Common use of Collateral Perfection Matters Clause in Contracts

Collateral Perfection Matters. Subject to Section 6.20, the provisions of this Agreement, the Security Agreement and the other Loan Documents are and will be effective to create in favor of the Administrative Agent, for its benefit and the benefit of the Lender Group, a valid and enforceable security interest in and Lien upon the Collateral purported to be pledged, charged, mortgaged or assigned by it thereunder and described therein, subject, in the case of enforceability, to applicable bankruptcy, insolvency or similar laws affecting creditors’ rights generally and to general principles of equity and principles of good faith and fair dealing, and upon the making of such filings and the taking of such other actions required to be taken hereby or by the applicable Loan Documents (including (a) the filing of appropriate UCC financing statements and continuations thereof in the jurisdictions specified therein, (b) with respect to United States copyright registrations, United States patents and pending patent applications, and United States federal trademark registrations and trademark applications, in each case, the recordation of the Copyright Security Agreements, the Patent Security Agreements and the Trademark Security Agreements, as applicable, in the U.S. Patent and Trademark Office or U.S. Copyright Office, as applicable, (c) the proper recordation of Mortgages and fixture filings with respect to owned real property other than property that is not required to be subject to a Mortgage hereunder and (d) the delivery to the Administrative Agent of any certificates evidencing the certificated securities required to be delivered pursuant to the applicable Security Documents, duly endorsed or accompanied by duly executed stock powers (where applicable)), such security interest and Lien shall constitute a fully perfected first priority Lien upon such right, title and interest of the Borrower Parties, in and to such Collateral (to the extent such Liens are required to be perfected under the terms of the Loan Documents), to the extent that such security interest and Lien can be perfected by such filings, actions, giving of notice and possession, subject only to Permitted Liens.

Collateral Perfection Matters. Subject (i) The security interests in and to Section 6.20the Collateral intended to be created under the Security Documents shall have been created in favor of the Collateral Agent for the benefit of the Secured Parties, are in full force and effect, and the necessary notices, consents, acknowledgments, filings, registrations, and recordings to preserve, protect, and perfect the security interests in the Collateral have been made immediately prior to the Closing Date such that the security interests granted in favor of the Collateral Agent for the benefit of the Secured Parties are filed, registered, and recorded and will constitute a first priority, perfected security interest in the Collateral free and clear of any Liens, other than Permitted Liens, and all related recordation, registration, and/or notarial fees of such Collateral have been paid to the extent required. (ii) The Administrative Agent and the Lenders shall have received appropriately completed UCC financing statements (Form UCC‑l), which have been duly authorized for filing by the appropriate Person, naming the Tellurian and the Loan Parties, as applicable, as debtors and Collateral Agent as secured party, in form appropriate for filing under each jurisdiction as may be necessary to perfect the security interests purported to be created by the Security Documents, covering the applicable Collateral. (iii) The Administrative Agent and the Lenders shall have received copies of UCC, judgment lien, tax lien and litigation lien search reports listing all effective financing statements that name any Loan Party or Tellurian as debtor and that are filed in the jurisdictions in which the UCC-1 financing statements will be filed in respect of the Collateral, none of which shall cover the Collateral except to the extent evidencing Permitted Liens. (iv) The Administrative Agent and the Lenders shall have received appropriately completed copies of all other recordings and filings of, or with respect to, the provisions Security Documents as may be reasonably requested by Collateral Agent and necessary to perfect the security interests purported to be created by the Security Documents. (v) The Administrative Agent and the Lenders shall have received evidence that the Collateral Agent has received the certificates representing the shares of this Agreement, Capital Stock that are pledged pursuant to the Security Agreement and the other Loan Documents are and will be effective to create Pledge Agreement, together with an undated stock power for each such certificate executed in favor blank by a duly Authorized Representative of the Borrower or Tellurian, as applicable. (vi) The Administrative Agent, for its benefit Agent and the benefit of Lenders shall have received evidence that all other actions reasonably requested by Collateral Agent and necessary to perfect and protect the Lender Group, a valid and enforceable security interest in and Lien upon the Collateral interests purported to be pledged, charged, mortgaged or assigned by it thereunder and described therein, subject, in the case of enforceability, to applicable bankruptcy, insolvency or similar laws affecting creditors’ rights generally and to general principles of equity and principles of good faith and fair dealing, and upon the making of such filings and the taking of such other actions required to be taken hereby or created by the applicable Loan Security Documents (including (a) the filing of appropriate UCC financing statements and continuations thereof in the jurisdictions specified therein, (b) with respect to United States copyright registrations, United States patents and pending patent applications, and United States federal trademark registrations and trademark applications, in each case, the recordation of the Copyright Security Agreements, the Patent Security Agreements and the Trademark Security Agreements, as applicable, in the U.S. Patent and Trademark Office entered into on or U.S. Copyright Office, as applicable, (c) the proper recordation of Mortgages and fixture filings with respect to owned real property other than property that is not required to be subject to a Mortgage hereunder and (d) the delivery prior to the Administrative Agent of any certificates evidencing the certificated securities required to be delivered pursuant Closing Date have been taken immediately prior to the applicable Security Documents, duly endorsed or accompanied by duly executed stock powers (where applicable)), such security interest and Lien shall constitute a fully perfected first priority Lien upon such right, title and interest of the Borrower Parties, in and to such Collateral (to the extent such Liens are required to be perfected under the terms of the Loan Documents), to the extent that such security interest and Lien can be perfected by such filings, actions, giving of notice and possession, subject only to Permitted LiensClosing Date.