Common use of Future Liens Clause in Contracts

Future Liens. Promptly after (a) the acquisition of any assets (real, personal, tangible, or intangible) by any Company, but no later than 30 days after such acquisition of assets has, or should have, been reported pursuant to SECTION 9.3(f), (b) the removal, termination, or expiration of any prohibitions upon the granting of a Lien in any asset (real, personal, tangible, or intangible) of any Company, or (c) upon the designation, formation, or acquisition of any new Subsidiary (the assets and stock of such new Subsidiary and the assets described in CLAUSES (a) and (b) hereof are referred to herein as the "ADDITIONAL ASSETS"), Borrower shall (or shall cause such other Company to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, Collateral Documents and all certificates and instruments representing shares of stock or evidencing Debt and any realty appraisals as Administrative Agent may require with respect to any such Additional Assets), and shall take all further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect Liens in favor of Administrative Agent for the benefit of Lenders in such Additional Assets, as security for the Obligation, including, without limitation, any Landlord Consent and Estoppel Certificates in substantially the form of EXHIBIT J that Administrative Agent may request; IT BEING EXPRESSLY UNDERSTOOD that the granting of such additional security for the Obligation is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "COLLATERAL" for all purposes under the Loan Papers, and all references to the "COLLATERAL" in the Loan Papers shall include the Additional Assets.

Future Liens. Promptly Other than as permitted in SECTION 6.6, promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrower, any Company, but no later than 30 days after such acquisition Company that is a Domestic Subsidiary of assets hasBorrower, or should have, been reported pursuant to SECTION 9.3(f)any Cellular Partnership Obligor, (b) the removal, termination, or expiration of any prohibitions upon the granting of a Lien in any asset (real, personal, tangible, or intangible) of Borrower, any CompanyCompany that is a Domestic Subsidiary of Borrower, or any Cellular Partnership Obligor, or (c) upon the designation, formation, or acquisition Acquisition of any new Subsidiary of any Company or any Cellular Partnership Obligor (the assets and stock of such new Subsidiary and the assets described in CLAUSES (a) and through (bc) hereof are referred to herein as the "ADDITIONAL ASSETS"), Borrower shall (or shall cause such other the appropriate Company or Cellular Partnership Obligor to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, Collateral Documents and all certificates and instruments representing shares of stock or evidencing Debt and any realty appraisals as Administrative Agent may require with respect to any such Additional Assets), and shall take all further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect Liens in favor of Administrative Agent for the benefit of Lenders in such Additional Assets, as security for the Obligation, including, without limitation, any Landlord Consent and Estoppel Certificates Obligation to the extent Liens are required in substantially the form of EXHIBIT J that Administrative Agent may requestsuch assets pursuant to SECTION 6.2; IT BEING EXPRESSLY UNDERSTOOD that the granting of such additional security for the Obligation is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "COLLATERAL" for all purposes under the Loan PapersDocuments, and all references to the "COLLATERAL" in the Loan Papers Documents shall include the Additional Assets.

Future Liens. Promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrower or any Company, but no later than 30 days Domestic Subsidiary on or after such acquisition of assets has, or should have, been reported pursuant to SECTION 9.3(f)the Lien Triggering Date, (b) the removal, termination, or expiration of any prohibitions upon the granting of a Lien in any material asset (real, personal, tangible, or intangible) of Borrower or any CompanyDomestic Subsidiary on or after the Lien Triggering Date, or (c) upon the designation, formation, or acquisition of any new Domestic Subsidiary on or after the Lien Triggering Date (the assets and stock of such new Domestic Subsidiary and the assets described in CLAUSES clauses (a) and (b) hereof are referred to herein as the "ADDITIONAL ASSETSAdditional Assets"), Borrower shall (or shall cause such other Company Domestic Subsidiary to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, Collateral Documents and all certificates and instruments representing shares of stock or evidencing Debt and any realty appraisals or environmental reports as Administrative Agent may require with respect to any such Additional Assets), and shall take all further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect Liens in favor of Administrative Agent for the benefit of the Lenders in such Additional Assets, as security for the Obligation, including, without limitation, any Landlord Consent and Estoppel Certificates in substantially the form of EXHIBIT J that Administrative Agent may request; IT BEING EXPRESSLY UNDERSTOOD it being expressly understood that the granting of such additional security for the Obligation is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "COLLATERALCollateral" for all purposes under the Loan PapersDocuments, and all references to the "COLLATERALCollateral" in the Loan Papers Documents shall include the Additional Assets.

Future Liens. Promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by any Company, but no later than 30 days after such acquisition of assets has, or should have, been reported pursuant to SECTION 9.3(f)Borrower, (b) the removal, termination, or expiration of any prohibitions upon the granting of a Lien in any asset (real, personal, tangible, or intangible) of any CompanyBorrower, or (c) upon the designation, formation, or acquisition of any new Subsidiary of any Borrower (the assets and stock of such new Subsidiary and the assets described in CLAUSES clauses (a) and through (bc) hereof are referred to herein as the "ADDITIONAL ASSETSAdditional Assets"), such Borrower shall (or shall cause such other Company the appropriate new Subsidiary to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, Collateral Documents Documents, and all certificates and instruments representing shares of stock or evidencing Debt and any realty appraisals as Administrative Agent may require with respect to any such Additional Assets), and shall take all further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect Liens in favor of Administrative Agent for the benefit of Lenders Holders in such Additional Assets, as security for the Obligation, including, without limitation, any Landlord Consent and Estoppel Certificates in substantially the form of EXHIBIT J that Administrative Agent may request; IT BEING EXPRESSLY UNDERSTOOD it being expressly understood that the granting of such additional security for the Obligation is a material inducement to the execution and delivery of this Agreement by each LenderHolder. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "COLLATERALCollateral" for all purposes under the Loan PapersDocuments, and all references to the "COLLATERALCollateral" in the Loan Papers Documents shall include the Additional Assets. Notwithstanding the foregoing, no Borrower shall be required to grant Liens to Administrative Agent for the benefit of Holders in Additional Assets except to the extent Senior Lenders have been granted Liens in such Additional Assets, in which event Administrative Agent for the benefit of Holders shall take a second priority Lien in such Additional Assets subject to the terms of the Intercreditor Agreement.

Future Liens. Promptly Other than as permitted in SECTION 4.04, promptly after (a) the acquisition of any material assets (real, personal, tangible, or intangible) by Borrower or any Company, but no later than 30 days after such acquisition of assets has, or should have, been reported pursuant to SECTION 9.3(f)wholly-owned Domestic Subsidiary, (b) the removal, termination, or expiration of any prohibitions upon the granting of a Lien in any asset (real, personal, tangible, or intangible) of any CompanyBorrower or wholly-owned Domestic Subsidiary, or (c) upon the designation, formation, or acquisition of any new wholly-owned Domestic Subsidiary (the assets and stock of such new Subsidiary and the assets described in CLAUSES (a) and through (bc) hereof are referred to herein as the "ADDITIONAL ASSETS"), Borrower shall (or shall cause such other Company the appropriate wholly-owned Domestic Subsidiary to) execute and deliver to Administrative Agent all further instruments and documents (including, without limitation, a Security Agreement and other Collateral Documents and all certificates and instruments representing shares of stock or evidencing Debt bonds, debentures, or other Indebtedness of third parties, Indebtedness and any realty appraisals as Administrative Agent may require with respect to any such Additional Assets), and shall take all further action that may be necessary or desirable, or that Administrative Agent may reasonably request, to grant, perfect, and protect Liens in favor of Administrative Agent for the ratable benefit of Lenders the holders of the Obligation in such Additional Assets, as security for the Obligation, including, without limitation, any Landlord Consent and Estoppel Certificates Obligation to the extent Liens are required in substantially the form of EXHIBIT J that Administrative Agent may requestsuch assets pursuant to SECTION 4.02; IT BEING EXPRESSLY UNDERSTOOD it being expressly understood that the granting of such additional security for the Obligation is a material inducement to the execution and delivery of this Agreement by each Lender. Upon satisfying the terms and conditions hereof, such Additional Assets shall be included in the "COLLATERAL" for all purposes under the Loan PapersDocuments, and all references to the "COLLATERAL" in the Loan Papers Documents shall include the Additional Assets.