Common use of Necessary Filings Clause in Contracts

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit Agreement, all filings, registrations and recordings necessary or appropriate to create, preserve and perfect the Security Interest granted hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished or will be accomplished within one Business Day from the Effective Date and upon such filings, registrations or recordations, the Security Interest granted hereby in and to the Collateral constitutes or will constitute a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by such relevant laws as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;

Necessary Filings. Except as Upon (i) the filing by the Collateral Agent of appropriate financing statements in the applicable filing offices in the jurisdictions set out forth in Sections 11.19 (a) Annex A, and (bii) the filing of the Amended appropriate Grants of Security Interest in the form of Annex I or J attached hereto in the United States Patent and Restated Credit AgreementTrademark Office or in the United States Copyright Office, as applicable, all filings, registrations and recordings necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) will have been accomplished or will be accomplished within one Business Day from and the Effective Date and upon such filings, registrations or recordations, security interest granted to the Security Interest granted hereby Collateral Agent pursuant to this Agreement in and to the Collateral constitutes or will constitute create a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is will be entitled to all the rights, priorities and benefits afforded by such the Uniform Commercial Code or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by filing a financing statement under the Uniform Commercial Code as enacted in any relevant jurisdiction or in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit Agreement, all All filings, registrations registrations, recordings and recordings other actions necessary or appropriate to create, preserve and perfect the Security Interest security interest granted hereby in respect of by such Assignor to the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) Agent hereby have been accomplished or will be accomplished within one Business Day from as of the Effective Date and upon such filingsClosing Date, registrations or recordationssubject to, with respect to the Specified Deposit Accounts, the Security Interest execution of deposit account control agreements, and the security interest granted hereby to the Collateral Agent pursuant to this Agreement in and to the Collateral constitutes creates or will constitute create, as of the applicable date, a valid and, together with all such filings, registrations, recordings and other actions, perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (in each case, other than Permitted RC Asset Liens) and is entitled to all the rights, priorities and benefits afforded by such the Uniform Commercial Code or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by control (within the meaning of the UCC as in effect on the date hereof in the State of New York) or by filing a financing statement under the Uniform Commercial Code as enacted in any relevant jurisdiction, in each case other than as otherwise permitted by this Agreement or the Credit Agreement.

Necessary Filings. Except as set out forth in Sections 11.19 (ai) and (b) of the Amended and Restated Credit Agreement, all All filings, registrations and recordings necessary or appropriate to create, preserve preserve, protect and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished (or, in the case of Collateral for which it is necessary to file a UCC-1 financing statement or the filing of the Grants of Security Interests set forth in Annexes G and H in order to perfect a security interest in such Collateral, such filings will be accomplished within one Business Day from 10 days following the Effective Initial Borrowing Date (or to the extent such Collateral is acquired after the Initial Borrowing Date, within 10 days following the date of the acquisition of such Collateral)), and upon such filings, registrations or recordations, (ii) the Security Interest security interest granted hereby to the Collateral Agent pursuant to this Agreement in and to the Collateral constitutes or (or, in the case of Collateral referred to in the parenthetical in clause (i) above, upon compliance with the requirements of such parenthetical, will constitute constitute) a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by such the Uniform Commercial Code or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit otherwise permitted by this Agreement, all filings, registrations registrations, recordings and recordings other actions reasonably necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished or will be accomplished within one Business Day from and the Effective Date and upon such filings, registrations or recordations, security interest granted to the Security Interest granted hereby Collateral Agent pursuant to this Agreement in and to the Collateral constitutes or will constitute creates a valid and, together with all such filings, registrations, recordings and other actions, a perfected security interest therein prior to the rights of all other Persons (other than the applicable First Priority Representative and, with respect to the Xxx Collateral, the collateral agent under the First Lien Notes Indenture to the extent set forth in the Xxx Intercreditor Agreement) therein and subject to no other Liens (other than Permitted LiensLiens permitted by Section 10.03 of the Loan Agreement) and is entitled to all the rights, priorities and benefits afforded by such the UCC or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by possession or control (within the meaning of the New York UCC), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as Upon (i) the filing by the Collateral Agent of appropriate financing statements in the applicable filing offices in the jurisdictions set out forth in Sections 11.19 (a) Annex A, and (bii) the filing of the Amended appropriate Grants of Security Interest in the form of Annex I or J attached hereto in the United States Patent and Restated Credit AgreementTrademark Office or in the United States Copyright Office, as applicable, all filings, registrations and recordings necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) will have been accomplished or will be accomplished within one Business Day from and the Effective Date and upon such filings, registrations or recordations, security interest granted to the Security Interest granted hereby Collateral Agent pursuant to this Agreement in and to the Collateral constitutes or will constitute create a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is will be entitled to all the rights, priorities and benefits afforded by such the Uniform Commercial Code or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by filing a financing statement under the Uniform Commercial Code as enacted in any relevant jurisdiction or in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit Agreement, all All filings, registrations and recordings necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to makeother than vehicles) have been accomplished or will be accomplished within one Business Day from promptly upon the Effective Date execution of this Agreement and upon such filings, registrations or recordations, the other Security Interest Documents and the security interest granted hereby to the Collateral Agent pursuant to this Agreement in and to the Collateral constitutes (except for Instruments not required to be delivered to the Collateral Agent as contemplated by the parenthetical appearing in Section 3.6 hereof) creates or will constitute create a perfected security interest therein prior to the rights of all other Persons therein (other than Permitted Liens related thereto) and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by such the UCC or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by possession, by filing a financing statement under the UCC as enacted in any relevant jurisdiction and by filing a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit Agreement, all All filings, registrations registrations, recordings and recordings other actions necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished (or will be accomplished within one Business Day from the Effective Date time periods set forth in the first sentence of Section 7.11(a) of the Credit Agreement) and upon such filings, registrations or recordations, the Security Interest security interest granted hereby to the Collateral Agent pursuant to this Agreement in and to the Collateral constitutes creates (or upon such filings will constitute create) a valid and, together with all such filings, registrations, recordings and other actions, a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by such the UCC or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit otherwise permitted by this Agreement, all filings, registrations registrations, recordings and recordings other actions reasonably necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished or will be accomplished within one Business Day from and the Effective Date and upon such filings, registrations or recordations, security interest granted to the Security Interest granted hereby Collateral Agent pursuant to this Agreement in and to the Collateral constitutes or will constitute creates a valid and, together with all such filings, registrations, recordings and other actions, a perfected security interest therein prior to the rights of all other Persons (other than the collateral agent under the First Lien Notes Indenture and, after the Pulitzer Debt Satisfaction Date, the First Priority Representative) therein and subject to no other Liens (other than Permitted LiensLiens permitted by Section 10.03 of the Credit Agreement) and is entitled to all the rights, priorities and benefits afforded by such the UCC or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by possession or control (within the meaning of the New York UCC), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit Agreement, all All filings, registrations and recordings necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Grantor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to makeother than motor vehicles) have been accomplished or will be accomplished within one Business Day from promptly upon the Effective Date execution of this Agreement and upon such filings, registrations or recordations, the other Security Interest Documents and the security interest granted hereby to the Collateral Agent pursuant to this Agreement in and to the Collateral constitutes (except for Instruments and certificated Equity Interests not yet delivered to the Collateral Agent) creates or will constitute create a perfected security interest therein prior to the rights of all other Persons therein (other than Permitted Liens related thereto) and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by such the UCC or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by possession, by filing a financing statement under the UCC as enacted in any relevant jurisdiction and by filing a Grant of Security Interest in the respective form of Annex H, I or J hereto, as appropriate, attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office for each item of Registered Intellectual Property Collateral listed on Annex E, F or G, as applicable.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit Agreement, all All filings, registrations registrations, recordings and recordings other actions necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished or will be accomplished accomplished, in each case to the extent and within one Business Day from the Effective Date time frames required by this Agreement and upon such filingsthe Credit Agreement, registrations or recordations, and the Security Interest security interest granted hereby to the Collateral Agent pursuant to this Agreement in and to the Collateral constitutes or will constitute creates a valid and, together with all such filings, registrations, recordings and other actions, and subject to the Intercreditor Agreement, a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by such the Uniform Commercial Code or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the Uniform Commercial Code as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as set out forth in Sections 11.19 (ai) and (b) of the Amended and Restated Credit Agreement, all All filings, registrations registrations, recordings and recordings other actions necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished (or will be accomplished within one Business Day from the Effective Date time periods set forth in the first sentence of Section 8.11(a) of the Credit Agreement) and upon such filings, registrations or recordations, (ii) the Security Interest security interest granted hereby to the Collateral Agent pursuant to this Agreement in and to the Collateral constitutes creates (or upon such filings will constitute create) a valid and, together with all such filings, registrations, recordings and other actions, a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by such the UCC or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected and is required to be perfected hereunder (x) by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), (y) by filing a financing statement under the UCC as enacted in any relevant jurisdiction or (z) by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit otherwise permitted by this Agreement, all filings, registrations registrations, recordings and recordings other actions reasonably necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished or will be accomplished within one Business Day from and the Effective Date and upon such filings, registrations or recordations, security interest granted to the Security Interest granted hereby Collateral Agent pursuant to this Agreement in and to the Collateral constitutes or will constitute creates a valid and, together with all such filings, registrations, recordings and other actions, a perfected security interest therein prior to the rights of all other Persons (other than the collateral agents under the Pari Passu Credit Facility and in respect of the Revolving Credit Facility and, after the Pulitzer Debt Satisfaction Date, the First Priority Representative) therein and subject to no other Liens (other than Permitted LiensLiens permitted by Section 3.5 of the Indenture) and is entitled to all the rights, priorities and benefits afforded by such the UCC or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by possession or control (within the meaning of the New York UCC), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit Agreement, all All filings, registrations and recordings necessary or appropriate to create, preserve preserve, protect and perfect the Security Interest security interest granted by the Borrower to the Agent, on behalf of the Lenders, hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished or will be accomplished within one Business Day from and the Effective Date and upon such filingssecurity interest granted to the Agent, registrations or recordationson behalf of the Lenders, the pursuant to this Security Interest granted hereby Agreement in and to the Collateral constitutes or will constitute a perfected security interest, to the extent that a security interest therein may be obtained by filing, registration or recording, except for Pledged Deposits with other institutions not designated therein, superior and prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liensexcept Liens permitted by Section 6.18 of the Credit Agreement) and is entitled to all the rights, priorities and benefits afforded by such the Uniform Commercial Code or other relevant laws law as enacted in any relevant jurisdiction which relates to perfected security interests, . Without limiting in each case to any way the extent that the Collateral consists Obligations of the type Borrower set forth herein, if the Agent or any Lender shall notify the Borrower of property any filing required to be made pursuant to this Section, the Borrower shall promptly, and in which a security interest may be created;any event within ten (10) Business Days from such notice, make any such filing.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit Agreement, all filings, registrations and recordings necessary or appropriate to create, preserve and perfect the The Security Interest granted hereby in respect of by the Obligor to the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) Agent pursuant to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished or will be accomplished within one Business Day from the Effective Date and upon such filings, registrations or recordations, the Security Interest granted hereby this Agreement in and to the Collateral constitutes or will constitute for the benefit of the Collateral Agent and Secured Creditors creates a valid security interest and Lien upon the Obligor’s right, title and Interest to the Collateral and together with all such filings, registrations, recordings and other actions, a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by such the PPSA or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by possession or by filing a financing statement under the PPSA or other relevant law as enacted in any relevant jurisdiction. Upon the recordation of the Confirmation of Security Interest in the form of Schedule D in Registrable Intellectual Property with CIPO, together with the filings of financing statements under the PPSA made on or prior to the Effective Date, the Security Interest shall constitute a fully perfected Lien on, and security interest in, all right, title and interest of the Obligor in the Registrable Intellectual Property, in each case prior and superior in right to any other person (it being understood that subsequent recordings in CIPO may be necessary to perfect a Lien on Registrable Intellectual Property acquired by the Obligor after the date hereof).

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit Agreement, all All filings, registrations registrations, recordings and recordings other actions necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished (other than any such actions necessary or will be accomplished within one Business Day from appropriate to perfect such security interest in the Effective Date Deposit Accounts) and upon such filings, registrations or recordations, the Security Interest security interest granted hereby to the Collateral Agent pursuant to this Agreement in and to the Collateral constitutes or will constitute creates a valid and, together with all such filings, registrations, recordings and other actions (and except with respect to the Deposit Accounts), a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and and, except with respect to the security interest in the Deposit Accounts, is entitled to all the rights, priorities and benefits afforded by such the Uniform Commercial Code or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the Uniform Commercial Code as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit Agreement, all All filings, registrations registrations, recordings and recordings other actions necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished or will be accomplished within one 10 Business Day Days from the Effective Date date hereof and upon such filings, registrations recordations or recordationsother actions, the Security Interest security interest granted hereby to the Collateral Agent pursuant to this Agreement in and to the Collateral constitutes or will constitute creates a valid and, together with all such filings, registrations, recordings and other actions, a perfected security interest therein prior to the rights of all other Persons therein (other than Permitted Liens) and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by such the Uniform Commercial Code or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the Uniform Commercial Code as enacted in any relevant jurisdiction or by the filing of a Grant of Security Interest in the respective form attached hereto (as Annex L, M or N) in the United States Patent and Trademark Office or in the United States Copyright Office, as the case may be.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit Agreement, all All filings, registrations registrations, recordings and recordings other actions necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished (or will be accomplished within one Business Day from the Effective Date time periods set forth in the first sentence of Section 8.11(a) of the Credit Agreement) and upon such filings, registrations or recordations, (ii) the Security Interest security interest granted hereby to the Collateral Agent pursuant to this Agreement in and to the Collateral constitutes creates (or upon such filings will constitute create) a valid and, together with all such filings, registrations, recordings and other actions, a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by such the UCC or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected and is required to be perfected hereunder (x) by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), (y) by filing a financing statement under the UCC as enacted in any relevant jurisdiction or (z) by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as Upon the filing by the Collateral Agent of appropriate financing statements in the applicable filing offices in the jurisdictions set out forth in Sections 11.19 (a) Annexes A and (b) B attached hereto, and upon the filing of the Amended appropriate Assignments of Security Interest in the form of Annex G or H attached hereto in the United States Patent and Restated Credit AgreementTrademark Office or in the United States Copyright Office, as applicable, all filings, registrations and recordings necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) will have been accomplished or will be accomplished within one Business Day from and the Effective Date and upon such filings, registrations or recordations, security interest granted to the Security Interest granted hereby Collateral Agent pursuant to this Agreement in and to the Collateral constitutes or will constitute create a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is will be entitled to all the rights, priorities and benefits afforded by such the Uniform Commercial Code or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by filing a financing statement under the Uniform Commercial Code as enacted in any relevant jurisdiction or in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit Agreement, all All filings, registrations registrations, recordings and recordings other actions necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the PBGC hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished or will be accomplished within one Business Day from forthwith, and the Effective Date and upon such filings, registrations or recordations, security interest granted to the Security Interest granted hereby PBGC pursuant to this Agreement in and to the Collateral constitutes or will constitute creates a valid and, together with all such filings, registrations, recordings and other actions, a perfected security interest therein prior to the rights of all other Persons therein (other than the First-Lien Collateral Agent) and subject to no other Liens (other than Permitted LiensLiens and filings registered or recorded with the United States Patent and Trademark Office with respect to which the underlying secured indebtedness has been paid in full) and is entitled to all the rights, priorities and benefits afforded by such the Uniform Commercial Code or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the Uniform Commercial Code as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as Upon the filing by the Collateral Agent of ----------------- appropriate financing statements in the applicable filing offices in the jurisdiction set out forth in Sections 11.19 (a) Annexes A and (b) B, and upon the filing of the Amended appropriate Assignments of Security Interest in the form of Annex G or H attached hereto in the United States Patent and Restated Credit AgreementTrademark Office or in the United States Copyright Office, as applicable, all filings, registrations and recordings necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) will have been accomplished or will be accomplished within one Business Day from and the Effective Date and upon such filings, registrations or recordations, security interest granted to the Security Interest granted hereby Collateral Agent pursuant to this Agreement in and to the Collateral constitutes or will constitute create a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is will be entitled to all the rights, priorities and benefits afforded by such the Uniform Commercial Code or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by filing a financing statement under the Uniform Commercial Code as enacted in any relevant jurisdiction or in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as set out forth otherwise specified herein, in Sections 11.19 (a) and (b) of the Amended and Restated DIP Credit Agreement, in the Final Order or in any other order made by the Bankruptcy Court in the U.S. Cases, all filings, registrations registrations, recordings and recordings other actions necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished or will be accomplished within one Business Day from and the Effective Date and upon such filings, registrations or recordations, security interest granted to the Security Interest granted hereby Collateral Agent pursuant to this Agreement in and to the Collateral constitutes or will constitute creates a valid and, together with all such filings, registrations, recordings and other actions, a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by such the Uniform Commercial Code or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by possession or control (within the meaning of the UCC as in effect on the Agreement Execution Date in the State of New York), by filing a financing statement under the Uniform Commercial Code as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office.

Necessary Filings. Except as set out forth in Sections 11.19 (a) and (b) of the Amended and Restated Credit Agreement, all All filings, registrations registrations, recordings and recordings other actions necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished or will be accomplished within one Business Day from and the Effective Date and upon such filings, registrations or recordations, security interest granted to the Security Interest granted hereby Collateral Agent pursuant to this Agreement in and to the Collateral constitutes creates (or upon such filings will constitute create) a valid and, together with all such filings, registrations, recordings and other actions, a perfected security interest therein to the extent a perfected security interest can be granted therein pursuant to the laws of the United States, which perfected security interest will be prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by such the UCC or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected (i) by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), (ii) by filing a financing statement under the UCC as enacted in any relevant jurisdiction or (iii) by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office, as the case may be.

Necessary Filings. Except as Upon the execution and delivery by the deposit bank for each Deposit Account set out forth in Sections 11.19 Annex F hereto of “control agreements” among such deposit bank, the Collateral Agent and the relevant Assignor, substantially in the form of Annex G-1 hereto (a) and (b) of the Amended and Restated Credit Agreementappropriately completed), all filings, registrations registrations, recordings and recordings other actions necessary or appropriate to create, preserve and perfect the Security Interest security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral located in jurisdictions (save and except for any filings, registrations or recordings: (A) in respect of fixtures in the appropriate land registry office; and (B) in respect of any assignment of Crown debts (as that term is defined in the Financial Administration Act (Canada)) to which Part VII of the Financial Administration Act (Canada) applies), which filings, registrations or recordings the Obligor is not required to make) have been accomplished or will be accomplished within one Business Day from and the Effective Date and upon such filings, registrations or recordations, security interest granted to the Security Interest granted hereby Collateral Agent pursuant to this Agreement in and to the Collateral constitutes or will constitute creates a valid and, together with all such filings, registrations, recordings and other actions, a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by such the UCC or other relevant laws law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be created;perfected by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office.