Common use of Binding Obligation/Perfection Clause in Contracts

Binding Obligation/Perfection. This Agreement constitutes a valid and binding obligation of such Debtor, enforceable against it in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors' rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law). Subject to taking the actions specified in Section 3.5, Agent has a valid and perfected first priority Security Interest in the Collateral (except with respect to Trademarks, in which Agent has a valid and perfected second priority Security Interest) to the extent that a security interest therein may be perfected by the filing of a financing statement and the other actions referred to in Section 3.5, securing the payment of the Obligations and each Debtor's obligations under the Guaranty, and each Debtor acknowledges that such Security Interests are entitled to all of the rights, priorities and benefits afforded by the UCC or other applicable law as enacted in any relevant jurisdiction within the United States which relates to perfected security interests subject to Permitted Liens.

Appears in 1 contract

Samples: Security Agreement (Playboy Enterprises Inc)

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Binding Obligation/Perfection. This Agreement constitutes a valid and binding obligation of such the Debtor, enforceable against it in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors' rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law). Subject to taking the actions specified in Section 3.5, Agent has a valid and perfected first priority Security Interest in the Collateral (except with respect to Trademarks, in which Agent has a valid and perfected second priority Security Interest) to the extent that a security interest therein may be perfected by the filing of a financing statement and the other actions referred to in Section 3.5, securing the payment of the Obligations and each Debtor's obligations under the GuarantyObligations, and each Debtor acknowledges that such Security Interests are entitled to all of the rights, priorities and benefits afforded by the UCC or other applicable law as enacted in any relevant jurisdiction within the United States which relates to perfected security interests subject to Permitted Liens.

Appears in 1 contract

Samples: Security Agreement (Playboy Enterprises Inc)

Binding Obligation/Perfection. This Agreement constitutes a valid and binding obligation of such the Debtor, enforceable against it in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors' rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law). Subject to taking the actions specified in Section 3.5, Agent the Trustee has a valid and perfected first priority Security Interest in the Collateral (except with respect to Trademarksconsisting of Trademarks and all proceeds thereof, in which Agent has and a valid and perfected second priority Security Interest) Interest in all other Collateral to the extent that a security interest therein may be perfected by the filing of a financing statement and the other actions referred to in Section 3.5, securing the payment of the Obligations and each Debtor's obligations under the GuarantyObligations, and each the Debtor acknowledges that such Security Interests are entitled to all of the rights, priorities and benefits afforded by the UCC or other applicable law as enacted in any relevant jurisdiction within the United States which relates to perfected security interests subject to Permitted Liens.

Appears in 1 contract

Samples: Security Agreement (Playboy Enterprises Inc)

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Binding Obligation/Perfection. This Agreement constitutes a valid and binding obligation of such Debtor, enforceable against it in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors' rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law). Subject to taking the actions specified in Section 3.5, Agent the Trustee has a valid and perfected first priority Security Interest in the Collateral (except with respect to Trademarksconsisting of Trademarks and all proceeds thereof, in which Agent has and a valid and perfected second priority Security Interest) Interest in all other Collateral to the extent that a security interest therein may be perfected by the filing of a financing statement and the other actions referred to in Section 3.5, securing the payment of the Obligations and each Debtor's obligations under the GuarantyObligations, and each Debtor acknowledges that such Security Interests are entitled to all of the rights, priorities and benefits afforded by the UCC or other applicable law as enacted in any relevant jurisdiction within the United States which relates to perfected security interests subject to Permitted Liens.

Appears in 1 contract

Samples: Security Agreement (Playboy Enterprises Inc)

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