Common use of Covenant to Give Security Clause in Contracts

Covenant to Give Security. Upon the request of the Administrative Agent following the occurrence and during the continuance of an Event of Default, and at the expense of the Borrower, (i) within 10 days after such request, furnish to the Administrative Agent a description of the real and personal properties of the Borrower and its Subsidiaries in detail reasonably satisfactory to the Administrative Agent, (ii) within 15 Business Days after such request, duly execute and deliver to the Administrative Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the Borrower under the Loan Documents and constituting Liens on all such properties, (iii) within 30 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l), enforceable against all third parties in accordance with their terms, (iv) within 60 days after such request, deliver to the Administrative Agent a signed copy of a favorable opinion, addressed to the Administrative Agent, of counsel for the Borrower reasonably acceptable to the Administrative Agent as to the matters contained in clauses (i), (ii) and (iii) above, as to such security agreements being legal, valid and binding obligations of the Borrower and its Subsidiaries enforceable in accordance with their terms and as to such other matters as the Administrative Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies as to each parcel of real property subject to such request and (vi) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (Shoneys Inc)

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Covenant to Give Security. Upon In addition to the requirements of Section 5.01(m), upon the request of the Administrative Agent following the occurrence and during the continuance of an Event of Default, and at the expense of the Borrower, (i) within 10 20 days after such request, furnish to the Administrative Agent a description of the real and personal properties of the Borrower and each of its Subsidiaries in detail reasonably satisfactory to the Administrative Agent, (ii) within 15 Business Days 45 days after such request, duly execute and deliver to the Administrative Agent for the benefit of the Secured Parties mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the Borrower under the Loan Documents and constituting Liens on all such properties, (iii) within 30 45 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code UCC financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l), enforceable against all third parties in accordance with their terms, (iv) within 60 days after such request, deliver to the Administrative Agent a signed copy of a favorable opinion, addressed to the Administrative Agent, of counsel for the Borrower reasonably acceptable to the Administrative Agent as to the matters contained in clauses (i), (ii) and (iii) aboveof this Section 5.01(l), as to such security agreements being legal, valid and binding obligations of the Borrower and its Subsidiaries enforceable in accordance with their terms and as to such other matters as the Administrative Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies as to each parcel of real property subject to such request and (viv) at any time and from time to timetime that an Event of Default is not continuing, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may reasonably deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (Carlyle Industries Inc)

Covenant to Give Security. Upon the request of the Administrative Agent following the occurrence and during the continuance of an Event of a Default, and at the expense of the Borrower, (i) within 10 days after such request, furnish to the Administrative Agent a description of the real and personal properties of the Borrower and its Subsidiaries in detail reasonably satisfactory to the Administrative Agent, (ii) within 15 Business Days days after such request, duly execute and deliver to the Administrative Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the Borrower under the Loan Documents and constituting Liens on all such properties, (iii) within 30 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the reasonable opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the mortgages, pledges, assignments and other security agreements delivered pursuant to this Section 5.01(l5.01(n), enforceable against all third parties in accordance with their terms, (iv) within 60 days after such request, deliver to the Administrative Agent a signed copy of a favorable opinion, addressed to the Administrative Agent, of counsel for the Borrower reasonably acceptable to the Administrative Agent as to the matters contained in clauses (i), (ii) and (iii) above, as to such mortgages, pledges, assignments and other security agreements being legal, valid and binding obligations of the Borrower and its Subsidiaries Subsidiaries, enforceable in accordance with their terms terms, and as to such other matters as the Administrative Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies as to each parcel of real property subject to such request and (vi) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (Desa Holdings Corp)

Covenant to Give Security. Upon the request of the Administrative Agent following the occurrence and during the continuance of a Default under 6.01(e) or an Event of Default, and at the expense of the Borrower, (i) within 10 ten days after such request, furnish to the Administrative Agent a description of the real and personal properties of the Borrower and its Subsidiaries in detail reasonably satisfactory to the Administrative Agent, (ii) within 15 Business Days days after such request, duly execute and deliver to the Administrative Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the Borrower under the Loan Documents and constituting Liens on all such properties, (iii) within 30 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) as may be necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l5.01(m), enforceable against all third parties in accordance with their terms, (iv) within 60 45 days after such request, deliver to the Administrative Agent a signed copy of a favorable opinionopinion of counsel for the Borrower, addressed to the Administrative Agent, of counsel for the Borrower reasonably Swing Line Bank, the Issuing Bank, the Lenders and the Hedge Banks and acceptable to the Administrative Agent Agent, as to the matters contained in clauses (i), (ii) and (iii) above, as to such security agreements being legal, valid and binding obligations of the Borrower and its Subsidiaries enforceable in accordance with their terms and as to such other matters as the Administrative Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies mortgage title insurance policies as to each parcel of real property subject to such request request, in each case in form and substance satisfactory to the Agent, and (vi) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (Signature Brands Inc)

Covenant to Give Security. Upon the request of the Administrative Agent following the occurrence and during the continuance of an Event of Default, and at the expense of the Borrower, (i) within 10 days after such request, furnish to the Administrative Agent a description of the real and personal properties of the Borrower and its Subsidiaries in detail reasonably satisfactory to the Administrative Agent, (ii) within 15 Business Days after such request, duly execute and deliver to the Administrative Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the Borrower under the Loan Documents and constituting Liens on all such properties, (iii) within 30 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l), enforceable against all third parties in accordance with their terms, (iv) within 60 days after such request, deliver to the Administrative Agent a signed copy of a favorable opinion, addressed to the Administrative Agent, of counsel for the Borrower reasonably acceptable to the Administrative Agent as to the matters contained in clauses (i), (ii) and (iii) above, as to such security agreements being legal, valid and binding obligations of the Borrower and its Subsidiaries enforceable in accordance with their terms and as to such other matters as the Administrative Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C5.01(x)(i)(B) and Mortgage Policies as to each parcel of real property subject to such request and (vi) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (Shoneys Inc)

Covenant to Give Security. Upon In addition to the requirements of Section 5.01(o), each Loan Party shall at the request of the Administrative Agent following the occurrence and during the continuance of an Event of DefaultAgent, and at the expense of the Borrowersuch Loan Party, (i) within 10 days after such request, furnish to the Administrative Agent a description of the real and personal properties of the Borrower such Loan Party and its Subsidiaries in detail reasonably satisfactory to the Administrative Agent, (ii) within 15 Business Days days after such request, duly execute and deliver to the Administrative Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the Borrower such Loan Party under the Loan Documents and constituting Liens on all such properties, (iii) within 30 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l5.01(m), enforceable against all third parties in accordance with their terms, (iv) within 60 days after such request, deliver to the Administrative Agent a signed copy of a favorable opinion, addressed to the Administrative Agent, of counsel for the Borrower reasonably such Loan Party acceptable to the Administrative Agent as to the matters contained in clauses (i), (ii) and (iii) above, as to such security agreements being legal, valid and binding obligations of the Borrower such Loan Party and its Subsidiaries enforceable in accordance with their terms and as to such other matters as the Administrative Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies as to each parcel of real property subject to such request and (viv) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements; provided, however, that in the case of an acquisition of a Foreign Subsidiary by a Loan Party, such Loan Party shall deliver, or cause to be delivered on its behalf, to the Agent certificates or other instruments evidencing such Loan Party's Equity Interest in such Foreign Subsidiary required to be delivered under clause (i) above within in 60 days of such acquisition.

Appears in 1 contract

Samples: Credit Agreement (Glenoit Asset Corp)

Covenant to Give Security. Upon In addition to the requirements of Section 5.01(n), upon the request of the Administrative Collateral Agent following the occurrence and during the continuance of an Event of Default, and at the expense of the Borrower, (i) within 10 days after such request, furnish to the Administrative Collateral Agent a description of the real and personal properties of the Borrower each Loan Party and each of its Subsidiaries in detail reasonably satisfactory to the Administrative Collateral Agent, (ii) within 15 Business Days days after such request, duly execute and deliver to the Administrative Collateral Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Collateral Agent, securing payment of all the Obligations of the Borrower each Loan Party under the Loan Documents and constituting Liens on all such properties, (iii) within 30 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code UCC financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the opinion of the Administrative Collateral Agent to vest in the Administrative Collateral Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l5.01(m), enforceable against all third parties in accordance with their terms, (iv) within 60 days after such request, deliver to the Administrative Collateral Agent a signed copy of a favorable opinion, addressed to the Administrative Collateral Agent, of counsel for the Borrower reasonably acceptable to the Administrative Collateral Agent as to the matters contained in clauses (i), (ii) and (iii) aboveof this Section 5.01(m), as to such security agreements being legal, valid and binding obligations of the Borrower and its Subsidiaries each Loan Party enforceable in accordance with their terms and as to such other matters as the Administrative Collateral Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies as to each parcel of real property subject to such request and (viv) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Collateral Agent may deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (Massic Tool Mold & Die Inc)

Covenant to Give Security. Upon the request of the Administrative Agent following the occurrence and during the continuance of an Event of a Default, and at the expense of the Borrower, (i) within 10 days after such request, furnish to the Administrative Agent a description of the real and personal properties of the Borrower and its Subsidiaries the Subsidiary Guarantors in detail reasonably satisfactory to the Administrative Agent, (ii) within 15 Business Days days after such request, duly execute and deliver to the Administrative Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the Borrower under the Loan Documents and constituting Liens on all such properties, (iii) within 30 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l5.01(p), enforceable against all third parties in accordance with their terms, (iv) within 60 days after such request, deliver to the Administrative Agent a signed copy of a favorable opinionopinion of counsel for the Borrower, addressed to and acceptable to the Administrative Agent, of counsel for the Borrower reasonably acceptable to the Administrative Agent as to the matters contained in clauses (i), (ii) and (iii) above, as to such security agreements being legal, valid and binding obligations of the Borrower and its Subsidiaries the Subsidiary Guarantors enforceable in accordance with their terms (except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect that affect creditors' rights generally, general principles of equity (including, without limitation, standards of materiality, good faith, fair dealing and reasonableness) whether such principles are considered in a proceeding in equity or at law, and the application of any fraudulent conveyance, fraudulent, transfer, fraudulent obligation or preferential transfer law or any law governing the distribution of assets of any Person) and as to such other matters as the Administrative Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C5.01(r)(iii) and Mortgage Policies as to each parcel of real property subject to such request and (vi) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may reasonably deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (PHP Healthcare Corp)

Covenant to Give Security. Upon the request acquisition of any property by such Person that constitutes Collateral and is not already subject to a perfected first priority security interest in favor of the Administrative Collateral Agent following for the occurrence and during the continuance of an Event of Default, and at the expense benefit of the BorrowerSecured Parties, shall, at its own expense, (i) within 10 ten (10) days after of such requestacquisition, furnish to the Administrative Agent and the Collateral Agent a description of the real and personal properties of the Borrower and its Subsidiaries in detail reasonably satisfactory to the Administrative Agentproperty so acquired, (ii) within 15 Business Days after twenty (20) days of such requestacquisition, duly execute and deliver to the Administrative Agent mortgagesa mortgage, pledgespledge, assignments assignment and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent and the Collateral Agent, securing payment of all the Obligations of the Borrower under the Loan Documents Secured Obligations and constituting Liens on all such properties, (iii) within 30 thirty (30) days after (or in the case of mortgages, forty‑five (45) days) of such requestacquisition, take whatever action (including, without limitation, including the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) documents that may be necessary or advisable in the opinion of the Administrative Agent and the Collateral Agent to vest in the Administrative Collateral Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the mortgages, pledges, assignments and security agreements delivered pursuant to this Section 5.01(l6.01(p), enforceable against all third parties in accordance with their terms, and (iv) within 60 sixty (60) days after such requestacquisition, deliver to the Administrative Agent, upon the request of the Administrative Agent in its sole discretion, a signed copy of a favorable opinion, addressed to the Administrative AgentAgent and the other Secured Parties, of counsel for the Borrower reasonably Loan Parties acceptable to the Administrative Agent as to the matters contained in clauses (i), (ii) and (iii) above, as to such mortgages, pledges, assignments and security agreements being legal, valid and binding obligations of the Borrower and its Subsidiaries such Person enforceable in accordance with their terms terms, as to the matters contained in clause (iii) above, and to such recordings, filings, notices, endorsements and other actions being sufficient to create valid perfected Liens on such properties, and as to such other matters as the Administrative Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies as to each parcel of real property subject to such request and (vi) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (Midway Gold Corp)

Covenant to Give Security. Upon the request of the Administrative Agent following the occurrence and during the continuance of an Event of Default, and at the expense of the Borrower, (i) within 10 days after such request, furnish to the Administrative Agent a description of the real and personal properties of the Borrower and its Subsidiaries in detail reasonably satisfactory to the Administrative Agent, (ii) within 15 Business Days after such request, duly execute and deliver to the Administrative Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the Borrower under the Loan Documents and constituting Liens on all such properties, (iii) within 30 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l), enforceable against all third parties in accordance with their terms, (iv) within 60 days after such request, deliver to the Administrative Agent a signed copy of a favorable opinion, addressed to the Administrative Agent, of counsel for the Borrower reasonably acceptable to the Administrative Agent as to the matters contained in clauses (i), (ii) and (iii) above, as to such security agreements being legal, valid and binding obligations of the Borrower and its Subsidiaries enforceable in accordance with their terms and as to such other matters as the Administrative Agent may reasonably request, and (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies as to each parcel of real property subject to such request and (vi) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (Shoneys Inc)

Covenant to Give Security. Upon the request of the Administrative Agent following the occurrence and during the continuance of an Event of Default, and at the expense of the such Borrower, (i) within 10 days after such request, furnish to the Administrative Agent a description of the real and personal properties of the such Borrower and its Subsidiaries in detail reasonably satisfactory to the Administrative Agent, (ii) within 15 Business Days days after such request, duly execute and deliver to the Administrative Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the such Borrower under the Loan Documents and constituting Liens on all such properties, (iii) within 30 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l5.01(k), enforceable against all third parties in accordance with their terms, (iv) within 60 days after such request, deliver to the Administrative Agent a signed copy of a favorable opinion, addressed to the Administrative Agent, of counsel for the such Borrower reasonably acceptable to the Administrative Agent as to the matters contained in clauses (i), (ii) and (iii) above, as to such security agreements being legal, valid and binding obligations of the such Borrower and its Subsidiaries enforceable in accordance with their terms and as to such other matters as the Administrative Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies as to each parcel of real property subject to such request and (viv) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (Amdocs LTD)

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Covenant to Give Security. Upon the request of the Administrative ------------------------- Agent following the occurrence and during the continuance of an Event of a Default, and at the expense of the Borrower, (i) within 10 days after such request, furnish to the Administrative Agent a description of the real and personal properties of the Borrower and its Subsidiaries the Subsidiary Guarantors in detail reasonably satisfactory to the Administrative Agent, (ii) within 15 Business Days days after such request, duly execute and deliver to the Administrative Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the Borrower under the Loan Documents and constituting Liens on all such properties, (iii) within 30 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l5.01(p), enforceable against all third parties in accordance with their terms, (iv) within 60 days after such request, deliver to the Administrative Agent a signed copy of a favorable opinionopinion of counsel for the Borrower, addressed to and acceptable to the Administrative Agent, of counsel for the Borrower reasonably acceptable to the Administrative Agent as to the matters contained in clauses (i), (ii) and (iii) above, as to such security agreements being legal, valid and binding obligations of the Borrower and its Subsidiaries the Subsidiary Guarantors enforceable in accordance with their terms (except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect that affect creditors' rights generally, general principles of equity (including, without limitation, standards of materiality, good faith, fair dealing and reasonableness) whether such principles are considered in a proceeding in equity or at law, and the application of any fraudulent conveyance, fraudulent, transfer, fraudulent obligation or preferential transfer law or any law governing the distribution of assets of any Person) and as to such other matters as the Administrative Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C5.01(r)(iii) and Mortgage Policies as to each parcel of real property subject to such request and (vi) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may reasonably deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (PHP Healthcare Corp)

Covenant to Give Security. Upon the request of the Administrative Agent (i) following the occurrence and during the continuance of an Event of Default, and at the expense of the Borrower, (iA) within 10 ten days after such request, furnish to the Administrative Agent a description of the real and personal properties of the Borrower and its Subsidiaries in detail reasonably satisfactory to the Administrative Agent, (iiB) within 15 Business Days days after such request, duly execute and deliver to the Administrative Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the Borrower under the Loan Documents and constituting Liens on all such properties, (iiiC) within 30 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) as may be necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l5.01(m), enforceable against all third parties in accordance with their terms, terms and (ivD) within 60 days after such request, deliver to the Administrative Agent a signed copy of a favorable opinionopinion of counsel for the Borrower, addressed to the Administrative Agent, of counsel for the Borrower reasonably Agent and acceptable to the Administrative Agent Agent, as to the matters contained in clauses (iA), (iiB) and (iiiC) above, as to such security agreements being legal, valid and binding obligations of the Borrower and its Subsidiaries enforceable in accordance with their terms and as to such other matters as the Administrative Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies as to each parcel of real property subject to such request and (viii) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem desirable in obtaining order to obtain or to preserve the full benefits of, or in preserving of the Liens ofcreated under the Loan Documents, such including, without limitation, (A) the execution and delivery of trust, trust deeds or mortgages with respect to any real property acquired by any Loan Party or any of its Subsidiaries, (B) a trademark, copyright and patent security agreementsagreement (as amended, supplemented or otherwise modified from time to time, the "Trademark, Copyright and Patent Security Agreement") in form and substance satisfactory to the Administrative Agent, duly executed by each Loan Party and its Subsidiaries, (C) a security agreement supplement in the form of Exhibit A to the Security Agreement, duly executed by each Subsidiary of the Borrower, (D) a Subsidiary Guaranty or Guaranty Supplement, as the case may be, duly executed by each Subsidiary of the Borrower and (E) using reasonable efforts to obtain consents and other agreements of lessors of real property and other third parties, and estoppel letters and other confirmations with respect to any real property of any Loan Party or any of its Subsidiaries, in each case in form and substance satisfactory to the Administrative Agent.

Appears in 1 contract

Samples: Credit Agreement (Fitness Holdings Inc)

Covenant to Give Security. Upon In addition to the requirements of Section 5.01(o), upon the request of the Administrative Agent following the occurrence and during the continuance of an Event of Default, and at the expense of the Borrower, (i) within 10 days after such request, furnish to the Administrative Agent a description of the real and personal properties of the Borrower such Loan Party and its Subsidiaries in detail reasonably satisfactory to the Administrative Agent, (ii) within 15 Business Days days after such request, duly execute and deliver to the Administrative Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the Borrower such Loan Party under the Loan Documents and constituting Liens on all such properties, (iii) within 30 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l5.01(m), enforceable against all third parties in accordance with their terms, (iv) within 60 days after such request, deliver to the Administrative Agent a signed copy of a favorable opinion, addressed to the Administrative Agent, of counsel for the Borrower reasonably such Loan Party acceptable to the Administrative Agent as to the matters contained in clauses (i), (ii) and (iii) above, as to such security agreements being legal, valid and binding obligations of the Borrower such Loan Party and its Subsidiaries enforceable in accordance with their terms and as to such other matters as the Administrative Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies as to each parcel of real property subject to such request and (vi) at any time and from time to time, time promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (Mediq Inc)

Covenant to Give Security. Upon the request acquisition of any property which is not already subject to a perfected first priority security interest in favor of the Administrative Agent following the occurrence and during the continuance of an Event of DefaultLender, and at the expense of the Borrowerits own expense, (i) within 10 days after ten (10) Business Days of such requestacquisition, furnish to the Administrative Agent Lender a description of the real and personal properties of the Borrower and its Subsidiaries in detail reasonably satisfactory to the Administrative Agentproperty so acquired, (ii) within 15 Business Days after thirty (30) days of such requestacquisition, duly execute and deliver to the Administrative Agent mortgagesa mortgage, pledgespledge, assignments assignment and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative AgentLender, securing payment of all the Obligations of the Borrower under the Loan Documents Secured Obligations and constituting Liens on all such properties, (iii) within 30 thirty (30) days after of such requestacquisition, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the opinion of the Administrative Agent Lender to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) Lender valid and subsisting Liens on the properties purported to be subject to the mortgages, pledges, assignments and security agreements delivered pursuant to this Section 5.01(l7.01(p), enforceable against all third parties in accordance with their terms, and (iv) within 60 sixty (60) days after such requestacquisition, deliver to the Administrative Agent Lender, if the Lender so requests, a signed copy of a favorable an opinion, addressed to the Administrative AgentLender, of counsel for the Borrower Borrowers reasonably acceptable to the Administrative Agent Lender as to the matters contained in clauses (i), (ii) and (iii) above, as to such mortgages, pledges, assignments and security agreements being legal, valid and binding obligations of the Borrower and its Subsidiaries Borrowers enforceable in accordance with their terms terms, as to the matters contained in clause (iii) above, and to such recordings, filings, notices, endorsements and other actions being sufficient to create valid perfected Liens on such properties, and as to such other matters as the Administrative Agent Lender may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies as to each parcel of real property subject to such request and (vi) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (Capital Gold Corp)

Covenant to Give Security. Upon the request acquisition of any property which is not already subject to a perfected first priority security interest in favor of the Administrative Agent following the occurrence and during the continuance of an Event of DefaultLender, and at the expense of the Borrowerits own expense, (i) within 10 days after ten (10) Business Days of such requestacquisition, furnish to the Administrative Agent Lender a description of the real and personal properties of the Borrower and its Subsidiaries in detail reasonably satisfactory to the Administrative Agentproperty so acquired, (ii) within 15 Business Days after thirty (30) days of such requestacquisition, duly execute and deliver to the Administrative Agent mortgagesa mortgage, pledgespledge, assignments assignment and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative AgentLender, securing payment of all the Obligations of the Borrower under the Loan Documents Secured Obligations and constituting Liens on all such properties, (iii) within 30 thirty (30) days after of such requestacquisition, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code UCC financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the opinion of the Administrative Agent Lender to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) Lender valid and subsisting Liens on the properties purported to be subject to the mortgages, pledges, assignments and security agreements delivered pursuant to this Section 5.01(l7.01(o), enforceable against all third parties in accordance with their terms, and (iv) within 60 sixty (60) days after such requestacquisition, deliver to the Administrative Agent Lender, if the Lender so requests, a signed copy of a favorable an opinion, addressed to the Administrative AgentLender, of counsel for the Borrower Borrowers reasonably acceptable to the Administrative Agent Lender as to the matters contained in clauses (i), (ii) and (iii) above, as to such mortgages, pledges, assignments and security agreements being legal, valid and binding obligations of the Borrower and its Subsidiaries Borrowers enforceable in accordance with their terms terms, as to the matters contained in clause (iii) above, and to such recordings, filings, notices, endorsements and other actions being sufficient to create valid perfected Liens on such properties, and as to such other matters as the Administrative Agent Lender may reasonably request, (v; provided however this Section 7.01(o) as promptly as practicable after shall not apply to acquisitions of property where the aggregate consideration paid for such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies as to each parcel of real property subject to such request and (vi) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreementsdoes not exceed $1,000,000.

Appears in 1 contract

Samples: Credit Agreement (Capital Gold Corp)

Covenant to Give Security. Upon In addition to the requirements of ------------------------- Section 5.01(o), each Loan Party shall, upon the request of the Administrative Agent following the occurrence and during the continuance of an Event of Default, and at the expense of the Borrowersuch Loan Party, (i) within 10 days after such request, furnish to the Administrative Agent a description of the real and personal properties of the Borrower such Loan Party and its Subsidiaries in detail reasonably satisfactory to the Administrative Agent, (ii) within 15 Business Days days after such request, duly execute and deliver to the Administrative Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the Borrower such Loan Party under the Loan Documents and constituting Liens on all such properties, (iii) within 30 days after such request, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) may be necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l5.01(m), enforceable against all third parties in accordance with their terms, (iv) within 60 days after such request, deliver to the Administrative Agent a signed copy of a favorable opinion, addressed to the Administrative Agent, of counsel for the Borrower reasonably such Loan Party acceptable to the Administrative Agent as to the matters contained in clauses (i), (ii) and (iii) above, as to such security agreements being legal, valid and binding obligations of the Borrower such Loan Party and its Subsidiaries enforceable in accordance with their terms and as to such other matters as the Administrative Agent may reasonably request, (v) as promptly as practicable after such request, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C) and Mortgage Policies as to each parcel of real property subject to such request and (viv) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (Glenoit Asset Corp)

Covenant to Give Security. Upon the request of the Administrative Agent (i) ------------------------- following the occurrence and during the continuance of an Event of DefaultDefault with respect to any parcel of real property in any one county with a fair market value that is equal to or greater than $125,000 but less than $250,000 or (ii) upon the acquisition by the Parent Guarantor or any of its Subsidiaries of real property in any one county with an aggregate fair market value, and at the time of any such acquisition, equal to or greater than $250,000, take all or any of the following actions, in all cases at the expense of the Borrower, (iA) within 10 days after such request, furnish to the Administrative Agent a description of the real and personal properties property of the Borrower Parent Guarantor and its Subsidiaries which are not subject to the Collateral Documents and which meet the criteria of clause (i) or (ii) above, as the case may be, in detail reasonably satisfactory to the Administrative Agent, (iiB) within 15 Business Days days after receipt of such requestdocuments, duly execute and deliver to the Administrative Agent mortgages, pledges, assignments and other security agreements, as specified by and in form and substance reasonably satisfactory to the Administrative Agent, securing payment of all the Obligations of the Borrower Loan Parties under the Loan Documents and constituting Liens on all such properties, (iiiC) within 30 days after receipt of such requestdocuments, take whatever action (including, without limitation, the recording of mortgages, the filing of Uniform Commercial Code financing statements, the giving of notices and the endorsement of notices on title documents) that may be reasonably necessary or advisable in the opinion of the Administrative Agent to vest in the Administrative Agent (or in any representative of the Administrative Agent designated by it) valid and subsisting Liens on the properties purported to be subject to the security agreements delivered pursuant to this Section 5.01(l5.01(m), enforceable against all third parties in accordance with their terms, (ivD) within 60 days after receipt of such requestdocuments, deliver to the Administrative Agent a signed copy of a favorable opinion, addressed to the Administrative Agent, of counsel for the Borrower reasonably acceptable to the Administrative Agent as to the matters contained in clauses (i), (ii) and (iii) aboveAgent, as to such security agreements being creating legal, valid and binding obligations of the Borrower and its Subsidiaries subsisting Liens enforceable in accordance with their terms and as to such other matters as the Administrative Agent may reasonably request, (vE) as promptly as is practicable after such requestrequest in respect of property subject to clause (ii) above, deliver to the Administrative Agent surveys meeting the criteria specified in Section 3.01(g)(x)(C3.01(g)(xiv)(B) and Mortgage Policies as to each parcel of real property subject to such request request, (F) as soon as reasonably practicable, and in no event later than 9 months after the Initial Extension of Credit, cause the provisions of clauses (A), (B), (C), (D) and (viE) above to be satisfied with respect to each property listed on Schedule 5.01(m), and (G) at any time and from time to time, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem reasonably desirable in obtaining the full benefits of, or in preserving the Liens of, such security agreements.

Appears in 1 contract

Samples: Credit Agreement (Commercial Aggregates Transportation & Sales LLC)

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