Common use of Title Insurance Policies Clause in Contracts

Title Insurance Policies. The Borrower will deliver to the Administrative Agent a policy of title insurance (or marked-up title insurance commitment or title proforma having the effect of a policy of title insurance) (a “Title Policy”) insuring the Lien of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Property described therein in an amount not less than the estimated fair market value of such Mortgaged Property as reasonably determined by the Borrower, which Title Policy shall (A) be issued by a nationally-recognized title insurance company reasonably acceptable to the Administrative Agent (the “Title Company”), (B) include such reinsurance arrangements (with provisions for direct access, if necessary) as shall be reasonably acceptable to the Administrative Agent, (C) be supplemented by a “tie-in” or “aggregation” endorsement, if available under applicable law, and such other endorsements as may reasonably be requested by the Administrative Agent (including (to the extent available in the applicable jurisdiction and/or with respect to the Mortgaged Property, in each case, on commercially reasonable terms) endorsements on matters relating to usury, first loss, zoning, contiguity, revolving credit, doing business, public road access, survey, variable rate, environmental lien, subdivision, mortgage recording tax, separate tax lot, and so-called comprehensive coverage over covenants and restrictions) if available under applicable law at commercially reasonable rates and (D) contain no other exceptions to title other than Permitted Liens and other exceptions acceptable to the Administrative Agent in its reasonable discretion;

Title Insurance Policies. The Borrower will deliver to the Administrative Agent a A policy of title insurance (or marked-up title insurance commitment or title proforma having the effect of a policy of title insurance) (a “Title Policy”) insuring the Lien of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Real Property and fixtures described therein in an amount not less than the estimated fair market value of such Mortgaged Real Property as reasonably determined by the BorrowerBorrower and set forth on the Perfection Certificate (or the applicable supplement thereto), which Title Policy shall (A) be issued by a nationally-recognized title insurance company reasonably acceptable to the Administrative Agent (the “Title Company”), (B) include such reinsurance arrangements (with provisions for direct access, if necessary) as shall be reasonably acceptable to the Administrative Agent, (C) be supplemented by a “tie-in” or “aggregationcluster” endorsement, if available under applicable law, and such other endorsements as may reasonably be requested by the Administrative Agent (including (to the extent available in the applicable jurisdiction and/or with respect to the Mortgaged Property, in each case, on commercially reasonable terms) endorsements on matters relating to usury, first loss, last dollar, zoning, contiguity, revolving credit, doing business, non-imputation, public road access, survey, variable rate, environmental lien, subdivision, mortgage recording tax, separate tax lot, and so-called comprehensive coverage over covenants and restrictions) if available under applicable law at commercially reasonable rates ), and (DE) contain no other exceptions to title other than Permitted Liens and other exceptions acceptable to the Administrative Agent in its reasonable discretion;

Title Insurance Policies. The Borrower will deliver With respect to the Administrative Agent each Mortgage, a policy of mortgagee title insurance (policy or marked-up title insurance a binding commitment or title proforma with respect thereto having the effect of a policy of title insurance) (a “Title Policy”) insuring insurance with respect to each Mortgage, naming the Lien Collateral Agent as the insured for the benefit of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Property described therein in an amount not less than the estimated fair market value of such Mortgaged Property as reasonably determined by the BorrowerGuaranteed Creditors, which Title Policy shall (A) be issued by Chicago Title Insurance Company, or a nationally-different nationally recognized title insurance company reasonably acceptable to the Administrative Agent, in form and substance and in an amount reasonably acceptable to the Administrative Agent insuring the Mortgage to be a valid and subsisting first-priority Lien on the property described therein, free and clear of all Liens other than Permitted Collateral Liens, which shall (A) to the “Title Company”)extent reasonably necessary, (B) include such reinsurance arrangements (with provisions for direct access, if reasonably necessary) as shall be reasonably acceptable to the Administrative Agent, (CB) be supplemented by contain a “tie-tie- in” or “aggregationcluster” endorsement, if available under applicable lawlaw (i.e., policies which insure against losses regardless of location or allocated value of the insured property up to a stated maximum coverage amount) and (C) have been supplemented by such other endorsements (to the extent available) as may shall be reasonably be requested by the Administrative Agent (Agent, including (to the extent available in the applicable jurisdiction and/or with respect to the Mortgaged Property, in each case, on commercially reasonable terms) endorsements on matters relating to usury, first loss, zoninglast dollar, zoning and contiguity, revolving credit, doing business, public road access, survey, variable rate, environmental lien, subdivision, mortgage recording tax, address, separate tax lot, lot and so-called comprehensive coverage over covenants and restrictions) if available under applicable law at commercially reasonable rates and restrictions (D) contain no other exceptions to title other than Permitted Liens and other exceptions acceptable to the Administrative Agent in its reasonable discretioneach, a “Mortgage Policy”);

Title Insurance Policies. The Borrower will deliver with respect to the Administrative Agent each Mortgage, a policy of title insurance policy (or marked-marked up lender’s title insurance commitment or title proforma having the effect of a policy of title insurance) (a “Title Policy”) insuring the Lien of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Property and fixtures described therein in an the amount not less than of the estimated fair market value (as determined by the Borrower in good faith) of such Mortgaged Property as reasonably determined by the Borrowerand fixtures, which policy (or such marked up commitment) (each, a “Title Policy Policy”) shall (A) be issued by a nationally-nationally recognized title insurance company reasonably acceptable to the Administrative Agent (the “Title Company”), (B) to the extent necessary, include such reinsurance arrangements (with provisions for direct access, if necessary) as shall be reasonably acceptable to the Administrative Agent, (C) be have been supplemented by a “tie-in” or “aggregation” endorsement, if available under applicable law, and such other endorsements as may shall be reasonably be requested by the Administrative Agent (including (to the extent available in the applicable jurisdiction and/or with respect to the Mortgaged Property, in each case, on commercially reasonable terms) endorsements on matters relating to usury, first loss, zoninglast dollar, zoning (it being agreed that Administrative Agent shall accept zoning reports in lieu of zoning endorsements in any jurisdiction where the cost of such endorsements exceeds $1,000 per property), contiguity, revolving credit, doing business, non-imputation, public road access, survey, variable rate, environmental lien, subdivision, mortgage recording tax, separate tax lot, revolving credit, and so-called comprehensive coverage over covenants and restrictions) if available under applicable law at commercially reasonable rates ), such Title Policy shall not include a general mechanic’s lien exception, and (D) contain no other exceptions to title other than Permitted Liens and other exceptions acceptable to the Administrative Agent in its reasonable discretionLiens;

Title Insurance Policies. The Borrower will deliver With respect to the Administrative Agent each Mortgage, a policy of mortgagee title insurance (policy or marked-up title insurance a binding commitment or title proforma with respect thereto having the effect of a policy of title insurance) (a “Title Policy”) insuring insurance with respect to each Mortgage, naming the Lien Collateral Agent as the insured for the benefit of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Property described therein in an amount not less than the estimated fair market value of such Mortgaged Property as reasonably determined by the BorrowerGuaranteed Creditors, which Title Policy shall (A) be issued by Chicago Title Insurance Company, or a nationally-different nationally recognized title insurance company reasonably acceptable to the Administrative Agent, in form and substance and in an amount reasonably acceptable to the Administrative Agent insuring the Mortgage to be a valid and subsisting first-priority Lien on the property described therein, free and clear of all Liens other than Permitted Collateral Liens, which shall (A) to the “Title Company”)extent reasonably necessary, (B) include such reinsurance arrangements (with provisions for direct access, if reasonably necessary) as shall be reasonably acceptable to the Administrative Agent, (CB) be supplemented by contain a “tie-in” or “aggregationcluster” endorsement, if available under applicable lawlaw (i.e., policies which insure against losses regardless of location or allocated value of the insured property up to a stated maximum coverage amount) and (C) have been supplemented by such other endorsements (to the extent available) as may shall be reasonably be requested by the Administrative Agent (Agent, including (to the extent available in the applicable jurisdiction and/or with respect to the Mortgaged Property, in each case, on commercially reasonable terms) endorsements on matters relating to usury, first loss, zoninglast dollar, zoning and contiguity, revolving credit, doing business, public road access, survey, variable rate, environmental lien, subdivision, mortgage recording tax, address, separate tax lot, lot and so-called comprehensive coverage over covenants and restrictions) if available under applicable law at commercially reasonable rates and restrictions (D) contain no other exceptions to title other than Permitted Liens and other exceptions acceptable to the Administrative Agent in its reasonable discretioneach, a “Mortgage Policy”);

Title Insurance Policies. The Borrower will deliver Contributors’ Representative acknowledges and agrees that, for each parcel of Real Property, PEGC I OP may obtain 2006 form ALTA owner’s or leasehold owner’s policies, as applicable (with extended coverage), covering such Real Property, issued to the Administrative Agent a policy of title insurance applicable Contributed Company by First American Insurance Company (or marked-up title insurance commitment or title proforma having the effect of a policy of title insurance) (a “Title Policy”) insuring the Lien of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Property described therein in an amount not less than the estimated fair market value of such Mortgaged Property as reasonably determined by the Borrower, which Title Policy shall (A) be issued by a nationally-recognized title insurance company reasonably acceptable to the Administrative Agent (the “Title Company”), in each case which may, at the option of PEGC I: (Ba) include have an effective date as of the Closing Date; (b) be in amount, form and substance reasonably satisfactory to PEGC I OP; (c) insure that such reinsurance arrangements (with provisions for direct access, if necessary) as shall be reasonably acceptable Contributed Company has valid title to the Administrative AgentReal Property, free and clear of all Liens other than Permitted Liens; and (Cd) be supplemented by a “tie-in” or “aggregation” endorsementinclude, if available under applicable law, and such other endorsements as may reasonably be requested by the Administrative Agent (including (to the extent available in the applicable jurisdiction and/or with respect jurisdiction, the endorsements that are listed on Schedule 6.17 for each parcel of Real Property (herein collectively referred to as the “Title Policies”). In order to obtain the Title Policies, only if requested by the Title Company, the Contributors shall deliver on, or prior to, the Closing Date the following documents to the Mortgaged PropertyTitle Company, in each case, on commercially reasonable terms) endorsements on matters relating to usury, first loss, zoning, contiguity, revolving credit, doing business, public road access, survey, variable rate, environmental lien, subdivision, mortgage recording tax, separate tax lot, customary form and so-called comprehensive coverage over covenants and restrictions) if available under applicable law at commercially reasonable rates and (D) contain no other exceptions to title other than Permitted Liens and other exceptions substance reasonably acceptable to the Administrative Agent Title Company and Contributors’ Representative: (u) customary owner’s affidavit; (v) no change to survey affidavit; (w) GAP indemnity; (x) non-imputation affidavit; (y) financial information and information regarding on-going construction; and (z) such other customary and reasonable certificates and documents requested by the Title Company in connection with the issuance of the Title Policies contemplated above. In addition, the Contributors agree to provide to PEGC I OP and its reasonable discretion;Representatives, access and documents reasonably necessary to produce the Title Policies. The Contributors shall be responsible for the cost of and premiums for the Title Policies (excluding the cost of and premiums for the endorsements other than any extended coverage endorsements) and PEGC I OP shall be responsible for the cost of and premiums for the endorsements to such Title Policies (other than any extended coverage endorsements).

Title Insurance Policies. The Borrower will deliver to the Administrative Agent shall have received with respect to each Mortgage, (i) a policy of title insurance (or marked-marked up unconditional title insurance commitment or title proforma having the effect of a policy of title insurance) (a “Title Policy”) insuring the Lien of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Property and fixtures described therein in an the amount not less than the estimated fair market value of such Mortgaged Property as reasonably determined by the Borrowerand fixtures, which policy (or such marked up unconditional title insurance commitment) (each, a “Title Policy Policy”) shall (Aw) be issued by a nationally-recognized title insurance company reasonably acceptable the Title Company, (x) to the Administrative Agent (the “Title Company”)extent necessary, (B) include such reinsurance arrangements (with provisions for direct access, if necessary) as shall be reasonably acceptable to the Administrative Collateral Agent, (Cy) be have been supplemented by a “tie-in” or “aggregation” endorsement, if available under applicable law, and such other endorsements as may shall be reasonably be requested by the Administrative Collateral Agent (including (to the extent available in the applicable jurisdiction and/or with respect to the Mortgaged Propertyincluding, in each casebut not limited to, on commercially reasonable terms) endorsements on matters relating to usury, first loss, zoning, contiguity, revolving credit, doing business, public road access, survey, contiguity, policy authentication, variable rate, environmental lien, subdivision, policy aggregation, mortgage recording tax, street address, separate tax lot, and so-called comprehensive coverage over covenants and restrictions) if available under , to the extent applicable law at commercially reasonable rates and available), and (Dz) contain no other exceptions to title other than Permitted Excepted Liens and other exceptions (a) through (c); (ii) evidence reasonably acceptable to the Administrative Collateral Agent in its reasonable discretion;of payment by Borrower of all Title Policy premiums, search and examination charges, escrow charges and related charges, mortgage recording taxes, fees, charges, costs and expenses required for the recording of the Mortgages and issuance of the Title Policies; and (iii) such affidavits, certificates, information (including financial data) and instruments of indemnification (including a so-called “gap” indemnification) as shall be required to induce the Title Company to issue the Title Policies and endorsements.

Title Insurance Policies. The Borrower will deliver With respect to the Administrative Agent each Mortgage, a policy of mortgagee title insurance (policy or marked-up title insurance a binding commitment or title proforma with respect thereto having the effect of a policy of title insurance) (a “Title Policy”) insuring insurance with respect to each Mortgage, naming the Lien Real Property Collateral Agent as the insured for the benefit of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Property described therein in an amount not less than the estimated fair market value of such Mortgaged Property as reasonably determined by the BorrowerGuaranteed Creditors, which Title Policy shall (A) be issued by Chicago Title Insurance Company, or a nationally-different nationally recognized title insurance company reasonably acceptable to the Administrative Agent, in form and substance and in an amount reasonably acceptable to the Administrative Agent insuring the Mortgage to be a valid and subsisting first-priority Lien on the property described therein, free and clear of all Liens other than Permitted Collateral Liens, which shall (A) to the “Title Company”)extent reasonably necessary, (B) include such reinsurance arrangements (with provisions for direct access, if reasonably necessary) as shall be reasonably acceptable to the Administrative Agent, (CB) be supplemented by contain a “tie-in” or “aggregationcluster” endorsement, if available under applicable lawlaw (i.e., policies which insure against losses regardless of location or allocated value of the insured property up to a stated maximum coverage amount) and (C) have been supplemented by such other endorsements (to the extent available) as may shall be reasonably be requested by the Administrative Agent (Agent, including (to the extent available in the applicable jurisdiction and/or with respect to the Mortgaged Property, in each case, on commercially reasonable terms) endorsements on matters relating to usury, first loss, zoninglast dollar, zoning and contiguity, revolving credit, doing business, public road access, survey, variable rate, environmental lien, subdivision, mortgage recording tax, address, separate tax lot, lot coverage over minerals and so-so- called comprehensive coverage over covenants and restrictions) if available under applicable law at commercially reasonable rates and restrictions (D) contain no other exceptions to title other than Permitted Liens and other exceptions acceptable to the Administrative Agent in its reasonable discretioneach, a “Mortgage Policy”);

Title Insurance Policies. The Borrower will deliver With respect to the Administrative Agent each Mortgage, a policy of mortgagee title insurance (policy or marked-up title insurance a binding commitment or title proforma with respect thereto having the effect of a policy of title insurance) (a “Title Policy”) insuring insurance with respect to each Mortgage, naming the Lien Real Property Collateral Agent as the insured for the benefit of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Property described therein in an amount not less than the estimated fair market value of such Mortgaged Property as reasonably determined by the BorrowerGuaranteed Creditors, which Title Policy shall (A) be issued by Chicago Title Insurance Company, or a nationally-different nationally recognized title insurance company reasonably acceptable to the Administrative Agent, in form and substance and in an amount reasonably acceptable to the Administrative Agent insuring the Mortgage to be a valid and subsisting first-priority Lien on the property described therein, free and clear of all Liens other than Permitted Collateral Liens, which shall (A) to the “Title Company”)extent reasonably necessary, (B) include such reinsurance arrangements (with provisions for direct access, if reasonably necessary) as shall be reasonably acceptable to the Administrative Agent, (CB) be supplemented by contain a “tie-in” or “aggregationcluster” endorsement, if available under applicable lawlaw (i.e., policies which insure against losses regardless of location or allocated value of the insured property up to a stated maximum coverage amount) and (C) have been supplemented by such other endorsements (to the extent available) as may shall be reasonably be requested by the Administrative Agent (Agent, including (to the extent available in the applicable jurisdiction and/or with respect to the Mortgaged Property, in each case, on commercially reasonable terms) endorsements on matters relating to usury, first loss, zoninglast dollar, zoning and contiguity, revolving credit, doing business, public road access, survey, variable rate, environmental lien, subdivision, mortgage recording tax, address, separate tax lot, lot coverage over minerals and so-called comprehensive coverage over covenants and restrictions) if available under applicable law at commercially reasonable rates and restrictions (D) contain no other exceptions to title other than Permitted Liens and other exceptions acceptable to the Administrative Agent in its reasonable discretioneach, a “Mortgage Policy”);

Title Insurance Policies. The Borrower will deliver to the Administrative Agent a policy of title insurance (or marked-up title insurance commitment or title proforma having the effect of a policy of title insurance) (a “Title Policy”) insuring the Lien of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Property described therein in an amount not less than the estimated fair market value of such Mortgaged Property as reasonably determined by the Borrower, which Title Policy shall (A) be issued by a nationally-recognized title insurance company reasonably acceptable to the Administrative Agent (the “Title Company”), (B) include such reinsurance arrangements (with provisions for direct access, if necessary) as shall be reasonably acceptable to the Administrative AgentAgent and the Required Lenders, (C) be supplemented by a “tie-in” or “aggregation” endorsement, if available under applicable law, and such other endorsements as may reasonably be requested by the Administrative Agent (including (to the extent available in the applicable jurisdiction and/or with respect to the Mortgaged Property, in each case, on commercially reasonable terms) endorsements on matters relating to usury, first loss, zoning, contiguity, revolving credit, doing business, public road access, survey, variable rate, environmental lien, subdivision, mortgage recording tax, separate tax lot, and so-called comprehensive coverage over covenants and restrictions) if available under applicable law at commercially reasonable rates and (D) contain no other exceptions to title other than Permitted Liens and other exceptions acceptable to the Administrative Agent and the Required Lenders in its their reasonable discretion;

Title Insurance Policies. The Borrower will deliver to the Administrative Agent a A policy of title insurance (or marked-up title insurance commitment or title proforma having the effect of a policy of title insurance) and/or one or more endorsements to the existing title insurance policy (a “Title Policy”) insuring the Lien of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Real Property and fixtures described therein in an amount not less than the estimated fair market value of such Mortgaged Real Property as reasonably determined by the BorrowerBorrower and set forth on the Perfection Certificate (or the applicable supplement thereto), which Title Policy shall (A) be issued by a nationally-recognized title insurance company reasonably acceptable to the Administrative Agent (the “Title Company”), (B) include such reinsurance arrangements (with provisions for direct access, if necessary) as shall be reasonably acceptable to the Administrative Agent, (C) be supplemented by a “tie-in” or “aggregationcluster” endorsement, if available under applicable law, and such other endorsements as may reasonably be requested by the Administrative Agent (including (to the extent available in the applicable jurisdiction and/or with respect to the Mortgaged Property, in each case, on commercially reasonable terms) endorsements on matters relating to usury, first loss, last dollar, zoning, contiguity, revolving credit, doing business, non-imputation, public road access, survey, variable rate, environmental lien, subdivision, mortgage recording tax, separate tax lot, and so-called comprehensive coverage over covenants and restrictions) if available under applicable law at commercially reasonable rates ), and (DE) contain no other exceptions to title other than Permitted Liens and other exceptions acceptable to the Administrative Agent in its reasonable discretion;

Title Insurance Policies. The Borrower will deliver to the Administrative Agent a policy of title insurance (or marked-up title insurance commitment or title proforma having the effect of a policy of title insurance) (a “Title Policy”) insuring the Lien of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Property described therein in an amount not less than the estimated fair market value of such Mortgaged Property as reasonably determined by the Borrower, which Title Policy shall (A) be issued by a nationally-recognized title insurance company reasonably acceptable to the Administrative Agent Required Lenders (the “Title Company”), (B) include such reinsurance arrangements (with provisions for direct access, if necessary) as shall be reasonably acceptable to the Administrative AgentRequired Lenders, (C) be supplemented by a “tie-in” or “aggregation” endorsement, if available under applicable law, and such other endorsements as may reasonably be requested by the Administrative Agent Required Lenders (including (to the extent available in the applicable jurisdiction and/or with respect to the Mortgaged Property, in each case, on commercially reasonable terms) endorsements on matters relating to usury, first loss, zoning, contiguity, revolving credit, doing business, public road access, survey, variable rate, environmental lien, subdivision, mortgage recording tax, separate tax lot, and so-called comprehensive coverage over covenants and restrictions) if available under applicable law at commercially reasonable rates and (D) contain no other exceptions to title other than Permitted Liens and other exceptions acceptable to the Administrative Agent Required Lenders in its their reasonable discretion;

Title Insurance Policies. The Borrower will deliver with respect to the Administrative Agent each Mortgage, a policy of title insurance policy (or marked-marked up lender’s title insurance commitment or title proforma having the effect of a policy of title insurance) (a “Title Policy”) insuring the Lien of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Property and fixtures described therein in an the amount not less than of the estimated fair market value (as determined by Parent in good faith) of such Mortgaged Property as reasonably determined by the Borrowerand fixtures, which policy (or such marked up commitment) (each, a “Title Policy Policy”) shall (A) be issued by a nationally-nationally recognized title insurance company reasonably acceptable to the Administrative Agent (the “Title Company”), (B) to the extent necessary, include such reinsurance arrangements (with provisions for direct access, if necessary) as shall be reasonably acceptable to the Administrative Agent, (C) be have been supplemented by a “tie-in” or “aggregation” endorsement, if available under applicable law, and such other endorsements as may shall be reasonably be requested by the Administrative Agent (including (to the extent available in the applicable jurisdiction and/or with respect to the Mortgaged Property, in each case, on commercially reasonable terms) endorsements on matters relating to usury, first loss, zoninglast dollar, zoning (it being agreed that Administrative Agent shall accept zoning reports in lieu of zoning endorsements in any jurisdiction where the cost of such endorsements exceeds $1,000 per property), contiguity, revolving credit, doing business, non-imputation, public road access, survey, variable rate, environmental lien, subdivision, mortgage recording tax, separate tax lot, revolving credit, and so-called comprehensive coverage over covenants and restrictions) if available under applicable law at commercially reasonable rates ), such Title Policy shall not include a general mechanic’s lien exception, and (D) contain no other exceptions to title other than Permitted Liens and other exceptions acceptable to the Administrative Agent in its reasonable discretionLiens;