GSA and Debenture Sample Clauses

GSA and Debenture. Each of the Borrower and Guarantors shall execute and deliver to in favour of the Administrative Agent, for the benefit of the Secured Parties, the GSA and the Debenture and such other agreements, documents and instruments as may be necessary or desirable to provide at all times in favour of the Administrative Agent, for the benefit of the Secured Parties, a first-priority Lien (subject only to Permitted Liens) over all of its present and future real and personal property, including the Material Brucejack Mine Real Property, together with such supporting materials as may be required to ensure the perfection or priority of such Lien. The obligation of each of the Borrower and Guarantors to provide any such Lien shall arise (a) in the case of the Material Brucejack Mine Real Property as of the Closing Date, in accordance with and as of the dates set forth in Schedule 5.1(8) and (b) otherwise, as soon as is reasonably practicable following the Borrower or Guarantor, as applicable, acquiring assets, property or undertaking that are not already subject to a Lien that complies with the terms of this Agreement. If any Lender determines, acting reasonably, that any Applicable Law has made it unlawful, or that any Governmental Authority has asserted that it is unlawful, for such Lender to hold or benefit from a Lien over real property pursuant to any law of the United States or any State thereof, such Lender may notify the Administrative Agent and disclaim any benefit of such security interest to the extent of such illegality; provided, that such determination or disclaimer shall not invalidate or render unenforceable such Lien for the benefit of any other Lender.