Agent’s Liens. If any Loan Document that purports to create a Lien shall fail or cease to create, except to the extent permitted by the terms of any such Loan Document, a valid and perfected Lien on the Collateral; and
Agent’s Liens. Any Lien created hereunder or provided for hereby or under any related agreement for any reason ceases to be or is not a valid and perfected Lien having a first priority interest;
Agent’s Liens. The Security Agreement or any other Loan Document that purports to create a Lien in favor of Agent, shall, for any reason, fail or cease to create a valid and perfected and, except to the extent permitted by the terms hereof or thereof, first priority (subject to Permitted Liens) Lien on or security interest in the Collateral covered thereby; or
Agent’s Liens. If any Loan Document that purports to create a Lien shall fail or cease to create, except to the extent permitted by the terms of any such Loan Document, a valid and perfected Lien on the Assets covered thereby and, except to the extent permitted by the terms hereof or thereof, a first priority Lien on the Assets covered thereby (in each case, for any reason other than the failure of Agent to take any action within its control); provided that the foregoing parenthetical shall not be applicable with respect to any Assets (i) to the extent that Agent’s Lien thereon would be perfected by the filing of a uniform commercial code financing statement in the applicable jurisdiction, (ii) to the extent that such Assets consist of Deposit Accounts or Securities Accounts (or Assets held in such Deposit Accounts or Securities Accounts) or (iii) to the extent that the fair market value of all Collateral of any Loan Party that are not subject to a valid and perfected Lien and, except to the extent permitted by the terms hereof or thereof, a first priority Lien, is greater than $250,000 in the aggregate; and
Agent’s Liens. The Agent shall be satisfied that the Liens granted to it under the Security Documents, other than with respect to the Oil and Gas Properties, are Acceptable Security Interests and that all actions or filings necessary to protect, preserve and validly perfect such Liens have been made, taken or obtained, as the case may be, and are in full force and effect.
Agent’s Liens. Each Loan Party, including any Person which becomes a Loan Party after the Closing Date pursuant to the terms of this Agreement, as security for the Obligations (other than Existing Obligations in the case of a Newly Obligated Borrower) and its Guaranty granted pursuant to Section 7.27, shall grant to the Agent, for the benefit of the Agent, the Lenders and the Issuer, pursuant to Loan Documents in form and substance satisfactory to the Agent, a continuing first priority and exclusive (other than Permitted Liens) Lien on (i) all assets (except as limited with respect to Real Estate as provided by clause (iii) following) now owned and hereafter acquired by each such Loan Party, including without limitation, all existing and future acquired Accounts, Intercompany Accounts, contract rights, inventory, machinery and equipment, vehicles and rolling stock, chattel paper, documents, instruments, deposit accounts, investment property (except as limited pursuant to clause (ii) following), general intangibles (including, without limitation, payment intangibles, intercompany accounts, trademarks, tradenames, patents, copyrights and licenses), software, fixtures, commercial tort claims, supporting obligations, letter of credit rights and other goods now owned and hereafter acquired by each such Loan Party, (ii) (A) 100% of the Capital Stock of each Borrower other than the Parent, (B) sixty-five percent (65.0%) of the Capital Stock of EGL (UK) Holding Company Limited, (C) and the maximum amount which is less than 66 2/3% of all Capital Stock of each other direct Foreign Subsidiary of any Loan Party, as may be requested by the Agent in its sole discretion, and (iii) the Real Estate and the improvements thereon owned by any Loan Party and located in Houston, Texas, San Francisco (to the extent not sold prior to the Closing Date), California, Denver, Colorado, and Boston, Massachusetts.
Agent’s Liens. The ABL Agent and each ABL Secured Party hereby waive any and all rights to have the Noteholder First Lien Collateral, or any part thereof, marshaled upon any foreclosure or other enforcement of the Collateral Agent’s or the ABL Agent’s Liens.
Agent’s Liens. The Collateral Agent shall have received satisfactory evidence that arrangements have been made so that the Liens granted to it under the Security Documents are or will be Acceptable Security Interests and that all actions or filings necessary to protect, preserve and validly perfect such Liens have been made, taken or obtained (or will be upon the filing and recording of the appropriate Security Documents), as the case may be, and are in full force and effect.
Agent’s Liens. Except as provided in Section 9.12(b)(i), Section 9.12(b)(ii), Section 9.12(b)(iii) or in respect of Primary Collateral, Section 9.12(b)(iv), Agent shall not be obligated to release or subordinate Agent's Liens or grant pari passu status to the Liens of any other Person.
Agent’s Liens. Any Loan Document that purports to create a Lien, shall, for any reason, fail or cease to create a valid and perfected and, except to the extent permitted by the terms hereof or thereof, first priority Lien on or security interest in the Collateral covered thereby;
