in
each case, to the extent that the failure to do so could not reasonably be
expected to have, individually or in the aggregate, a Material Adverse Effect,
comply, and take all reasonable actions to cause all lessees and other Persons
operating or occupying its properties to comply with all applicable
Environmental Laws and Environmental Permits; obtain and renew all Environmental
Permits necessary for its operations and properties; and, in each case to the
extent required by Environmental Laws, conduct any investigation, study,
sampling and testing, and undertake any cleanup, removal, remedial or other
action necessary to remove and clean up all Hazardous Materials from any of its
properties, in accordance with the requirements of all Environmental Laws.
SECTION 6.13
FURTHER ASSURANCES AND
POST-CLOSING CONDITIONS.
(A)
PROMPTLY UPON REASONABLE REQUEST BY THE ADMINISTRATIVE
AGENT (I) CORRECT ANY MATERIAL DEFECT OR ERROR THAT MAY BE DISCOVERED IN THE
EXECUTION, ACKNOWLEDGMENT, FILING OR RECORDATION OF ANY COLLATERAL DOCUMENT OR
OTHER DOCUMENT OR INSTRUMENT RELATING TO ANY COLLATERAL, AND (II) DO, EXECUTE,
ACKNOWLEDGE, DELIVER, RECORD, RE-RECORD, FILE, RE-FILE, REGISTER AND RE-REGISTER
ANY AND ALL SUCH FURTHER ACTS, DEEDS, CERTIFICATES, ASSURANCES AND OTHER
INSTRUMENTS AS THE ADMINISTRATIVE AGENT MAY REASONABLY REQUEST FROM TIME TO TIME
IN ORDER TO CARRY OUT MORE EFFECTIVELY THE PURPOSES OF THE COLLATERAL DOCUMENTS.
(B)
IN THE CASE OF ANY REAL PROPERTY REFERRED TO IN SECTION
6.11(B), PROVIDE THE ADMINISTRATIVE AGENT WITH MORTGAGES WITH RESPECT TO SUCH
OWNED REAL PROPERTY WITHIN THIRTY (30) DAYS OF THE ACQUISITION OF, OR, IF
REQUESTED BY THE ADMINISTRATIVE AGENT, ENTRY INTO, OR RENEWAL OF, A GROUND LEASE
IN RESPECT OF, SUCH REAL PROPERTY IN EACH CASE TOGETHER WITH:
(I)
EVIDENCE THAT COUNTERPARTS OF THE MORTGAGES HAVE BEEN DULY
EXECUTED, ACKNOWLEDGED AND DELIVERED AND ARE IN FORM SUITABLE FOR FILING OR
RECORDING IN ALL FILING OR RECORDING OFFICES THAT THE ADMINISTRATIVE AGENT MAY
DEEM REASONABLY NECESSARY OR DESIRABLE IN ORDER TO CREATE A VALID AND SUBSISTING
PERFECTED LIEN ON THE PROPERTY AND/OR RIGHTS DESCRIBED THEREIN IN FAVOR OF THE
ADMINISTRATIVE AGENT OR THE COLLATERAL AGENT (AS APPROPRIATE) FOR THE BENEFIT OF
THE SECURED PARTIES AND THAT ALL FILING AND RECORDING TAXES AND FEES HAVE BEEN
PAID OR OTHERWISE PROVIDED FOR IN A MANNER REASONABLY SATISFACTORY TO THE
ADMINISTRATIVE AGENT;
(II)
FULLY PAID AMERICAN LAND TITLE ASSOCIATION LENDER'S EXTENDED
COVERAGE TITLE INSURANCE POLICIES OR THE EQUIVALENT OR OTHER FORM AVAILABLE IN
EACH
130
APPLICABLE JURISDICTION (THE "MORTGAGE POLICIES") IN FORM AND SUBSTANCE, WITH
ENDORSEMENTS AND IN AMOUNT, REASONABLY ACCEPTABLE TO THE ADMINISTRATIVE AGENT
(NOT TO EXCEED THE VALUE OF THE REAL PROPERTIES COVERED THEREBY), ISSUED,
COINSURED AND REINSURED BY TITLE INSURERS REASONABLY ACCEPTABLE TO THE
ADMINISTRATIVE AGENT, INSURING THE MORTGAGES TO BE VALID SUBSISTING LIENS ON THE
PROPERTY DESCRIBED THEREIN, FREE AND CLEAR OF ALL DEFECTS AND ENCUMBRANCES,
SUBJECT TO LIENS PERMITTED BY SECTION 7.01, AND PROVIDING FOR SUCH OTHER
AFFIRMATIVE INSURANCE (INCLUDING ENDORSEMENTS FOR FUTURE ADVANCES UNDER THE LOAN
DOCUMENTS) AND SUCH COINSURANCE AND DIRECT ACCESS REINSURANCE AS THE
ADMINISTRATIVE AGENT MAY REASONABLY REQUEST;