Common use of Necessary Filings Clause in Contracts

Necessary Filings. Except as otherwise permitted by this Agreement, all filings, registrations, recordings and other actions reasonably necessary or appropriate to create, preserve and perfect the security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral have been accomplished and the security interest granted to the Collateral Agent pursuant to this Agreement in and to the Collateral 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 Liens permitted by Section 10.03 of the Loan Agreement) and is entitled to all the rights, priorities and benefits afforded by the UCC or other relevant 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 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 otherwise permitted by this Agreement, all filings, registrations, recordings and other actions reasonably necessary or appropriate to create, preserve and perfect the security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral have been accomplished and the security interest granted to the Collateral Agent pursuant to this Agreement in and to the Collateral 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 and, after the extent set forth in Pulitzer Debt Satisfaction Date, the Xxx Intercreditor AgreementFirst Priority Representative) therein and subject to no other Liens (other than Liens permitted by Section 10.03 of the Loan Credit Agreement) and is entitled to all the rights, priorities and benefits afforded by the UCC or other relevant 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 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 Upon the filing by the Collateral Agent of ----------------- appropriate financing statements in the applicable filing offices in the jurisdiction set forth in Annexes A and B, and upon the filing of the appropriate Assignments of Security Interest in the form of Annex G or H attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office, as otherwise permitted by this Agreementapplicable, all filings, registrations, registrations and recordings and other actions reasonably necessary or appropriate to create, preserve and perfect the security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral will have been accomplished and the security interest granted to the Collateral Agent pursuant to this Agreement in and to the Collateral creates a valid and, together with all such filings, registrations, recordings and other actions, will create 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 Liens permitted by Section 10.03 of the Loan AgreementPermitted Liens) and is will be entitled to all the rights, priorities and benefits afforded by the UCC Uniform Commercial Code or other relevant 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 perfected by possession or control (within the meaning of the New York UCC), by filing a financing statement under the UCC 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 otherwise permitted by this Agreement, all All filings, registrations, registrations and recordings and other actions reasonably necessary or appropriate to create, preserve and perfect the security interest granted by such Assignor Grantor to the Collateral Agent hereby in respect of the Collateral (other than motor vehicles) have been accomplished or will be accomplished promptly upon the execution of this Agreement and the other Security Documents and the security interest granted to the Collateral Agent pursuant to this Agreement in and to the Collateral (except for Instruments and certificated Equity Interests not yet delivered to the Collateral Agent) creates a valid and, together with all such filings, registrations, recordings and other actions, or will create a perfected security interest therein prior to the rights of all other Persons therein (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 AgreementPermitted Liens related thereto) therein and subject to no other Liens (other than Liens permitted by Section 10.03 of the Loan AgreementPermitted Liens) and is entitled to all the rights, priorities and benefits afforded by the UCC or other relevant 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 perfected by possession or control (within the meaning of the New York UCC)possession, by filing a financing statement under the UCC as enacted in any relevant jurisdiction or and by a filing of 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 OfficeOffice for each item of Registered Intellectual Property Collateral listed on Annex E, F or G, as applicable.

Necessary Filings. Except as otherwise permitted by this Agreement, all All filings, registrations, recordings and other actions reasonably necessary or appropriate to create, preserve and perfect the security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral have been accomplished (or will be accomplished within the time periods set forth in the first sentence of Section 7.11(a) of the Credit Agreement) and the security interest granted to the Collateral Agent pursuant to this Agreement in and to the Collateral creates (or upon such filings will 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 (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 Liens permitted by Section 10.03 of the Loan AgreementPermitted Liens) and is entitled to all the rights, priorities and benefits afforded by the UCC or other relevant 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 perfected by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York UCCYork), 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 otherwise permitted specified herein, in the DIP Credit Agreement, in the Final Order or in any other order made by this Agreementthe Bankruptcy Court in the U.S. Cases, all filings, registrations, recordings and other actions reasonably necessary or appropriate to create, preserve and perfect the security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral have been accomplished and the security interest granted to the Collateral Agent pursuant to this Agreement in and to the Collateral 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 Liens permitted by Section 10.03 of the Loan AgreementPermitted Liens) and is entitled to all the rights, priorities and benefits afforded by the UCC Uniform Commercial Code or other relevant 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 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 UCCYork), by filing a financing statement under the UCC 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 otherwise permitted by this Agreement, all All filings, registrations, recordings and other actions reasonably necessary or appropriate to create, preserve and perfect the security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral have been accomplished (other than any such actions necessary or appropriate to perfect such security interest in the Deposit Accounts) and the security interest granted to the Collateral Agent pursuant to this Agreement in and to the Collateral creates a valid and, together with all such filings, registrations, recordings and other actionsactions (and except with respect to the Deposit Accounts), 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 Liens permitted by Section 10.03 of Permitted Liens) and, except with respect to the Loan Agreement) and security interest in the Deposit Accounts, is entitled to all the rights, priorities and benefits afforded by the UCC Uniform Commercial Code or other relevant 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 perfected by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York UCCYork), by filing a financing statement under the UCC 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 Upon the filing by the Collateral Agent of appropriate financing statements in the applicable filing offices in the jurisdictions set forth in Annexes A and B attached hereto, and upon the filing of the appropriate Assignments of Security Interest in the form of Annex G or H attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office, as otherwise permitted by this Agreementapplicable, all filings, registrations, registrations and recordings and other actions reasonably necessary or appropriate to create, preserve and perfect the security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral will have been accomplished and the security interest granted to the Collateral Agent pursuant to this Agreement in and to the Collateral creates a valid and, together with all such filings, registrations, recordings and other actions, will create 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 Liens permitted by Section 10.03 of the Loan AgreementPermitted Liens) and is will be entitled to all the rights, priorities and benefits afforded by the UCC Uniform Commercial Code or other relevant 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 perfected by possession or control (within the meaning of the New York UCC), by filing a financing statement under the UCC 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 otherwise permitted by this Agreement, all All filings, registrations, recordings and other actions reasonably necessary or appropriate to create, preserve and perfect the security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral have been accomplished or will be accomplished, in each case to the extent and within the time frames required by this Agreement and the Credit Agreement, and the security interest granted to the Collateral Agent pursuant to this Agreement in and to the Collateral 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 (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 Liens permitted by Section 10.03 of the Loan AgreementPermitted Liens) and is entitled to all the rights, priorities and benefits afforded by the UCC Uniform Commercial Code or other relevant 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 perfected by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York UCCYork), by filing a financing statement under the UCC 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 otherwise permitted by this Agreement, all filings, registrations, recordings and other actions reasonably necessary or appropriate to create, preserve and perfect the security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral have been accomplished and the security interest granted to the Collateral Agent pursuant to this Agreement in and to the Collateral 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 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 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 AgreementRepresentative) therein and subject to no other Liens (other than Liens permitted by Section 10.03 3.5 of the Loan AgreementIndenture) and is entitled to all the rights, priorities and benefits afforded by the UCC or other relevant 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 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 otherwise permitted by this Agreement, all All filings, registrations, recordings and other actions reasonably necessary or appropriate to create, preserve and perfect the security interest granted by such Assignor to the Collateral Agent PBGC hereby in respect of the Collateral have been accomplished or will be accomplished forthwith, and the security interest granted to the Collateral Agent PBGC pursuant to this Agreement in and to the Collateral 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 applicable First Priority Representative and, with respect to the Xxx Collateral, the collateral agent under the First First-Lien Notes Indenture to the extent set forth in the Xxx Intercreditor AgreementCollateral Agent) therein and subject to no other Liens (other than Permitted Liens permitted by Section 10.03 of and filings registered or recorded with the Loan AgreementUnited 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 the UCC Uniform Commercial Code or other relevant 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 perfected by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York UCCYork), by filing a financing statement under the UCC 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 otherwise permitted Upon the execution and delivery by this Agreementthe deposit bank for each Deposit Account set forth in 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 (appropriately completed), all filings, registrations, recordings and other actions reasonably necessary or appropriate to create, preserve and perfect the security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral have been accomplished and the security interest granted to the Collateral Agent pursuant to this Agreement in and to the Collateral 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 Liens permitted by Section 10.03 of the Loan AgreementPermitted Liens) and is entitled to all the rights, priorities and benefits afforded by the UCC or other relevant 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 perfected by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York UCCYork), 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.