Real Property Deliverables. Within two hundred and ten (210) days (or such longer period as may reasonably be acceptable to the Collateral Agent) after the Amendment No. 4 Effective Date, unless waived or extended by the Collateral Agent in its reasonable discretion, the Collateral Agent shall have received either the items listed in paragraph (a) or the items listed in paragraph (b) as follows: (a) an opinion or email confirmation from local counsel in each jurisdiction where a Mortgaged Property is located, in form and substance reasonably satisfactory to the Collateral Agent, to the effect that: (i) the recording of the existing Mortgage is the only filing or recording necessary to give constructive notice to third parties of the lien created by such Mortgage as security for the Obligations (as defined in the Mortgage), including the Obligations evidenced by the Amended Credit Agreement; and (ii) no amendment or other documents is necessary or appropriate under applicable law in order to maintain the continued enforceability, validity or priority of the lien created by such Mortgage as security for the Obligations, including the Obligations evidenced by the Amended Credit Agreement; or (b) with respect to the existing Mortgages, the following, in each case in form and substance reasonably acceptable to the Collateral Agent: (i) with respect to each Mortgage encumbering a Mortgaged Property, an amendment thereto (each, a “Mortgage Amendment”) duly executed and acknowledged by the applicable Loan Party, and in form for recording in the recording office where each Mortgage was recorded, together with such certificates, affidavits, questionnaires or returns as shall be required in connection with the recording or filing thereof under applicable law, in each case in form and substance reasonably satisfactory to the Collateral Agent; (ii) with respect to each Mortgage Amendment, legal opinions, each of which shall be addressed to Collateral Agent, dated the effective date of such Mortgage Amendment and covering such matters as the Collateral Agent shall reasonably request in a manner customary for transactions of this type, including, without limitation, the enforceability of such Mortgage Amendment and the due authorization, execution and delivery of such Mortgage Amendment; and (iii) with respect to each Mortgage Amendment, a date down endorsement, modification or other endorsement available to the extent available in the jurisdiction in which the Mortgaged Property is located, which amends the date of coverage of the applicable title policy, to be updated to the date of recording of the Mortgage Amendment (each, a “Title Endorsement”, and collectively, the “Title Endorsements”) to the existing mortgage title insurance policies relating to the Mortgage encumbering the Mortgaged Property subject to such Mortgage assuring the Collateral Agent that such Mortgage, as amended by such Mortgage Amendment is a valid and enforceable first priority lien on such Mortgaged Property in favor of the Collateral Agent for the benefit of the Secured Parties, free and clear of all defects, encumbrances and liens except for Permitted Liens, and such Title Endorsement shall otherwise be in form and substance reasonably satisfactory to the Collateral Agent. For the avoidance of doubt, to the extent a Title Endorsement is not available in any jurisdiction in which a Mortgaged Property is located, a Title Endorsement shall not be required pursuant to this Section 7.
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Real Property Deliverables. Within two one hundred and ten twenty (210120) days (or such longer period as may reasonably be acceptable to the Collateral Agent) after the Amendment No. 4 2 Effective Date, unless waived or extended by the Collateral Agent in its reasonable discretion, the Collateral Agent shall have received either the items listed in paragraph (a) or the items listed in paragraph (b) as follows:
(a) an opinion or email confirmation from local counsel in each jurisdiction where a Mortgaged Property is located, in form and substance reasonably satisfactory to the Collateral Agent, to the effect that:
(i) the recording of the existing Mortgage is the only filing or recording necessary to give constructive notice to third parties of the lien created by such Mortgage as security for the Obligations (as defined in the Mortgage), including the Obligations evidenced by the Amended Credit Agreement; and
(ii) no amendment or other documents is necessary or appropriate under applicable law in order to maintain the continued enforceability, validity or priority of the lien created by such Mortgage as security for the Obligations, including the Obligations evidenced by the Amended Credit Agreement; or
(b) with respect to the existing Mortgages, the following, in each case in form and substance reasonably acceptable to the Collateral Agent:
(i) with respect to each Mortgage encumbering a Mortgaged Property, an amendment thereto (each, a “Mortgage Amendment”) duly executed and acknowledged by the applicable Loan Party, and in form for recording in the recording office where each Mortgage was recorded, together with such certificates, affidavits, questionnaires or returns as shall be required in connection with the recording or filing thereof under applicable law, in each case in form and substance reasonably satisfactory to the Collateral Agent;
(ii) with respect to each Mortgage Amendment, legal opinions, each of which shall be addressed to Collateral Agent, dated the effective date of such Mortgage Amendment and covering such matters as the Collateral Agent shall reasonably request in a manner customary for transactions of this type, including, without limitation, the enforceability of such Mortgage Amendment and the due authorization, execution and delivery of such Mortgage Amendment; and
(iii) with respect to each Mortgage Amendment, a date down endorsement, modification or other endorsement available to the extent available in the jurisdiction in which the Mortgaged Property is located, which amends the date of coverage of the applicable title policy, to be updated to the date of recording of the Mortgage Amendment (each, a “Title Endorsement”, and collectively, the “Title Endorsements”) to the existing mortgage title insurance policies relating to the Mortgage encumbering the Mortgaged Property subject to such Mortgage assuring the Collateral Agent that such Mortgage, as amended by such Mortgage Amendment is a valid and enforceable first priority lien on such Mortgaged Property in favor of the Collateral Agent for the benefit of the Secured Parties, free and clear of all defects, encumbrances and liens except for Permitted Liens, and such Title Endorsement shall otherwise be in form and substance reasonably satisfactory to the Collateral Agent. For the avoidance of doubt, to the extent a Title Endorsement is not available in any jurisdiction in which a Mortgaged Property is located, a Title Endorsement shall not be required pursuant to this Section 7.
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