Real Estate Collateral. The Borrowers shall, and shall cause their respective Subsidiaries to, deliver to the Collateral Agent as soon as practicable and in any event within 90 calendar days after the Incremental Loan Funding Date (or such longer period as the Collateral Agent may agree in its sole discretion), (a) an amendment to each Mortgage encumbering the Mortgaged Properties in form suitable for recording that shall provide such Mortgage remains in full force and effect and continues to secure the Obligations, as amended by this Incremental Amendment, which mortgage amendment shall be in form and substance reasonably acceptable to the Collateral Agent and its counsel in all respects, (b) endorsements to the mortgagee’s title insurance policies reflecting the amendment to the insured Mortgage as well as a date down endorsement in respect of each of the Mortgaged Properties, reflecting that there are no encumbrances affecting the Mortgaged Properties except as permitted under the Credit Agreement, and in each case in form and substance reasonably satisfactory to the Collateral Agent, (c) a customary opinion of local counsel in each jurisdiction in which a Mortgage Property is located for the benefit of the Collateral Agent with respect to the enforceability of the Mortgages as amended, together with such other opinions as the Collateral Agent shall require, and in form and substance reasonably acceptable to the Collateral Agent and (d) such further documents, instruments, acts or agreements as the Collateral Agent may reasonably request to affirm, secure, renew or perfect the liens of the Mortgages as amended. All of the actions referenced above shall be taken, and documents referenced above shall be delivered, at the sole expense of the Borrowers, including any recording charges, taxes, or other associated costs related thereto.
Real Estate Collateral. The Mortgages create, as security for the obligations purported to be secured thereby, a valid and enforceable (and upon the due recording thereof under applicable law) perfected security interest in and Lien on all of the Mortgaged Property (including, without limitation, all fixtures and improvements relating to such Mortgaged Property and affixed or added thereto on or after the Closing Date) in favor of the Collateral Agent (or such other agent or trustee as may be named therein) for the benefit of the Secured Parties, superior to and prior to the rights of all third Persons (except that the security interest created in the Mortgaged Property may be subject to the Permitted Liens related thereto). As of the Third Amendment Effective Date, Schedule 6.21(c) contains a true and complete list of each parcel of real property owned or leased by the Borrower and its Subsidiaries in the United States, the United Kingdom or other jurisdiction in which a material plant is located and the type of interest therein held by the Borrower or such Subsidiary and indicates for each such parcel whether it is a Mortgaged Property. The Borrower or a Subsidiary of the Borrower has good and marketable title to all Mortgaged Property free and clear of all Liens except those described in the first sentence of this Section 6.21(c).
Real Estate Collateral. The Mortgages create, as security for the obligations purported to be secured thereby, a valid and enforceable and, upon proper recording in the appropriate jurisdictions, perfected Lien on all of the Mortgaged Properties (including, without limitation, all fixtures and improvements relating to such Mortgaged Properties and affixed or added thereto on or after the Initial Borrowing Date) in favor of Administrative Agent (or such other trustee as may be named therein) for the benefit of the Secured Creditors, (i) superior to and prior to the rights of all third Persons and (ii) subject to no other Liens (in case of each of (i) and (ii)), other than Permitted Real Property Encumbrances and, in the case of fixtures and improvements, Permitted Liens). Schedule 6.11(c) contains a true and complete list of each parcel of real property owned in fee or leased by any Credit Party on the date hereof, the type of interest therein held by such Credit Party and whether such real property will be encumbered by a Mortgage. Each of the applicable Credit Parties designated on Schedule 6.11(c) has good and indefeasible title to all its Mortgaged Properties free and clear of all Liens except those described in the first sentence of this Section 6.11(c).
Real Estate Collateral. With respect to any lease for a store location or distribution center a Borrower that restricts the lessee from granting a Leasehold Mortgage to Agent (a “Restricted Lease”), Borrowers shall use commercially reasonable efforts to deliver to Agent consents executed by the landlord under such lease to the execution of a Leasehold Mortgage by Borrower in favor of Agent for the benefit of the Secured Parties. Upon request by Agent, Borrower shall execute and deliver to Agent Leasehold Mortgages with respect to any of its leasehold interests in Real Estate for such store location or distribution center; provided that Borrower shall not be required to deliver Leasehold Mortgages with respect to any Restricted Leases to the extent consent thereto has not been provided by the applicable landlords pursuant to the prior sentence. Agent shall hold the Leasehold Mortgages, and Agent and each Borrower agree that no Leasehold Mortgage will create a valid Lien in favor of Agent until such Leasehold Mortgage is recorded as set forth below. At any time (a) Availability is less than $25,000,000, or (b) an Event of Default exists, at the option of Agent the Leasehold Mortgages shall be duly recorded, at Borrowers’ expense, in each office where such recording is required to provide notice to third party’s of Agent’s Lien on the Real Estate covered thereby.
Real Estate Collateral. Terex shall, and shall cause its Subsidiaries to, deliver to the Collateral Agent as soon as practicable and in any event within 60 calendar days after the Incremental Effective Date (or such later date as shall be acceptable to the Collateral Agent in its sole discretion), (i) an amendment to the Mortgage encumbering the Mortgaged Property which shall provide that such Mortgage remains in full force and effect and continues to secure the Obligations and (ii) if available in the applicable jurisdiction, a date down endorsement to the mortgagee’s title policy issued to the Administrative Agent in connection with the Mortgage in respect of the Mortgaged Property, in each case in form and substance satisfactory to the Administrative Agent.
Real Estate Collateral. The Administrative Agent shall have received each of the following documents which shall be reasonably satisfactory in form and substance to the Administrative Agent and its counsel with respect to the Mortgaged Properties, as appropriate:
Real Estate Collateral. 7.3.1. [Reserved]. 7.3.2.
Real Estate Collateral. The Mortgages, if any, executed after the Closing Date create, as security for the obligations purported to be secured thereby, a valid and enforceable perfected security interest in and Lien on all of the Mortgaged Properties (including, without limitation, all fixtures and improvements relating to such Mortgaged Properties and affixed or added thereto on or after the Closing Date in favor of Collateral Agent (or such other trustee as may be named therein)) for the benefit of the Secured Creditors, superior to and prior to the rights of all third Persons (except that the security interest created in the Mortgaged Properties may be subject to the Permitted Liens related thereto) and subject to no other Liens (other than Liens permitted under Section 8.1). Schedule 6.11(c), contains a true and complete list of each parcel of Real Property owned or leased by Holdings and its Subsidiaries on the Closing Date, identifies which Credit Party has an interest therein and the type of interest therein held by such Credit Party. Each Credit Party will have good and marketable title to all Mortgaged Properties of such Credit Party free and clear of all Liens except those described in the first sentence of this Section 6.11(c).
Real Estate Collateral. The Obligations shall also be secured by Mortgages upon all Real Estate owned by Obligors set forth on Schedule 8.6.1, which such Mortgages shall be delivered, along with the Related Real Estate Documents, within 90 days of the Closing Date (which period may be extended with the reasonable consent of Agent). The Mortgages shall be duly recorded, at Borrowers’ expense, in each office where such recording is required to constitute a fully perfected Lien on the Real Estate covered thereby, subject only to Permitted Liens, including, for the avoidance of doubt, the Lien in favor of the Term Loan Agent. If any Borrower acquires Real Estate hereafter having a fair market value in excess of $2,500,000, Borrowers shall, within 90 days (or such longer period as Agent may reasonably consent) of such acquisition, execute, deliver and record a Mortgage sufficient to create a fully perfected Lien in favor of Agent on such Real Estate, subject only to Permitted Liens, including, for the avoidance of doubt, the Lien in favor of the Term Loan Agent on such Real Estate under the Term Loan Documents, and shall deliver all Related Real Estate Documents; provided that so long as the Term Loan Facility is in effect Borrowers shall not be required to deliver any such Mortgages unless the Term Loan Agent has requested or required that Borrowers deliver such Mortgages.
Real Estate Collateral. (a) The Secured Obligations shall be secured by Mortgages upon all Mortgaged Property and Fixtures related thereto, as additional security for the Secured Obligations.
