Invalidity of Liens. any security interest and Lien purported to be created by any Security Document shall cease to be in full force and effect (other than in accordance with the terms hereof and thereof) in a material portion of Collateral covered thereby or shall cease to give the Administrative Agent, for the benefit of the Secured Creditors, the Liens, rights, powers and privileges purported to be created and granted under such Security Documents (including a perfected first priority security interest in and Lien on, all of the Collateral thereunder (except as otherwise expressly provided in such Security Document)) or shall be asserted by any Credit Party not to be, a valid, perfected, first priority (except as otherwise expressly provided in this Agreement or such Security Document) security interest in or Lien on any Collateral covered thereby, except (i) to the extent that any such perfection or priority is not required pursuant to this Agreement or such Security Document, or results from the failure of the Administrative Agent to maintain possession of possessory collateral actually delivered to it or to file UCC continuation statements, or (ii) as to Collateral consisting of real property, to the extent that such losses are covered by a lender’s title insurance policy and such insurers have not denied or failed to acknowledge coverage;
Appears in 4 contracts
Samples: Credit Agreement (Purple Innovation, Inc.), Credit Agreement (Purple Innovation, Inc.), Credit Agreement (Purple Innovation, Inc.)
Invalidity of Liens. any security interest and Lien purported to be created by any Security Document shall cease to be in full force and effect with respect to any material portion of Collateral (other than in accordance with the terms hereof and thereof) in a material portion of Collateral covered thereby ), or shall cease to give the Administrative Agent, for the benefit of the Secured Creditors, the Liens, rights, powers and privileges purported to be created and granted under such Security Documents (including a perfected first priority security interest in and Lien on, all of the Collateral thereunder (except as otherwise expressly provided in such Security Document)) or shall be asserted by any Credit Party not to be, a valid, perfected, first priority (except as otherwise expressly provided in this Agreement or such Security Document) security interest in or Lien on any a material portion of the Collateral covered thereby, ; except (i) to the extent that any such loss of perfection or priority is not required pursuant to this Agreement or such Security Document, or results from the failure of the Administrative Agent to (i) maintain possession of possessory collateral certificates actually delivered to it or to file UCC continuation statementsrepresenting securities pledged under the Security Documents, or (ii) as to Collateral consisting of real property, to the extent that such losses are covered by a lender’s title insurance policy and such insurers have not denied file Uniform Commercial Code continuation statements or failed to acknowledge coverageother equivalent filings;
Appears in 3 contracts
Samples: Credit Agreement (TRC Companies Inc /De/), Credit Agreement (TRC Companies Inc /De/), Credit Agreement (TRC Companies Inc /De/)
Invalidity of Liens. any security interest and Lien in any Material Subsidiary purported to be created by any Security Document with respect to Collateral having a fair market value in excess of $7.5 million shall cease to be in full force and effect (other than in accordance with the terms hereof and thereof) in a material portion of Collateral covered thereby ), or shall cease to give the Administrative Agent, for the benefit of the Secured Creditors, the Liens, rights, powers and privileges purported to be created and granted under such Security Documents (including a perfected first priority security interest in and Lien on, all of the Collateral thereunder (except as otherwise expressly provided in such Security Document)) or shall be asserted by any Credit Party not to be, a valid, perfected, first priority (except as otherwise expressly provided in this Agreement or such Security Document) perfected security interest in or Lien on any Collateral covered thereby, except (i) ; provided that if the invalidity of or failure to the extent that perfect any such perfection or priority Lien is not required pursuant due to this Agreement or such Security Document, or results from the failure of the Administrative Agent to maintain possession perform its duties in accordance with this Agreement, such invalidity or failure to perfect shall not constitute an Event of possessory collateral actually delivered Default pursuant to it or this clause (g) of Section 8.01 so long as the Credit Parties take such actions as are reasonably requested by the Administrative Agent to file UCC continuation statements, or (ii) as to Collateral consisting effect the creation and perfection of real property, to the extent that such losses are covered by a lender’s title insurance policy and such insurers have not denied or failed to acknowledge coveragereplacement Lien;
Appears in 1 contract