Additional Material Real Property Sample Clauses

Additional Material Real Property. (a) In the event that any Credit Party acquires any Material Real Property, then such Credit Party shall, no later than forty-five (45) days (or such longer period as may be agreed by the Administrative Agent as provided below) after (A) acquiring such Material Real Property or (B) any owned Real Property becomes Material Real Property, take all such actions and execute and deliver, or cause to be executed and delivered, all such Mortgages, documents, instruments, agreements, consents, opinions and certificates as described in Section 5.17(a) below that the Administrative Agent shall reasonably request in order to create in favor of the Administrative Agent, for the benefit of the holders of the Secured Obligations, a valid and, subject to any filing and/or recording referred to herein, enforceable Lien on and in the Material Real Property that is prior and superior in right to any other Lien (other than Permitted Liens). The Administrative Agent may, in its sole discretion, grant extensions of time for compliance or exceptions with the provisions of this Section 5.16 by any Credit Party. In addition to the foregoing, the Borrower shall, at the request of the Required Lenders, deliver, from time to time, to the Administrative Agent such appraisals as are required by law or regulation of Material Real Properties with respect to which the Administrative Agent has been granted a Lien. (b) With respect to any Leasehold Property of any Credit Party leased pursuant to an agreement entered into after the Effective Date that constitutes Material Real Property and is not subject to a Mortgage, the applicable lessee with respect to such Leasehold Property shall obtain and deliver to the Administrative Agent lien waivers or subordination agreements in substantially the same form as Exhibit I or otherwise in form and substance reasonably satisfactory to the Administrative Agent, in each case duly executed by the applicable lessee and lessor, within forty-five (45) days after entry into the applicable agreement.
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Additional Material Real Property. (a) In the event that, after the Issue Date, any Grantor acquires any Real Property that constitutes Material Real Property at the time of the acquisition thereof (or within a reasonable time after the completion of the construction of the improvement), such Grantor shall within one hundred and twenty (120) days thereafter (or such longer period following such date as the Majority Holders, in their sole discretion, may agree) take all such actions and execute and deliver, or cause to be executed and delivered, all such documents in the manner contemplated by Section 8.13(b) with respect to each such subsequently acquired Material Real Property, that the Collateral Agent (at the direction of the Majority Holders) shall reasonably request to create in favor of the Collateral Agent, for the benefit of the Holders, a valid and, subject to any filing and/or recording referred to herein, perfected first priority Lien in such subsequently acquired Material Real Property. (b) In order to create in favor of the Collateral Agent, for the benefit of the Holders, a valid and, subject to any filing and/or recording referred to herein, perfected first priority security interest in a Material Real Property as required by Section 8.13(a), the applicable Grantor shall promptly take such actions, and execute and deliver, or cause to be executed and delivered the following, in each case, to the extent reasonably requested by the Collateral Agent (at the direction of the Majority Holders), and to provide additional assurances to the Collateral Agent for the benefit of the Holders with respect to such Material Real Property: (i) a fully executed and notarized Mortgage, in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering such Material Real Property to secure the Obligations; (ii) an opinion of counsel (which counsel shall be reasonably satisfactory to the Collateral Agent (at the direction of the Majority Holders)) in each jurisdiction in which such Material Real Property is located with respect to the enforceability of the form(s) of Mortgages to be recorded in such jurisdiction and such other matters of local law as the Collateral Agent (at the direction of the Majority Holders) may reasonably request, in each case in form and substance reasonably satisfactory to the Collateral Agent (at the direction of the Majority Holders); provided that, if any Issue Date Mortgage Property has more than one Mortgage within the same State, on...
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Additional Material Real Property. To the extent acquired after the Issue Date, (i) in the case of owned real property having a Fair Market Value (as determined in good faith by the Issuer) at the time of acquisition in excess of $10,000,000 (each such property a “Material Owned Real Property”), grant, and cause each of the Guarantors to grant, within 60 days after the closing of such acquisition to the applicable Notes Collateral Agent (or such longer period as may be reasonably necessary in the good faith determination of the Issuer), mortgages in and charges on such Material Owned Real Property of any Guarantor as are not covered by existing mortgages and (ii) in the case of each ground leased real property on which earth station equipment worth more than $10,000,000 (as determined in good faith by the Issuer) are located (each such property a “Material Leased Real Property”), use commercially reasonable efforts (it being understood that in no event shall such efforts require the making of payments or material concessions in exchange for such consent) to obtain from the applicable landlord consent to grant a leasehold mortgage in such lease, and if such consent is obtained, to grant, and cause the Loan Party to grant, within 60 days after such consent is received (or such longer period as may be reasonably necessary in the good faith determination of the Issuer), to the Collateral Agent, leasehold mortgages in and charges on such leased real property of any Loan Party as are not covered by existing mortgages, in each case pursuant to customary documentation and constituting valid and enforceable perfected Liens superior to and prior to the rights of all third persons subject to no other Liens except as are permitted by Section 1012 or arising by operation of law, at the time of perfection thereof, record or file, and cause each such Subsidiary to record or file, the mortgage or instruments related thereto in such manner and in such places as is required by law to establish, perfect, preserve and protect the Liens in favor of the Notes Collateral Agent required to be granted pursuant to the mortgage and pay, and cause each such Subsidiary to pay, in full, all taxes, fees and other charges payable in connection therewith, in each case subject to the definition of “Excluded Collateral.”
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Additional Material Real Property. In the event that any Note Party acquires or holds Material Real Property then, subject to any applicable Subordination Agreement, such Note Party shall promptly (and in any event within 120 days thereafter or such longer period as may be agreed to by the Required Investors and as shall be automatically extended in the event that applicable agent and requisite lenders under the Permitted Senior Indebtedness agree to provide an extension to such deadline), take all such actions and execute and deliver, or cause to be executed and delivered, all such Mortgage Deliverables with respect to each such Material Real Property that the Required Investors shall reasonably request to create in favor of Collateral Agent, for the benefit of the Investors, a valid and, subject to any filing and/or recording referred to herein, perfected first priority security interest (subject to Permitted Liens) in such Material Real Property.
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Additional Material Real Property. (i) Within ninety (90) days (or as soon as practicable thereafter using commercially reasonable efforts, or such longer period as the Notes Collateral Agent may agree in its discretion) following the closing of any acquisition of any Material Real Property by the Company or any Guarantor or (ii) in the case of any Material Real Property owned by the Company or the Initial Guarantor on the Closing Date or by any other Guarantor on the date such Guarantor signs and delivers a Security Agreement Supplement as defined in, and pursuant to the terms of, the Security Agreement, within ninety (90) days (or as soon as practicable thereafter using commercially reasonable efforts, or such longer period as the Notes Collateral Agent may agree in its reasonable discretion following such date), the Company or such Guarantor shall cause the Mortgage Requirement to be satisfied with respect to such Material Real Property.
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Additional Material Real Property. In the event that any Loan Party acquires Material Real Property or Real Property owned on the Closing Date becomes Material Real Property and such interest in such Material Real Property has not otherwise been made subject to the Lien of the Security Documents in favor of Collateral Agent, for the benefit of Secured Parties, then such Loan Party shall promptly take all such actions and execute and deliver, or cause to be executed and delivered, all such mortgages, documents, instruments, agreements, opinions and certificates, including the applicable clauses of Schedule 3.1 and the definition of the term “Specified Real Property Matters” set forth herein, (to the extent applicable to such Material Real Property), with respect to each such Material Real Property that Agent or Collateral Agent shall reasonably request to create in favor of Collateral Agent, for the benefit of Secured Parties, a valid and, subject to any filing and/or recording referred to herein, perfected first priority Lien (subject to any Permitted Liens set forth in clause (n) of the definition of Permitted Liens) in such Material Real Property. In addition to the foregoing, Borrower shall, at the request of Agent or Collateral Agent, deliver, from time to time, to Agent and Collateral Agent such appraisals as are required by law or regulation of Real Property with respect to which Collateral Agent has been granted a Lien.
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Additional Material Real Property. Promptly following the acquisition by any Grantor of any Material Real Property after the Issue Date (but subject to the limitations, if applicable, described under Article Fourteen of the Indenture), the Grantors shall execute and deliver within 90 days after the acquisition thereof (or as soon thereafter as is reasonably practicable) the documents of the type described under Annex A hereto with respect to such Material Real Property, as shall be reasonably necessary or appropriate to vest in the Notes Collateral Agent a security interest in and Lien on (subject to Permitted Liens) such Material Real Property with the priority required by the Intercreditor Agreement (and to evidence and confirm same) and to have such Material Real Property added to the Collateral (as defined in the Indenture), and thereupon all provisions of the Indenture relating to the Collateral (as defined in the Indenture) shall be deemed to relate to such Material Real Property to the same extent and with the same force and effect. For the avoidance of doubt, the Office Campus (and any related real property also subject to the deed of trust Lien in favor of Union Bank, N.A. granted pursuant to the Loan Agreement dated as of July 19, 2012 between Sanmina-SCI Corporation and Union Bank, N.A.) and the “held for sale” properties located at either location in Derry, New Hampshire and the single location in Garland, Texas (to the extent each has a fair market value, as reasonably determined by the Grantors, equal to or greater than $5.0 million) will each be considered additional Material Real Property to be encumbered pursuant to this Section 4.17 if and when such property ceases to be an Excluded Asset.
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Additional Material Real Property. Notify the Administrative Agent, within ten (10) days after the acquisition of any Material Real Property by any Credit Party or the Limited Guarantor Subsidiary, if applicable, (or after any existing real property becomes Material Real Property) that is not subject to the existing Security Documents, and promptly thereafter (and in any event within sixty (60) days after such acquisition or designation), deliver such mortgages, deeds of trust, title insurance policies, environmental reports, surveys, landlord waivers and/or estoppels and other documents reasonably requested by the Administrative Agent in connection with granting and perfecting a first priority Lien, other than Permitted Liens, on such Material Real Property in favor of the Administrative Agent, for the ratable benefit of the Secured Parties, all in form and substance acceptable to the Administrative Agent.
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Related to Additional Material Real Property

  • Additional Material Real Estate Assets (a) In the event that any Credit Party acquires a Material Real Estate Asset or a Real Estate Asset owned or leased on the Closing Date becomes a Material Real Estate Asset, in each case (other than with respect to a Foreign Credit Party), located in the United States, and such interest in such Material Real Estate Asset has not otherwise been made subject to the Lien of the Collateral Documents in favor of the Collateral Agent, for the benefit of Secured Parties, then such Credit Party shall promptly take all such actions and execute and deliver, or cause to be executed and delivered, all such mortgages, documents, instruments, agreements, opinions and certificates, including the items specified in Section 5.11(c), that the Requisite Lenders shall reasonably request to create in favor of the Collateral Agent, for the benefit of Secured Parties, a valid and, subject to any filing and/or recording referred to herein, perfected First Priority security interest in such Material Real Estate Assets. (b) The Borrower shall, at the request of the Requisite Lenders, deliver, from time to time, to the Collateral Agent and the Lenders such appraisals as are required by law or regulation of Real Estate Assets with respect to which the Collateral Agent has been granted a Lien. (c) In the case of any Material Real Estate Asset referred to in Section 5.11(a), the applicable Credit Party shall provide the Collateral Agent with Mortgages with respect to such Real Estate Asset (each, a “Mortgaged Property”), as the case may be, within sixty (60) days (or such longer period as shall be agreed by the Requisite Lenders) of the acquisition of such Real Estate Asset (or the date a Real Estate Asset owned or leased on the Closing Date becomes a Material Real Estate Asset) together with: (i) evidence that counterparts of any such Mortgage has been duly executed, acknowledged and delivered and such Mortgage is in form suitable for filing or recording in all filing or recording offices that the Requisite Lenders may deem reasonably necessary or desirable in order to create a valid and subsisting perfected Lien on the property and/or rights described therein in favor of the Collateral Agent for the benefit of the Secured Parties and that all filing and recording taxes and fees that are due and payable have been paid or otherwise provided for in a manner reasonably satisfactory to the Requisite Lenders; (ii) upon the reasonable request of the Administrative Agent (at the direction of the Requisite Lenders), an opinion of counsel (which counsel shall be reasonably satisfactory to the Requisite Lenders) in each state in which a Mortgaged Property is located with respect to the enforceability of the form(s) of Mortgages to be recorded in such state and such other matters as the Requisite Lenders may reasonably request, in each case in form and substance reasonably satisfactory to the Requisite Lenders; (iii) mortgagee title insurance policies or unconditional commitments therefor issued by one or more title companies reasonably satisfactory to the Requisite Lenders with respect to each Mortgaged Property (each, a “Title Policy”), in amounts not less than the Fair Market Value of each Mortgaged Property, together with a title report issued by a title company with respect thereto and copies of all recorded documents listed as exceptions to title or otherwise referred to therein, each in form and substance reasonably satisfactory to the Requisite Lenders (it being understood that any exceptions listed in a Title Policy constituting Permitted Liens shall be satisfactory) and (B) evidence reasonably satisfactory to the Requisite Lenders that such Credit Party has paid to the title company or to the appropriate Governmental Authorities all expenses and premiums of the title company and all other sums required in connection with the issuance of each Title Policy and all recording and stamp taxes (including mortgage recording and intangible taxes) payable in connection with recording the Mortgages for each Mortgaged Property in the appropriate real estate records; (iv) (A) a completed Flood Certificate with respect to each Mortgaged Property, which Flood Certificate shall (x) be addressed to the Collateral Agent and (y) otherwise comply in all material respects with the Flood Program; (B) if the Flood Certificate states that such Mortgaged Property is located in a Flood Zone, the Borrower’s written acknowledgment of receipt of written notification from the Collateral Agent (x) as to the existence of such Mortgaged Property and (y) as to whether the community in which each Mortgaged Property is located is participating in the Flood Program; and (C) if such Mortgaged Property is located in a Flood Zone and is located in a community that participates in the Flood Program, evidence that the Borrower has obtained a policy of flood insurance that is in compliance in all material respects with all applicable requirements of the Flood Program; and (v) such surveys, abstracts, appraisals and other documents as the Requisite Lenders may reasonably request.

  • Additional Property The Trustee is specifically authorized to receive additional property from any source and to hold and administer this property as part of the Trust Estate.

  • Real Property; Personal Property (a) On the Disaffiliation Date, Local Church will have full title and ownership of the Real Property and Personal Property. The parties shall ensure all necessary transfers or other transactions relating to the above properties are completed on or prior to the Disaffiliation Date. Any costs resulting from such transfers or other transactions shall be borne by Local Church. Annual Conference shall fully cooperate with Local Church, as needed and applicable, to ensure that such transfers and other transactions convey all of Annual Conference’s interest – both for itself and on behalf of The United Methodist Church – in the Real Property and Personal Property, both tangible and intangible, of Local Church. (b) At Closing, the Annual Conference shall deliver to the Local Church: (i) the Deed(s) quitclaiming and releasing all interest of the Annual Conference in the Real Property to the Local Church; (ii) the Bill of Sale conveying all the interest of the Annual Conference in the Personal Property to the Local Church; and, (iii) a FIRPTA certificate.

  • Owned Real Property The Company does not own any real property.

  • Real Property (a) Neither the Company nor any of its Subsidiaries owns or has ever owned any real property. (b) Section 3.15(b) of the Company Disclosure Letter contains a complete and accurate list of all of the existing material leases, subleases, licenses or other agreements under which the Company or any of its Subsidiaries uses or occupies or has the right to use or occupy, now or in the future, any real property in excess of 7,500 square feet (such property, the “Leased Real Property”, and each such lease, sublease, license or other agreement, a “Lease”). The Company has heretofore delivered or made available to Newco a complete and accurate copy of all Leases (including all modifications, amendments, supplements, waivers and side letters thereto). With respect to each of the Leases: (A) the Company’s or Subsidiary’s possession and quiet enjoyment of the Leased Real Property under such Lease has not been disturbed, and to the Company’s or Subsidiary’s knowledge, there are no disputes with respect to such Lease; (B) the Company or Subsidiary has not collaterally assigned or granted any other security interest in such Lease or any interest therein; (C) the Company or Subsidiary has not subleased, licensed or otherwise granted any Person the right to use or occupy such Leased Real Property or any portion thereof; and (D) there are no liens or encumbrances on the estate or interest created by such Lease, other than Permitted Liens which are not of the type described in clause (iii) of the definition thereof. The Company and/or its Subsidiaries have and own valid leasehold estates in the Leased Real Property, free and clear of all liens other than Permitted Liens. To the knowledge of the Company, neither the Company nor any of its Subsidiaries is in material breach of or default under any Lease. (c) Section 3.15(c) of the Company Disclosure Letter contains a complete and accurate list of all of the existing subleases, licenses or similar agreements (each a “Sublease”) granting to any Person, other than the Company or any of its Subsidiaries, any right to use or occupy, now or in the future, any of the Leased Real Property. With respect to each of the Subleases: (A) to the Company’s Knowledge, there are no disputes with respect to such Sublease; and (B) the other party to such Sublease is not an Affiliate of, and otherwise does not have any economic interest in, the Company or any Subsidiary. (d) Section 3.15(d) of the Company Disclosure Letter sets forth for each Lease and Sublease (i) the expiration date of such Lease or Sublease, (ii) any payments in connection with such Lease or Sublease triggered or accelerated in connection with the transactions contemplated by this Agreement and (iii) the amount of the security deposit, if any, applicable to such Lease or Sublease.