Common use of Maintenance of Perfected Security Interest Clause in Contracts

Maintenance of Perfected Security Interest. (a) The Borrower shall maintain and preserve the security interest created by this Agreement and the other Security Documents as a first priority perfected security interest, shall enforce the rights, title and interests of the Secured Party and the Secured Parties with respect to the Collateral and shall preserve and defend title to the Collateral and the rights and interests of the Secured Party and the other Secured Parties in such Collateral against the claims and demands of all Persons whomsoever. (b) The Borrower will furnish to the Secured Party from time to time statements and schedules further identifying and describing the assets and property of the Borrower and such other reports in connection therewith as the Secured Party may reasonably request, all in reasonable detail. (c) Without relieving the Borrower of its obligations set forth in Section 4.01, the Borrower hereby authorizes the Secured Party to file and refile such financing statements, continuation statements, amendments thereto, notices and other documents or instruments (including this Agreement) (and such financing statements, continuation statements, amendments thereto, notices and other documents or instruments may describe the Collateral as “all assets”, “all personal property” or words of similar effect) in such offices as the Secured Party may deem necessary or appropriate and wherever required or permitted by law in order to perfect and preserve the rights and interests granted to the Secured Party hereby, and agrees to do such further acts and things, and to execute and deliver to the Secured Party such additional assignments, agreements, powers and instruments, as the Secured Party reasonably determines to be necessary to carry into effect the purposes of this Agreement or to better assure and confirm unto the Secured Party its rights, powers, privileges and remedies hereunder; provided that the foregoing powers on the part of the Secured Party shall not impose upon the Secured Party the Borrower’s affirmative obligation set forth in Section 4.01.

Maintenance of Perfected Security Interest. Each Pledgor agrees that at the sole cost and expense of the Pledgors, (ai) The Borrower shall such Pledgor will maintain and preserve the security interest created by this Agreement and in the other Security Documents Pledged Collateral as a perfected first priority perfected security interestinterest subject to Permitted Priority Liens, and shall enforce the rights, title and interests of the Secured Party and the Secured Parties with respect (subject to the Collateral and shall preserve and final sentence of this Section) defend title to the Collateral and the rights and interests of the Secured Party and the other Secured Parties in such Collateral security interest against the claims and demands of all Persons whomsoever. persons (bother than the holders of Permitted Priority Liens), (ii) The Borrower will such Pledgor shall furnish to the Secured Party Administrative Agent from time to time statements and schedules further identifying and describing the assets and property of the Borrower Pledged Collateral and such other reports in connection therewith with the Pledged Collateral as the Secured Party Administrative Agent may reasonably request, all in reasonable detail. detail and (ciii) Without relieving at any time and from time to time, upon the Borrower written request of its obligations set forth in Section 4.01the Administrative Agent, the Borrower hereby authorizes the Secured Party to such Pledgor shall promptly and duly execute and deliver, and file and refile have recorded, such further instruments and documents and take such further action as the Administrative Agent may reasonably request for the purpose of obtaining or preserving the full benefits of this Agreement and the rights and powers herein granted, including the filing of any financing statements, continuation financing change statements, amendments thereto, notices continuation statements and other documents or instruments (including this the Agreement) under the PPSA (or other similar laws) in effect in any jurisdiction with respect to the security interest created hereby and such financing statementsthe execution and delivery of Control Agreements, continuation statements, amendments thereto, notices all in form reasonably satisfactory to the Administrative Agent and other documents or instruments may describe the Collateral as “all assets”, “all personal property” or words of similar effect) in such offices as (including, without limitation, the Secured Party may deem necessary or appropriate offices maintained under the Trade Marks Act (Canada) and the Patent Act (Canada)) wherever required or permitted by law to perfect, publish notice of, continue and maintain a valid, enforceable, first priority security interest in order the Pledged Collateral (subject to perfect Permitted Priority Liens) as provided herein and to preserve the other rights and interests granted to the Secured Party herebyAdministrative Agent hereunder, and agrees to do such further acts and thingsas against third parties, and to execute and deliver with respect to the Secured Party such additional assignments, agreements, powers and instruments, as the Secured Party reasonably determines to be necessary to carry into effect the purposes of Pledged Collateral. Nothing in this Agreement prevents any Pledgor from discontinuing the operation or maintenance of any of its assets or properties if such Pledgor determines in good faith that such discontinuance is immaterial in the conduct of its business, to better assure and confirm unto the Secured Party its rights, powers, privileges and remedies hereunder; provided that extent permitted by the foregoing powers on the part of the Secured Party shall not impose upon the Secured Party the Borrower’s affirmative obligation set forth in Section 4.01Credit Agreement.

Maintenance of Perfected Security Interest. (a) The Borrower shall maintain and preserve the security interest created by this Agreement and the other Security Documents as a first priority perfected security interest, shall enforce the rights, title and interests of the Secured Party and the Secured Parties with respect to the Collateral and shall preserve and defend title to the Collateral and the rights and interests of the Secured Party and the other Secured Parties in such Collateral against the claims and demands of all Persons whomsoever. (b) The Borrower will furnish to the Secured Party from time to time statements and schedules further identifying and describing the assets and property of the Borrower and such other reports in connection therewith as the Secured Party may reasonably request, all in reasonable detail. (c) Without relieving the Borrower of its obligations set forth in Section 4.01, the Borrower hereby authorizes the Secured Party to file and refile such financing statements, continuation statements, amendments thereto, notices and other documents or instruments (including this Agreement) (and such financing statements, continuation statements, amendments thereto, notices and other documents or instruments may describe the Collateral as “all assets”, “all personal property” or words of similar effect) in such offices as the Secured Party may deem necessary or appropriate and wherever required or permitted by law in order to perfect and preserve the rights and interests granted to the Secured Party hereby, and agrees to do such further acts and things, and to execute and deliver to the Secured Party such additional assignments, agreements, powers and instruments, as the Secured Party reasonably determines to be necessary to carry into effect the purposes of this Agreement or to better assure and confirm unto the Secured Party its rights, powers, privileges and remedies hereunder; provided that the foregoing powers on the part of the Secured Party shall not impose upon the Secured Party the Borrower’s affirmative obligation set forth in Section 4.01.

Maintenance of Perfected Security Interest. Each Grantor represents and warrants that, effective immediately upon the entry of the Borrowing Order, the Lender will have a priming first priority, continuing, valid, binding, enforceable, non-avoidable, and automatically perfected post-petition security interest and Lien, senior and superior in priority to all other secured and unsecured creditors of the Grantors’ estates (aexcept with respect to the except, with respect to the rights of Bank of America, as set forth in the Sale Order, Professional Fee Carve Out and as may otherwise be provided in the DIP Order(s)), in, upon and to all of the Collateral securing the payment and performance of the Secured Obligations. Upon the entry of the Borrowing Order, the Liens which secure the Secured Obligations shall constitute first priority Liens pursuant to sections 361, 362, 364(c)(2), 364(c)(3), and 364(d) The Borrower shall of the Bankruptcy Code, subject only to the Professional Fee Carve Out. Each Grantor agrees that at the sole cost and expense of the Grantors, (i) such Grantor will maintain and preserve the security interest created by this Security Agreement and in the other Security Documents Collateral as a first priority perfected security interest, shall enforce interest having the rights, title and interests of priority required by the Secured Party and the Secured Parties with respect to the Collateral Loan Documents and shall preserve and defend title to the Collateral and the rights and interests of the Secured Party and the other Secured Parties in such Collateral security interest against the claims and demands of all Persons whomsoever. (bother than with respect to claims and demands relating to the Professional Fee Carve Out and, with respect to the rights of Bank of America, as set forth in the Sale Order), (ii) The Borrower will such Grantor shall furnish to the Secured Party Lender from time to time statements and schedules further identifying and describing the assets and property of the Borrower Collateral and such other reports in connection therewith with the Collateral as the Secured Party Lender may reasonably request, all in reasonable detail. detail and (ciii) Without relieving at any time and from time to time, upon the Borrower written request of its obligations set forth in Section 4.01the Lender, the Borrower hereby authorizes the Secured Party to such Grantor shall promptly and duly execute and deliver, and file and refile have recorded, such further instruments and documents and take such further action as the Lender may reasonably request, including the filing of any financing statements, continuation statements, amendments thereto, notices statements and other documents or instruments and agreements (including this Security Agreement) under the UCC (or other applicable Laws) in effect in any jurisdiction with respect to the security interest created hereby and such financing statementsthe execution and delivery of Control Agreements, continuation statements, amendments thereto, notices all in form reasonably satisfactory to the Lender and other documents or instruments may describe the Collateral as “all assets”, “all personal property” or words of similar effect) in such offices as (including, without limitation, the Secured Party may deem necessary or appropriate United States Patent and Trademark Office and the United States Copyright Office) wherever required or permitted by law applicable Law in order each case to perfect perfect, continue and maintain a valid, enforceable security interest in the Collateral (which security interest shall have the priority required by the Loan Documents and the Sale Order) as provided herein and to preserve the other rights and interests granted to the Secured Party herebyLender hereunder, as against the Grantors and agrees third parties (other than with respect to do such further acts claims and things, and to execute and deliver demands relating to the Secured Party such additional assignmentsProfessional Fee Carve Out), agreements, powers and instruments, as with respect to the Secured Party reasonably determines to be necessary to carry into effect the purposes of this Agreement or to better assure and confirm unto the Secured Party its rights, powers, privileges and remedies hereunder; provided that the foregoing powers on the part of the Secured Party shall not impose upon the Secured Party the Borrower’s affirmative obligation set forth in Section 4.01Collateral.

Maintenance of Perfected Security Interest. Each Grantor represents and warrants that, effective immediately upon the entry of the Interim Borrowing Order, the Lender will have a priming first priority, continuing, valid, binding, enforceable, non-avoidable, and automatically perfected post-petition security interest and Lien, senior and superior in priority to all other secured and unsecured creditors of the Grantors’ estates (aexcept with respect to the Professional Fee Carve Out and as may otherwise be provided in the DIP Orders), in, upon and to all of the Collateral securing the payment and performance of the Secured Obligations. Upon the entry of the Interim Borrowing Order, the Liens which secure the Secured Obligations shall constitute first priority Liens pursuant to sections 361, 362, 364(c)(2), 364(c)(3), and 364(d) The Borrower shall of the Bankruptcy Code, subject only to the Professional Fee Carve Out. Each Grantor agrees that at the sole cost and expense of the Grantors, (i) such Grantor will maintain and preserve the security interest created by this Security Agreement and in the other Security Documents Collateral as a first priority perfected security interest, shall enforce interest having the rights, title and interests of priority required by the Secured Party and the Secured Parties with respect to the Collateral Loan Documents and shall preserve and defend title to the Collateral and the rights and interests of the Secured Party and the other Secured Parties in such Collateral security interest against the claims and demands of all Persons whomsoever. (bother than with respect to claims and demands relating to the Professional Fee Carve Out), (ii) The Borrower will such Grantor shall furnish to the Secured Party Lender from time to time statements and schedules further identifying and describing the assets and property of the Borrower Collateral and such other reports in connection therewith with the Collateral as the Secured Party Lender may reasonably request, all in reasonable detail. detail and (ciii) Without relieving at any time and from time to time, upon the Borrower written request of its obligations set forth in Section 4.01the Lender, the Borrower hereby authorizes the Secured Party to such Grantor shall promptly and duly execute and deliver, and file and refile have recorded, such further instruments and documents and take such further action as the Lender may reasonably request, including the filing of any financing statements, continuation statements, amendments thereto, notices statements and other documents or instruments and agreements (including this Security Agreement) under the UCC (or other applicable Laws) in effect in any jurisdiction with respect to the security interest created hereby and such financing statementsthe execution and delivery of Control Agreements, continuation statements, amendments thereto, notices all in form reasonably satisfactory to the Lender and other documents or instruments may describe the Collateral as “all assets”, “all personal property” or words of similar effect) in such offices as (including, without limitation, the Secured Party may deem necessary or appropriate United States Patent and Trademark Office and the United States Copyright Office) wherever required or permitted by law applicable Law in order each case to perfect perfect, continue and maintain a valid, enforceable security interest in the Collateral (which security interest shall have the priority required by the Loan Documents) as provided herein and to preserve the other rights and interests granted to the Secured Party herebyLender hereunder, as against the Grantors and agrees third parties (other than with respect to do such further acts claims and things, and to execute and deliver demands relating to the Secured Party such additional assignmentsProfessional Fee Carve Out), agreements, powers and instruments, as with respect to the Secured Party reasonably determines to be necessary to carry into effect the purposes of this Agreement or to better assure and confirm unto the Secured Party its rights, powers, privileges and remedies hereunder; provided that the foregoing powers on the part of the Secured Party shall not impose upon the Secured Party the Borrower’s affirmative obligation set forth in Section 4.01Collateral.