Common use of Certain Provisions Regarding Perfection of Security Interests Clause in Contracts

Certain Provisions Regarding Perfection of Security Interests. Notwithstanding anything to the contrary contained in this Credit Agreement or any of the other Credit Documents, the Lenders acknowledge and agree that, except to the extent that further actions are required to be taken in accordance with the terms of Section 7.13 of this Credit Agreement, (i) with respect to Non-Certificated Units from time to time held by the Unit Subsidiary, certificates of title have not been issued with respect thereto and, accordingly, no notation of a security interest has been made under the titling statutes of any State in connection therewith and (ii) with respect to Units (as defined in the Security Agreement) from time to time leased to customers, "fixture filings" will not be made under the provisions of the Uniform Commercial Code as in effect in the relevant State, both because of the administrative difficulty of ascertaining whether any such Unit is or becomes a fixture and the inability of the Borrower and its Subsidiaries to provide the relevant information which would be required to make such filings. Notwithstanding the last sentence of Section 7.13, if the Borrower or any of its Subsidiaries becomes aware that a Certificate of Title is required to be issued with respect to any Non-Certificated Unit under applicable state law, the Borrower shall take all steps as may be necessary so that a certificate of title is issued with respect thereto, on which the security interest of the Collateral Agent is noted. Furthermore, in the event the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) reasonably believes that Certificates of Title may be required to be issued in connection with Non-Certificated Units located in any State, the Borrower shall promptly (and in any event within 30 days after its receipt of the respective request) following a request by the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders), cause special counsel or special counsels designated by it (who shall be reasonably acceptable to the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders)) to issue, with respect to the laws of a requested State or States, an opinion in form reasonably satisfactory to the Administrative Agent and the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) as to whether Certificates of Title are required to be issued with respect to any Non-Certificated Units under the laws of such State or States and, whether based thereon or upon the advice of their own counsel, if at any time the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) inform the Borrower that they in good faith believe that Certificates of Title are required to be issued with respect to any Non-Certificated Unit under applicable state law and further request that the actions described in this sentence be taken, then the Borrower shall take all steps as may be necessary so that, within 90 days from the date of the respective request, a certificate of title is issued with respect thereto, on which the security interest of the Collateral Agent is noted; provided that unless an Event of Default has occurred and is continuing, the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) shall not, in any event, request an opinion with respect to any one State more than once in a calendar year. So long as Sections 7.18(a) and 8.11 of this Credit Agreement are complied with, the provisions of this Credit Agreement and the other Credit Documents shall be deemed modified to the extent necessary to permit the foregoing (and so that no violation of this Credit Agreement or the other Credit Documents exists or shall exist as a result of the actions permitted to be taken (or not taken) in accordance with the provisions of preceding clauses (i) and (ii) of the first sentence of this Section 11.19 unless and until (and then to the extent) required to be taken in accordance with the two preceding sentences) (including, without limitation, all conditions precedent, representations, warranties, covenants and other agreements herein and therein).

Certain Provisions Regarding Perfection of Security Interests. (a) Notwithstanding anything to the contrary contained in this Credit Agreement or any of the other Credit Documents, the Lenders acknowledge and agree that, except to the extent that further actions are required to be taken in accordance with the terms of Section 7.13 of this Credit Agreement, (i) with respect to Non-Certificated Units from time to time held by the Unit Subsidiary, certificates of title have not been issued with respect thereto and, accordingly, no notation of a security interest has been made under the titling statutes of any State in connection therewith and (ii) with respect to Units (as defined in the Security Agreement) from time to time leased to customers, "fixture filings" will not be made under the provisions of the Uniform Commercial Code as in effect in the relevant State, both because of the administrative difficulty of ascertaining whether any such Unit is or becomes a fixture and the inability of the Borrower and its Subsidiaries to provide the relevant information which would be required to make such filings. Notwithstanding the last penultimate sentence of Section 7.13, if the Borrower or any of its Subsidiaries becomes aware that a Certificate of Title is required to be issued with respect to any Non-Certificated Unit under applicable state law, the Borrower shall take all steps as may be necessary so that a certificate of title is issued with respect thereto, on which the security interest of the Collateral Agent is noted. Furthermore, in the event the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) reasonably believes that Certificates of Title may be required to be issued in connection with Non-Certificated Units located in any State, the Borrower shall promptly (and in any event within 30 days after its receipt of the respective request) following a request by the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders), cause special counsel or special counsels designated by it (who shall be reasonably acceptable to the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders)) to issue, with respect to the laws of a requested State or States, an opinion in form reasonably satisfactory to the Administrative Agent and the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) as to whether Certificates of Title are required to be issued with respect to any Non-Certificated Units under the laws of such State or States and, whether based thereon or upon the advice of their own counsel, if at any time the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) inform the Borrower that they in good faith believe that Certificates of Title are required to be issued with respect to any Non-Certificated Unit under applicable state law and further request that the actions described in this sentence be taken, then the Borrower shall take all steps as may be necessary so that, within 90 days from the date of the respective request, a certificate of title is issued with respect thereto, on which the security interest of the Collateral Agent is noted; provided PROVIDED that unless an Event of Default has occurred and is continuing, the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) shall not, in any event, request an opinion with respect to any one State more than once in a calendar year. So long as Sections 7.18(a) and 8.11 8.12 of this Credit Agreement are complied with, the provisions of this Credit Agreement and the other Credit Documents shall be deemed modified to the extent necessary to permit the foregoing (and so that no violation of this Credit Agreement or the other Credit Documents exists or shall exist as a result of the actions permitted to be taken (or not taken) in accordance with the provisions of preceding clauses (i) and (ii) of the first sentence of this Section 11.19 unless and until (and then to the extent) required to be taken in accordance with the two preceding sentences) (including, without limitation, all conditions precedent, representations, warranties, covenants and other agreements herein and therein).not

Certain Provisions Regarding Perfection of Security Interests. Notwithstanding anything to the contrary contained in this Credit Agreement or any of the other Credit Loan Documents, the Lenders acknowledge and agree that, except to the extent that further actions are required to be taken in accordance with the terms of Section 7.13 10.1.18 of this Credit Agreement, (i) with respect to Non-Certificated Units from time to time held by the Unit Subsidiary, certificates of title have not been issued with respect thereto and, accordingly, no notation of a security interest has been made under the titling statutes of any State jurisdiction in connection therewith and (ii) except as otherwise agreed by the Administrative Borrower and the Agent, with respect to Units (as defined in the Security Agreement) from time to time leased to customers, "“fixture filings" ” will not be made under the provisions of the Uniform Commercial Code UCC (or other Applicable Law) as in effect in the relevant Statejurisdiction, both because of the administrative difficulty of ascertaining whether any such Unit is or becomes a fixture and the inability of the Borrower and its Subsidiaries Loan Parties to provide the relevant information which would be required to make such filings. Notwithstanding the last sentence of Section 7.13, if the Borrower or If any of its Subsidiaries Loan Party becomes aware that a Certificate of Title is required to be issued with respect to any Non-Certificated Unit (other than Non-Certificated Units that are then the subject of a Stand-Alone Customer Capital Lease) owned by such Loan Party under applicable state lawApplicable Law, the Borrower such Loan Party shall take all steps as may be necessary so that a certificate of title is issued with respect thereto, on which the security interest of the Collateral Agent is noted. Furthermore, in the event the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) reasonably believes that Certificates of Title may be required to be issued in connection with Non-Certificated Units (other than Non-Certificated Units that are then the subject of a Stand-Alone Customer Capital Lease) located in any Statejurisdiction, the Borrower each Loan Party shall promptly (and in any event within 30 days after its receipt of the respective request) following a request by the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders), cause special counsel or special counsels designated by it (who shall be reasonably acceptable to the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders)) to issue, with respect to the laws Applicable Laws of a requested State jurisdiction or Statesjurisdictions, an opinion in form reasonably satisfactory to the Administrative Agent and the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) as to whether Certificates of Title are required to be issued with respect to any Non-Certificated Units under the laws Applicable Laws of such State jurisdiction or States jurisdictions and, whether based thereon or upon the advice of their own counsel, if at any time the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) inform the Borrower any Loan Party that they in good faith believe that Certificates of Title are required to be issued with respect to any Non-Certificated Unit (other than Non-Certificated Units that are then the subject of a Stand-Alone Customer Capital Lease) under applicable state law Applicable Law and further request that the actions described in this sentence be taken, then the Borrower Loan Parties shall take all steps as may be necessary so that, within 90 days from the date of the respective request, a certificate of title is issued with respect thereto, on which the security interest of the Collateral Agent is noted; provided that unless an Event of Default has occurred and is continuing, the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) shall not, in any event, request an opinion with respect to any one State jurisdiction more than once in a calendar year. So long as Sections 7.18(a) and 8.11 of this Credit Agreement are complied with, the provisions of this Credit Agreement and the other Credit Documents shall be deemed modified to the extent necessary to permit the foregoing (and so that no violation of this Credit Agreement or the other Credit Documents exists or shall exist as a result of the actions permitted to be taken (or not taken) in accordance with the provisions of preceding clauses (i) and (ii) of the first sentence of this Section 11.19 unless and until (and then to the extent) required to be taken in accordance with the two preceding sentences) (including, without limitation, all conditions precedent, representations, warranties, covenants and other agreements herein and therein).

Certain Provisions Regarding Perfection of Security Interests. Notwithstanding anything to the contrary contained in this Credit Agreement or any of the other Credit Documents, the Lenders acknowledge and agree that, except to the extent that further actions are required to be taken in accordance with the terms of Section 7.13 of this Credit Agreement, (i) with respect to Non-Certificated Units from time to time held by the Unit Subsidiary, certificates of title have not been issued with respect thereto and, accordingly, no notation of a security interest has been made under the titling statutes of any State in connection therewith and (ii) with respect to Units (as defined in the Security Agreement) from time to time leased to customers, "fixture filings" will not be made under the provisions of the Uniform Commercial Code as in effect in the relevant State, both because of the administrative difficulty of ascertaining whether any such Unit is or becomes a fixture and the inability of the Borrower and its Subsidiaries to provide the relevant information which would be required to make such filings. Notwithstanding the last sentence of Section 7.13, if the Borrower or any of its Subsidiaries becomes aware that a Certificate of Title is required to be issued with respect to any Non-Certificated Unit under applicable state law, the Borrower shall take all steps as may be necessary so that a certificate of title is issued with respect thereto, on which the security interest of the Collateral Agent is noted. Furthermore, in the event the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) reasonably believes that Certificates of Title may be required to be issued in connection with Non-Certificated Units located in any State, the Borrower shall promptly (and in any event within 30 days after its receipt of the respective request) following a request by the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders), cause special counsel or special counsels designated by it (who shall be reasonably acceptable to the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders)) to issue, with respect to the laws of a requested State or States, an opinion in form reasonably satisfactory to the Administrative Agent and the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) as to whether Certificates of Title are required to be issued with respect to any Non-Certificated Units under the laws of such State or States and, whether based thereon or upon the advice of their own counsel, if at any time the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) inform the Borrower that they in good faith believe that Certificates of Title are required to be issued with respect to any Non-Certificated Unit under applicable state law and further request that the actions described in this sentence be taken, then the Borrower shall take all steps as may be necessary so that, within 90 days from the date of the respective request, a certificate of title is issued with respect thereto, on which the security interest of the Collateral Agent is noted; provided PROVIDED that unless an Event of Default has occurred and is continuing, the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) shall not, in any event, request an opinion with respect to any one State more than once in a calendar year. So long as Sections 7.18(a) and 8.11 of this Credit Agreement are complied with, the provisions of this Credit Agreement and the other Credit Documents shall be deemed modified to the extent necessary to permit the foregoing (and so that no violation of this Credit Agreement or the other Credit Documents exists or shall exist as a result of the actions permitted to be taken (or not taken) in accordance with the provisions of preceding clauses (i) and (ii) of the first sentence of this Section 11.19 unless and until (and then to the extent) required to be taken in accordance with the two preceding sentences) (including, without limitation, all conditions precedent, representations, warranties, covenants and other agreements herein and therein).

Certain Provisions Regarding Perfection of Security Interests. Notwithstanding anything to the contrary contained in this Credit Agreement or any of the other Credit Loan Documents, the Lenders acknowledge and agree that, except to the extent that further actions are required to be taken in accordance with the terms of Section 7.13 10.1.18 of this Credit Agreement, (i) with respect to Non-Certificated Units from time to time held by the Unit Subsidiary, certificates of title have not been issued with respect thereto and, accordingly, no notation of a security interest has been made under the titling statutes of any State jurisdiction in connection therewith and (ii) with respect to Units (as defined in the Security Agreement) from time to time leased to customers, "“fixture filings" ” will not be made under the provisions of the Uniform Commercial Code UCC or the PPSA (or other Applicable Law) as in effect in the relevant Statejurisdiction, both because of the administrative difficulty of ascertaining whether any such Unit is or becomes a fixture and the inability of the Borrower and its Subsidiaries Loan Parties to provide the relevant information which would be required to make such filings. Notwithstanding the last sentence of Section 7.13, if the Borrower or If any of its Subsidiaries Loan Party becomes aware that a Certificate of Title is required to be issued with respect to any Non-Certificated Unit (other than Non-Certificated Units that are then the subject of a Stand-Alone Customer Capital Lease) owned by such Loan Party under applicable state lawApplicable Law, the Borrower such Loan Party shall take all steps as may be necessary so that a certificate of title is issued with respect thereto, on which the security interest of the Collateral Agent is noted. Furthermore, in the event the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) reasonably believes that Certificates of Title may be required to be issued in connection with Non-Certificated Units (other than Non-Certificated Units that are then the subject of a Stand-Alone Customer Capital Lease) located in any Statejurisdiction, the Borrower each Loan Party shall promptly (and in any event within 30 days after its receipt of the respective request) following a request by the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders), cause special counsel or special counsels designated by it (who shall be reasonably acceptable to the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders)) to issue, with respect to the laws Applicable Laws of a requested State jurisdiction or Statesjurisdictions, an opinion in form reasonably satisfactory to the Administrative Agent and the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) as to whether Certificates of Title are required to be issued with respect to any Non-Certificated Units under the laws Applicable Laws of such State jurisdiction or States jurisdictions and, whether based thereon or upon the advice of their own counsel, if at any time the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) inform the Borrower any Loan Party that they in good faith believe that Certificates of Title are required to be issued with respect to any Non-Certificated Unit (other than Non-Certificated Units that are then the subject of a Stand-Alone Customer Capital Lease) under applicable state law Applicable Law and further request that the actions described in this sentence be taken, then the Borrower Loan Parties shall take all steps as may be necessary so that, within 90 days from the date of the respective request, a certificate of title is issued with respect thereto, on which the security interest of the Collateral Agent is noted; provided that unless an Event of Default has occurred and is continuing, the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) shall not, in any event, request an opinion with respect to any one State jurisdiction more than once in a calendar year. So long as Sections 7.18(a) and 8.11 of this Credit Agreement are complied with, the provisions of this Credit Agreement and the other Credit Documents shall be deemed modified to the extent necessary to permit the foregoing (and so that no violation of this Credit Agreement or the other Credit Documents exists or shall exist as a result of the actions permitted to be taken (or not taken) in accordance with the provisions of preceding clauses (i) and (ii) of the first sentence of this Section 11.19 unless and until (and then to the extent) required to be taken in accordance with the two preceding sentences) (including, without limitation, all conditions precedent, representations, warranties, covenants and other agreements herein and therein).

Certain Provisions Regarding Perfection of Security Interests. (a) Notwithstanding anything to the contrary contained in this Credit Agreement or any of the other Credit Documents, the Lenders acknowledge and agree that, except to the extent that further actions are required to be taken in accordance with the terms of Section 7.13 of this Credit Agreement, (i) with respect to Non-Certificated Units from time to time held by the Unit Subsidiary, certificates of title have not been issued with respect thereto and, accordingly, no notation of a security interest has been made under the titling statutes of any State in connection therewith and (ii) with respect to Units (as defined in the Security Agreement) from time to time leased to customers, "“fixture filings" ” will not be made under the provisions of the Uniform Commercial Code UCC or the PPSA (or other applicable law) as in effect in the relevant Statejurisdiction, both because of the administrative difficulty of ascertaining whether any such Unit is or becomes a fixture and the inability of the Borrower and its Subsidiaries to provide the relevant information which would be required to make such filings. Notwithstanding the last penultimate sentence of Section 7.13, if the Borrower or any of its Subsidiaries becomes aware that a Certificate of Title is required to be issued with respect to any Non-Certificated Unit under applicable state law, the Borrower shall take all steps as may be necessary so that a certificate of title is issued with respect thereto, on which the security interest of the Collateral Agent is noted. Furthermore, in the event the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) reasonably believes that Certificates of Title may be required to be issued in connection with Non-Certificated Units located in any Statejurisdiction, the Borrower shall promptly (and in any event within 30 days after its receipt of the respective request) following a request by the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders), cause special counsel or special counsels designated by it (who shall be reasonably acceptable to the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders)) to issue, with respect to the laws of a requested State jurisdiction or Statesjurisdictions, an opinion in form reasonably satisfactory to the Administrative Agent and the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) as to whether Certificates of Title are required to be issued with respect to any Non-Certificated Units under the laws of such State jurisdiction or States jurisdictions and, whether based thereon or upon the advice of their own counsel, if at any time the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) inform the Borrower that they in good faith believe that Certificates of Title are required to be issued with respect to any Non-Certificated Unit under applicable state law and further request that the actions described in this sentence be taken, then the Borrower shall take all steps as may be necessary so that, within 90 days from the date of the respective request, a certificate of title is issued with respect thereto, on which the security interest of the Collateral Agent is noted; provided that unless an Event of Default has occurred and is continuing, the Administrative Agent or the Required Lenders (or, after the Revolving Credit Termination Date, the Requisite Lenders) shall not, in any event, request an opinion with respect to any one State jurisdiction more than once in a calendar year. So long as Sections 7.18(a) and 8.11 8.12 of this Credit Agreement are complied with, the provisions of this Credit Agreement and the other Credit Documents shall be deemed modified to the extent necessary to permit the foregoing (and so that no violation of this Credit Agreement or the other Credit Documents exists or shall exist as a result of the actions permitted to be taken (or not taken) in accordance with the provisions of preceding clauses (i) and (ii) of the first sentence of this Section 11.19 unless and until (and then to the extent) required to be taken in accordance with the two preceding sentences) (including, without limitation, all conditions precedent, representations, warranties, covenants and other agreements herein and therein).