TO BECOME A PARTY TO THE APPLICABLE CANADIAN SECURITY DOCUMENTS
AND (B) TO TAKE SUCH ACTIONS NECESSARY OR ADVISABLE TO GRANT TO THE CANADIAN
AGENT, FOR THE BENEFIT OF THE CANADIAN LENDERS, A PERFECTED FIRST PRIORITY
SECURITY INTEREST OR FIRST-RANKING HYPOTHEC, AS THE CASE MAY BE, IN THE
COLLATERAL OR IN COLLATERAL SIMILAR TO THE ONE DESCRIBED IN THE CANADIAN
SECURITY DOCUMENTS WITH RESPECT TO SUCH NEW SUBSIDIARY (EXCEPT TO THE EXTENT OF
LIENS ON SUCH COLLATERAL PERMITTED BY SECTION 7.3 WHICH HAVE PRIORITY IN
ACCORDANCE WITH APPLICABLE LAW), INCLUDING, WITHOUT LIMITATION, THE FILING OF
APPROPRIATE FINANCING STATEMENTS IN SUCH JURISDICTIONS AS MAY BE REQUIRED BY THE
APPLICABLE CANADIAN LAW OR AS MAY BE REQUESTED BY THE CANADIAN AGENT, AND
(IV) IF REQUESTED BY THE CANADIAN AGENT, DELIVER TO THE CANADIAN AGENT LEGAL
OPINIONS RELATING TO THE MATTERS DESCRIBED ABOVE, WHICH OPINIONS SHALL BE IN
FORM AND SUBSTANCE, AND FROM COUNSEL, REASONABLY SATISFACTORY TO THE CANADIAN
AGENT.
6.10
REAL ESTATE DOCUMENTATION.
FURNISH TO THE
CANADIAN AGENT ALL REAL ESTATE DOCUMENTATION REASONABLY REQUIRED BY THE CANADIAN
AGENT WITH RESPECT TO THE MORTGAGED PROPERTY OF THE CANADIAN BORROWER AND EACH
OF ITS SUBSIDIARIES TO PERFECT SUCH FIRST PRIORITY LIEN.
6.11
MAINTENANCE OF RATINGS.
USE COMMERCIALLY
REASONABLE EFFORTS TO MAINTAIN AT ALL TIMES RATINGS FOR THE FACILITIES BY BOTH
STANDARD & POOR'S AND MOODY'S.
6.12
POST-CLOSING COLLATERAL MATTERS.
THE APPLICABLE
LOAN PARTIES SHALL USE THEIR COMMERCIALLY REASONABLE EFFORTS TO OBTAIN AND
DELIVER TO ADMINISTRATIVE AGENT, WITHIN THE TIME PERIODS SET
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FORTH BELOW (UNLESS WAIVED OR EXTENDED BY ADMINISTRATIVE AGENT IN ITS
DISCRETION), TO THE EXTENT SUCH ITEMS HAVE NOT BEEN DELIVERED AS OF THE CLOSING
DATE, OR DELIVERY HAS NOT BEEN WAIVED BY ADMINISTRATIVE AGENT IN ITS DISCRETION,
THE FOLLOWING:
(A)
THE PROPERTY OWNERS' CONSENTS TO LEASEHOLD
MORTGAGE FINANCING, ON TERMS AND CONDITIONS REASONABLY SATISFACTORY TO THE
ADMINISTRATIVE AGENT, WITH RESPECT TO EACH OF THE LEASED REAL PROPERTIES SET
FORTH ON SCHEDULE 6.12(A) WITHIN THIRTY (30) DAYS AFTER THE CLOSING DATE, AND IF
ANY SUCH CONSENTS ARE OBTAINED, THE APPLICABLE LOAN PARTY WILL USE COMMERCIALLY
REASONABLY EFFORTS TO DELIVER TO ADMINISTRATIVE AGENT WITH RESPECT TO ANY REAL
PROPERTY FOR WHICH SUCH CONSENT HAS BEEN OBTAINED, WITHIN FORTY-FIVE (45) DAYS
AFTER THE CLOSING DATE, THE FOLLOWING:
(1)
duly executed and acknowledged Mortgages,
financing statements and other instruments meeting the requirements of
Section 5.1(h)(i);
(2)
consents, approvals, amendments,
supplements, estoppels, tenant subordination agreements or other instruments
meeting the requirements of Section 5.1(h)(ii);
(3)
policies of title insurance meeting the
requirements of Section 5.1(h)(iii);
(4)
affidavits, certificates, information and
instruments as required by Section 5.1(h)(iv);
(5)
evidence of payment of all applicable title
insurance premiums, mortgage recording taxes, fees, charges, costs and expenses
required for the re-cording of each Mortgage and issuance of the title insurance
policies as required by Section 5.1(h)(v);
(6)
copies of all leases or other agreements as
required by Section 5.1(h)(vi);
(7)
notifications, registrations and filings
meeting the requirements of Section 5.1(h)(vii);
(8)
Surveys as required by
Section 5.1(h)(viii);
(9)