfied with the proceeds of the initial Loan Advance or otherwise permitted by Administrative Agent.
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Validity and Sufficiency of Security Documents. The Security Documents shall create a valid and perfected lien in on the property described therein (singly and to collectively, the Collateral "Collateral") and each of the Security Documents and related UCC filings shall have been duly recorded and filed to the satisfaction of Administrative Agent and Administrative Agent’s 's counsel, including, without limitation, as follows:
(i) Prior to funding On the Loan AdvancesClosing Date, the Borrower, the other Loan Parties, and any other Persons executing Loan Documents on the Closing Date shall have delivered to the Administrative Agent evidence of the completion of all recordings and filings of, or with respect to to, the Security Documents or, in the case of UCC-1 financing statements, delivery of such financing statements in proper form for recording, and shall have taken all such other actions as may be necessary or, in the reasonable opinion of the Administrative Agent, desirable to perfect the Liens and security interests intended to be created by the Security Documents in the Collateral covered thereby. Notwithstanding the foregoing, the recordation of the Security Documents and the UCC filings shall not be a condition precedent under this Section 5.1.4 provided that Administrative Agent shall obtain satisfactory gap title insurance coverage. Such filings, recordings and other actions shall include, without limitation, in addition to the Mortgage, the Assignment of Leases and Rents, and the UCC-1 financing statements; and, and delivery to the Agent of the certificates, if any, representing the respective partnership and membership interests in each partnership and limited liability company, the partnership or membership interests in which are being pledged to Agent on behalf of the Lenders pursuant to the Security Documents.
(ii) on On or prior to the Closing Date, the Administrative Agent shall have received the results of a UCC, tax lien and judgment search as may be reasonably requested by the Administrative Agent with respect to the Borrower, Borrower and any other Loan Parties, and the results of such search shall indicate there are no judgments which the Administrative Agent shall reasonably determine in good faith could reasonably be expected to have a Material Adverse Effect or Liens not permitted under the Loan Documents or to be satisfied with the proceeds of the initial Loan Advance or otherwise permitted by Administrative AgentAdvance.
Appears in 1 contract
Validity and Sufficiency of Security Documents. The Security Documents shall create a valid and perfected lien in and to on the Collateral property described therein ("Collateral") and each of the Security Documents and related UCC filings shall have been duly recorded and filed to the satisfaction of Administrative Agent and Administrative Agent’s 's counsel, including, without limitation, as follows:
(i) Prior to funding On the Loan AdvancesFunding Date, the Borrower, Borrower and the other Loan Parties, and any other Persons executing Loan Documents on the Closing Date Parties shall have delivered to the Administrative Agent evidence of the completion of all recordings and filings of, or with respect to to, the Security Documents or, in the case of UCC-1 financing statements, delivery of such financing statements in proper form for recording, and shall have taken all such other actions as may be necessary or, in the reasonable opinion of the Administrative Agent, desirable to perfect the Liens and security interests intended to be created by the Security Documents in the Collateral covered thereby. Notwithstanding the foregoing, the recordation of the Security Documents and the UCC filings shall not be a condition precedent under this Section 5.1.4 provided that Administrative Agent shall obtain satisfactory gap title insurance coverage. Such filings, recordings and other actions shall include, without limitation, in addition to the Mortgage, the Assignment of Leases and Rents, and the UCC-1 financing statements, (x) the delivery to the Agent of the certificates, if any, representing the capital stock being pledged to Agent, on behalf of the Lenders, pursuant to the Security Documents, together with signed, undated stock powers, (y) delivery to the Agent of the certificates, if any, representing the respective partnership and membership interests in each partnership and limited liability company, the partnership or membership interests in which are being pledged to Agent on behalf of the Lenders pursuant to the Security Documents, and (z) delivery to the Agent of all consents, acknowledgments, and approvals relating in any way to the Security Documents as the Agent in its reasonable discretion determines appropriate, including, without limitation, those consents and approvals set forth in the Loan Agenda with respect to the granting of the Security Documents and the acknowledgment of the interests of the Agent and the Lenders created therein (the "Consents"); and
(ii) on or prior to the Closing Funding Date, the Administrative Agent shall have received the results of a UCC, tax lien and judgment search as may be reasonably requested by in the Administrative Agent with respect to jurisdictions in which the Borrower, the Borrower Subsidiaries, and any other Loan Parties, respectively, are organized, have assets, or have their chief executive office, and the results of such search shall indicate there are no judgments which the Administrative Agent shall reasonably determine in good faith could reasonably be expected to have a Material Adverse Effect or Liens not permitted under the Loan Documents or to be satisfied with the proceeds of the initial Loan Advance or otherwise permitted by Administrative AgentDocuments.
Appears in 1 contract
Samples: Loan Agreement (Newkirk Master Lp)
Validity and Sufficiency of Security Documents. The Security Documents shall create a valid and perfected lien in and to the Collateral Collateral, and each of the Security Documents and related UCC filings shall have been duly recorded and will be filed to the satisfaction of the Administrative Agent and the Administrative Agent’s 's counsel, including, without limitation, as follows:
(ia) Prior to funding the Loan Advances, the The Borrower, the other Loan Parties, and any other Persons executing Loan Documents on the Closing Date shall have delivered to the Administrative Agent with respect to the Security Documents or, in the case of UCC-1 financing statements, delivery of such financing statements in proper form for recording, and shall have taken all such other actions as may be necessary or, in the reasonable opinion of the Administrative Agent, desirable to perfect the Liens and security interests intended to be created by the Security Documents in the Collateral covered thereby. Notwithstanding ; provided, however, that notwithstanding the foregoing, the recordation of the Security Documents and UCC filings, including, without limitation, the UCC filings Mortgage and the fixture filings, shall not be a condition precedent under this Section 5.1.4 provided that hereunder if the Administrative Agent shall obtain satisfactory has received gap title insurance coverage. Such filings, recordings and other actions shall include, without limitation, in addition acceptable to the Mortgage, the Assignment of Leases and Rents, and the UCC-1 financing statementsAdministrative Agent; and
(iib) on On or prior to the Closing Date, the Administrative Agent shall have received the results of a UCC, tax lien and judgment search as may be reasonably requested by the Administrative Agent with respect to the Borrower, Borrower and any other Loan Parties, and the results of such search shall indicate there are no judgments which the Administrative Agent shall reasonably determine in good faith could reasonably be expected to have a Material Adverse Effect or Liens not permitted under the Loan Documents or to be satisfied with the proceeds of the initial Revolving Loan Advance or otherwise permitted by the Administrative Agent.
Appears in 1 contract
Samples: Revolving Credit Agreement (Mid America Apartment Communities Inc)
Validity and Sufficiency of Security Documents. The Security Documents shall create a valid and perfected lien in and to the Collateral and each of the Security Documents and related UCC filings shall have been duly recorded and will be filed to the satisfaction of the Administrative Agent and the Administrative Agent’s counsel, including, without limitation, as follows:
(ia) Prior to funding the Loan Advances, the The Borrower, the other Loan Parties, and any other Persons executing Loan Documents on the Closing Date shall have delivered to the Administrative Agent with respect to the Security Documents or, in the case of UCC-1 financing statements, delivery of such financing statements in proper form for recording, and shall have taken all such other actions as may be necessary or, in the reasonable opinion of the Administrative Agent, desirable to perfect the Liens and security interests intended to be created by the Security Documents in the Collateral covered thereby. Notwithstanding ; provided that, notwithstanding the foregoing, the recordation of the Security Documents and UCC filings, including, without limitation, the UCC filings Mortgage, the Assignment of Leases, and the fixture filings, shall not be a condition precedent under this Section 5.1.4 provided that hereunder if the Administrative Agent shall obtain satisfactory has received gap title insurance coverage. Such filings, recordings and other actions shall include, without limitation, in addition acceptable to the Mortgage, the Assignment of Leases and Rents, and the UCC-1 financing statementsAdministrative Agent; and
(iib) on On or prior to the Closing Date, the Administrative Agent shall have received the results of a UCC, tax lien and judgment search as may be reasonably requested by the Administrative Agent with respect to the Borrower, Borrower and any other Loan Parties, and the results of such search shall indicate there are no judgments which the Administrative Agent shall reasonably determine in good faith could reasonably be expected to have a Material Adverse Effect or Liens not permitted under the Loan Documents or to be satisfied with the proceeds of the initial Loan Advance or otherwise permitted by the Administrative Agent.
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