Liens; Priority. The Agents shall be satisfied that the Collateral Agent has been granted, and holds, for the benefit of the Agents and the Lenders, a perfected, first priority Lien on and security interest in all of the Collateral, subject only to Permitted Liens.
Liens; Priority. The Administrative Agent shall be satisfied that the Administrative Agent has been granted, and holds, for the benefit of the Administrative Agent and the Lenders, a perfected, first priority Lien on and security interest in all of the Collateral, subject only to Permitted Liens, to the extent such Liens and security interests are required pursuant to the Loan Documents to be granted or perfected on or before the Amendment Effective Date.
Liens; Priority. The Agent shall be satisfied that the Agent has been granted, and holds, for the benefit of the Agent and the Lenders, a perfected, first priority Lien on and security interest in all of the Collateral, subject only to Permitted Liens, to the extent such Liens and security interests are required pursuant to the Loan Documents to be granted or perfected on or before the Fourth Amendment Effective Date.
Liens; Priority. The Required Lenders shall be satisfied that Collateral Agent has been granted, and still continues to hold, for the benefit of the Agents and the Lenders a perfected, first priority Lien on and security interest in all of the Collateral, subject only to Permitted Priority Liens. At the request of the Required Lenders, Collateral Agent shall receive UCC, tax and judgment Lien searches and title reports with respect to all real property owned by the Loan Parties and other appropriate evidence, evidencing the absence of any Liens or mortgages on the Collateral, except Permitted Liens.
Liens; Priority. The Agents shall be satisfied that the Collateral Agent has been granted, and holds, for the benefit of the Lenders, a perfected, first priority Lien on and security interest in all of the Collateral, subject only to Permitted Priority Liens. The Agents shall receive UCC, tax and judgment Lien searches, searches and title abstracts with respect to the Vessels, and title reports with respect to all real property of the Loan Parties and other appropriate evidence, evidencing the absence of any Liens or mortgages on the Collateral, except Permitted Liens.
Liens; Priority. No Lien exists on any asset of Borrower or any Guarantor other than Permitted Liens. The Security Documents constitute and will constitute a valid first priority lien and security interest in favor of the Agent to secure the Obligations on all of the property described therein, except as to priority respecting Liens described in subsections (c) through (j) of the definition of Permitted Liens.
Liens; Priority. Subject to the Carve-Out (substantially similar, to the extent applicable, to that defined in the Existing DIP Order (as defined below) but to include additional references to AP Services, LLC, advisors to the 1114 Committee, the fee examiner and any other advisors to be agreed (and their successors and replacements), and to provide for a higher amount as may be agreed), the Junior DIP Facility shall be secured by first, second and third priority postpetition liens on all the “Collateral” (as defined in the Final Order (I) Authorizing Debtors (A) To Obtain Post-Petition Financing Pursuant to 11 U.S.C. §§ 105, 361, 362, 364(c)(1), 364(c)(2), 364(c)(3), 364(d)(1) and 364(e) and (B) To Utilize Cash Collateral Pursuant To 11 U.S.C. §363 and (II) Granting Adequate Protection To Pre-Petition Secured Parties Pursuant To 11 U.S.C. §§ 361, 362, 363 and 364 [Docket No. 375] (the “Existing DIP Order”) securing the $950,000,000 debtor in possession financing facility (the “Existing DIP Facility”) and 65% of the equity interests of material “first-tier” foreign subsidiaries of the Borrower subject to any exceptions that may be 2 The Lead Lenders may re-tranche the exit term loans after the signing of the Commitment Letter in a manner that is reasonably acceptable to the Borrower. acceptable to the Required Lead Lenders3 (such liens securing the Junior DIP Facility, the “Junior DIP Liens” and the related collateral, the “Junior DIP Collateral”). The Junior DIP Liens shall prime the liens securing the Borrower’s outstanding obligations under the Pre-Petition Second Lien Notes that are not Rolled-Up Loans (the “Outstanding Pre-Petition Second Lien Notes”) and liens securing any obligations under the Borrower’s pre-petition first lien credit facility. All obligations under the Junior DIP Facility shall constitute allowed superpriority administrative expense claims with priority under section 364(c)(1) of the Bankruptcy Code over all other administrative expense claims in the Cases, subject to the Carve-Out, junior only to the superpriority administrative expense claims under the Existing DIP Order in favor of the Existing DIP Facility; provided, that the Junior DIP Liens in respect of the Rolled-Up Loans shall be junior in priority to the liens securing the Existing DIP Facility; provided, further, however, that the obligations under the Junior DIP Facility including the Rolled-Up Loans need not be paid in cash on the effective date of a Chapter 11 Plan if the Junior DIP F...
Liens; Priority. The Origination Agent shall be satisfied that the Collateral Agent has been granted, and holds, for the benefit of the Agents and the Lenders, a perfected (subject to the completion of the actions required pursuant to Section 7.01 (t)), first priority Lien on and security interest in all of the Collateral, subject only to Permitted Liens.
Liens; Priority. The Agents shall be satisfied that the Collateral Agent has been granted, and still continues to hold, for the benefit of the Lenders, a perfected, first priority Lien on and security interest in all of the Collateral, subject only to Permitted Priority Liens. The Agents shall receive UCC, tax and judgment Lien searches, searches and title abstracts with respect to the Vessels, and title reports with respect to all real property of the Loan Parties and other appropriate evidence, evidencing the absence of any Liens or mortgages on the Collateral, except Permitted Liens. The Agents may require some or all of the following: (i) UCC, tax and judgment Lien searches and title reports with respect to each Vessel, each Facility and other real property and other appropriate evidence, evidencing the absence of any Liens or mortgages on the Collateral, except Permitted Liens, (ii) a Mortgage in recordable form in favor of the Collateral Agent with respect to certain Facilities identified by the Agents and other real property, (iii) a current ALTA survey of certain Facilities identified by the Agents and other real property certified to the Collateral Agent and to such parties as the Collateral Agent may request, accompanied by a satisfactory legal description of such Facility and other real property, (iv) Title Insurance Policy covering certain Facilities identified by the Agents and other real property in an amount reasonably acceptable to the Agents, subject only to such exceptions as are satisfactory to the Agents, (v) evidence that the Borrower shall have paid all costs in connection with the issuance of each Title Insurance Policy and in addition shall have paid the recording and stamp taxes (including mortgage recording taxes), if any, payable in connection with recording each Mortgage in the appropriate county land offices, each in form and substance reasonably satisfactory to the Agents, (vi) a satisfactory Phase I environmental audit (and, if requested by the Agents based on the results of such Phase I audit, a Phase II environmental audit) of each Facility, as well as a historical review of the uses of each Facility and other real property by the Loan Parties, in form and substance and by an independent firm reasonably satisfactory to the Agents, (vii) a first preferred ship mortgage for each Vessel, and (viii) U.S. Coast Guard documentation, records and abstracts showing that the Vessels are free and clear of all Liens other than Permitted Liens as well a...
Liens; Priority. The Agent shall be satisfied that it has been --------------- granted, and still continues to hold, for the benefit of the Lenders, a perfected, first priority Lien on and security interest in all of the Collateral of the Borrowers referred to in Section 3.01(a) hereof (to the extent required by said Section 3.01(a)).
