Common use of Mortgages, etc Clause in Contracts

Mortgages, etc. The Agent shall have received, with respect to each parcel of real property set forth in Schedule 4.01(d) (each, an “Initial Mortgaged Property”), each of the following, in form and substance reasonably satisfactory to the Agent: (i) a Mortgage on such property; (ii) evidence that a counterpart of the Mortgage has been delivered to the applicable title insurance company for recording in the place necessary, in the Agent’s judgment, to create a valid and enforceable first priority Lien in favor of the Agent for the benefit of itself and the Lenders; provided that the title insurance company has issued its title insurance policy to the Agent in a New York style closing; (iii) ALTA loan title policy issued by a title insurance company and reinsured in an amount and by title insurance companies all reasonably satisfactory to the Agent; (iv) an ALTA survey prepared and certified to the Agent by a surveyor reasonably acceptable to the Agent; (v) an opinion of counsel in the state in which such Initial Mortgaged Property is located from counsel reasonably satisfactory to the Agent; and (vi) such other information, documentation, and certifications as may be reasonably required by the Agent. Notwithstanding the foregoing, with respect to the documents and actions listed on Schedule 4.01(d) under the heading “Post-Closing Actions” that are not available to be delivered or able to be taken on or prior to the Closing Date, the delivery of such documents and the taking of such actions shall not be a condition precedent to the effectiveness of the obligations of the Lenders to make Loans and of the Issuing Lender to issue Letters of Credit hereunder.

Mortgages, etc. The Agent shall have received, with respect to each parcel of real property set forth in Schedule 4.01(d) (each, an “Initial Mortgaged Property”), each of the following, in form and substance reasonably satisfactory to the Agent: (i) a Mortgage on such property; (ii) evidence that a counterpart of the Mortgage has been recorded or delivered to the applicable appropriate title insurance company subject to arrangements reasonably satisfactory to the Agent for recording promptly following the closing hereunder, in each case, in the place necessary, in the Agent’s reasonable judgment, to create a valid and enforceable first priority Lien (subject to the Intercreditor Agreement) in favor of the Agent for the benefit of itself and the Lenders; provided that the title insurance company has issued its title insurance policy to the Agent in a New York style closing; (iii) ALTA loan or other mortgagee’s title policy issued by a title insurance company and reinsured in an amount and by title insurance companies all reasonably satisfactory to the Agentpolicy; (iv) an ALTA survey prepared and certified to the Agent by a surveyor reasonably acceptable to the Agent; (v) an opinion of counsel in the state in which such Initial Mortgaged Property parcel of real property is located in form and substance and from counsel reasonably satisfactory to the Agent; and (viv) such other information, documentation, and certifications as may be reasonably required by the Agent. Notwithstanding provided, that, (i) the amount of debt secured by each Mortgage in any State that imposes a mortgage tax shall be reasonably limited to an amount less than the Commitments so as to avoid multiple mortgage tax assessments and (ii) notwithstanding the foregoing, with respect to the documents and actions listed on Schedule 4.01(dconditions set forth in this clause (m) under shall be considered satisfied even if the heading “Post-Closing Actions” that are Borrower does not available to be delivered or able to be taken on or prior to deliver such items by the Closing Date, so long as the delivery of Borrower has used commercially reasonable efforts to obtain and deliver such documents and items to Agent by the taking of such actions shall not be a condition precedent to the effectiveness of the obligations of the Lenders to make Loans and of the Issuing Lender to issue Letters of Credit hereunderClosing Date.

Mortgages, etc. (i) The Agent shall have received, with respect to each parcel Mortgaged Property referred to in clause (i) of real property set forth in Schedule 4.01(d) (each, an “Initial Mortgaged Property”)the definition thereof, each of the following, in form and substance reasonably satisfactory to the Agent: (iA) a Mortgage on such property; (iiB) evidence that a counterpart of the Mortgage has been recorded or delivered to the applicable title insurance company appropriate Title Insurance Company subject to arrangements reasonably satisfactory to the Agent for recording promptly following the closing hereunder, in each case, in the place necessary, in the Agent’s 's reasonable judgment, to create a valid and enforceable first priority Lien in favor of the Agent for the benefit of itself and the Lenders; provided that the title insurance company has issued its title insurance policy to the Agent in a New York style closing; (iiiC) ALTA loan or other mortgagee's title policy issued by a title insurance company and reinsured in an amount and by title insurance companies all reasonably satisfactory to the Agentpolicy; (iv) an ALTA survey prepared and certified to the Agent by a surveyor reasonably acceptable to the Agent; (vD) an opinion of counsel in the state in which such Initial Mortgaged Property parcel of real property is located in form and substance and from counsel reasonably satisfactory to the Agent; and (viE) such other information, documentation, and certifications as may be reasonably required by the Agent. Notwithstanding provided, that, (x) the foregoingamount of debt secured by each Mortgage in any State that imposes a mortgage tax shall be reasonably limited to an amount less than the Commitments so as to avoid multiple mortgage tax assessments and (y) notwithstanding the foregoing or clause (ii) below, with respect to the documents and actions listed on Schedule 4.01(dconditions set forth in this clause (m) under shall be considered satisfied even if the heading “Post-Closing Actions” that are Borrower does not available to be delivered or able to be taken on or prior to deliver such items by the Original Closing Date, so long as the delivery Borrower has used commercially reasonable efforts to obtain and deliver such items to Agent by the Original Closing Date and, to the extent applicable, in accordance with Schedule 5.14. (ii) Subject to the proviso in clause (i) of such documents this Section 4.02(m), the Agent shall have received a valid assignment of each of the Existing ▇▇▇▇▇▇ Landlord Personal Property Collateral Access Agreements executed by the applicable landlord and the taking of such actions shall not be a condition precedent to the effectiveness of the obligations of the Lenders to make Loans and of the Issuing Lender to issue Letters of Credit hereunderAgent.

Mortgages, etc. The Administrative Agent shall have received, with respect to each parcel of real property set forth in Schedule 4.01(d) (each, an “Initial Mortgaged Property”), each of the following, in form and substance reasonably satisfactory to the Administrative Agent: (i) a Mortgage on such property; (ii) evidence that a counterpart of the Mortgage (or any necessary amendment to any Mortgage existing immediately prior to the Restatement Effective Date to reflect the consummation of the Restatement Transactions) has been recorded (or delivered to the applicable title insurance company for recording to be recorded after the consummation of the Restatement Transactions) in the place necessary, in the Administrative Agent’s judgment, to create a valid and enforceable first priority Lien in favor of the Administrative Agent for the benefit of itself and the Lenders; provided that the title insurance company has issued its title insurance policy to the Agent in a New York style closing; (iii) ALTA loan title policy issued by or, in respect of any Mortgage (other than a title insurance company and reinsured in an amount and by title insurance companies all reasonably satisfactory Canadian Mortgage) existing immediately prior to the Agent; (iv) an Restatement Effective Date, a date-down endorsement in respect of the ALTA survey prepared and certified title policy delivered to the Administrative Agent by a surveyor reasonably acceptable to the Agent; (v) an opinion in respect of counsel in the state in which such Initial Mortgaged Property is located from counsel reasonably satisfactory to the AgentMortgage; and (viiv) such other information, documentation, and certifications as may be reasonably required by the Administrative Agent. Notwithstanding , provided that (A) subject to Section 5.13, the foregoing, with respect conditions set forth in this Section 4.01(i) shall not apply to the documents Excluded Mortgages and actions listed on Schedule 4.01(d(B) under the heading “Postconditions set forth in clause (iii) of this Section 4.01(i) in respect of date-Closing Actions” that are down endorsements shall not available apply to be delivered or able to be taken on or prior to any Mortgage if the Closing Administrative Agent shall determine, in its reasonable discretion, that, as of the Restatement Effective Date, the delivery cost of satisfying such documents and the taking of such actions shall not condition would be a condition precedent excessive in relation to the effectiveness of the obligations of benefit to the Lenders to make Loans and of the Issuing Lender to issue Letters of Credit hereundersatisfying such condition.

Mortgages, etc. The Agent Company shall have receivedused its commercially reasonable efforts to deliver to the Agent, with respect to each parcel of real property Mortgaged Property for which an Existing Mortgage has been granted (subject to the Lien priority set forth in Schedule 4.01(d) (each, an “Initial Mortgaged Property”the Intercreditor Agreement), each of the following, in form and substance reasonably satisfactory to the Agent: (i) a evidence that mortgage amendments, supplements and restatements (the “Mortgage on such propertyAmendments”) with respect to each of the Existing Mortgages have been duly executed, acknowledged and delivered by each party thereto to the appropriate title insurance company and are in form suitable for filing or recording in all applicable filing or recording offices; (ii) evidence that a counterpart with respect to each Existing Mortgage, fully paid title searches, mortgage amendment endorsements and/or date-down endorsements (in each case as reasonably determined by the Agent (which determination may be based, in part, on the relative costs to the Company and benefits to the Secured Parties of such alternatives)) or the suitable equivalent or other form available in each applicable jurisdiction, to the Title Insurance Policies issued in respect of the Mortgage has been delivered to the applicable title insurance company for recording in the place necessary, in the Agent’s judgment, to create a valid and enforceable first priority Lien in favor of the Agent for the benefit of itself and the Lenders; provided that the title insurance company has issued its title insurance policy to the Agent in a New York style closingExisting Mortgages; (iii) ALTA loan title policy issued such advice or opinions from local counsel retained by a title insurance company and reinsured in an amount and by title insurance companies all reasonably satisfactory to the Agent; (iv) an ALTA survey prepared and certified to the Agent by a surveyor reasonably acceptable to the Agent; (v) an opinion of counsel Company in the state states in which such Initial the Mortgaged Property is Properties for which the Existing Mortgages have been granted are located from counsel reasonably satisfactory to the Agent; and (vi) such other information, documentation, and certifications as may be reasonably required by the Agent. Notwithstanding ; and (iv) evidence that all fees, costs and expenses have been paid in connection with the foregoingMortgage Amendments, with respect to the documents including filing and actions listed on Schedule 4.01(d) under the heading “Post-Closing Actions” that are not available to be delivered or able to be taken on or prior to the Closing Daterecording fees, the delivery of such documents title insurance company fees and the taking of such actions shall not be a condition precedent to the effectiveness of the obligations of the Lenders to make Loans and of the Issuing Lender to issue Letters of Credit hereundertitle charges.

Mortgages, etc. (i) The Agent shall have received, with respect to each parcel Mortgaged Property referred to in clause (i) of real property set forth in Schedule 4.01(d) (each, an “Initial Mortgaged Property”)the definition thereof, each of the following, in form and substance reasonably satisfactory to the Agent: (iA) a Mortgage on such property; (iiB) evidence that a counterpart of the Mortgage has been recorded or delivered to the applicable title insurance company appropriate Title Insurance Company subject to arrangements reasonably satisfactory to the Agent for recording promptly following the closing hereunder, in each case, in the place necessary, in the Agent’s 's reasonable judgment, to create a valid and enforceable first priority Lien in favor of the Agent for the benefit of itself and the Lenders; provided that the title insurance company has issued its title insurance policy to the Agent in a New York style closing; (iiiC) ALTA loan or other mortgagee's title policy issued by a title insurance company and reinsured in an amount and by title insurance companies all reasonably satisfactory to the Agentpolicy; (iv) an ALTA survey prepared and certified to the Agent by a surveyor reasonably acceptable to the Agent; (vD) an opinion of counsel in the state in which such Initial Mortgaged Property parcel of real property is located in form and substance and from counsel reasonably satisfactory to the Agent; and (viE) such other information, documentation, and certifications as may be reasonably required by the Agent. Notwithstanding provided, that, (x) the foregoingamount of debt secured by each Mortgage in any State that imposes a mortgage tax shall be reasonably limited to an amount less than the Commitments so as to avoid multiple mortgage tax assessments and (y) notwithstanding the foregoing or clause (ii) below, with respect to the documents and actions listed on Schedule 4.01(dconditions set forth in this clause (m) under shall be considered satisfied even if the heading “Post-Closing Actions” that are Borrower does not available to be delivered or able to be taken on or prior to deliver such items by the Closing Date, so long as the delivery Borrower has used commercially reasonable efforts to obtain and deliver such items to Agent by the Closing Date and, to the extent applicable, in accordance with Schedule 5.14. (ii) Subject to the proviso in clause (i) of such documents this Section 4.02(m), the Agent shall have received a valid assignment of each of the Existing Clarke Landlord Personal Property Collateral Access Agreements ▇▇▇▇▇ted by the applicable landlord and the taking of such actions shall not be a condition precedent to the effectiveness of the obligations of the Lenders to make Loans and of the Issuing Lender to issue Letters of Credit hereunderAgent.