No Liens; Other Financing Statements. (a) The Pledgor is the legal and beneficial owner of, and has good and marketable title to, the Pledged Collateral.
(b) No financing statement or other evidence of lien covering or purporting to cover any of the Collateral is on file in any public office.
No Liens; Other Financing Statements. (a) Except for the Lien granted to the Secured Party hereunder and Permitted Liens, Debtor owns each item of the Collateral free and clear of any and all Liens, rights, or claims of all other Persons, and Debtor shall defend the Collateral against all claims and demands of all Persons at any time claiming the same or any interest therein adverse to the Secured Party.
(b) No financing statement or other evidence of Lien covering or purporting to cover any of the Collateral is on file in any public office other than (i) financing statements in favor of the Secured Party, (ii) financing statements for which proper termination statements have been delivered to the Secured Party for filing, and (iii) financing statements filed in connection with Permitted Liens.
No Liens; Other Financing Statements. (a) Except for the Security Interest granted to the Collateral Agent hereunder and any security interest and liens contemplated by the Intercreditor Agreement that may in the future be granted to the Lender under the Eligible Loan Facility and except for the Permitted Liens, including, without limitation, the McDonald's Senior Liens, the Company owns and, as to all Collateral whether now existing or hereafter acquired, will continue to own, each item of the Collateral free and clear of all Liens, rights and claims, and the Company shall defend the Collateral against all claims and demands of all Persons at any time claiming the same or any interest therein adverse to the Collateral Agent on the Collateral entitled to priority therein under applicable law.
(b) No financing statement or other evidence of any Lien covering or purporting to cover any of the Collateral is on file and is effective in any public office other than (i) financing statements filed or to be filed in connection with the Security Interests granted to the Collateral Agent hereunder, (ii) financing statements filed or to be filed in connection with the Eligible Loan Facility, (iii) financing statements for which proper, executed termination statements have been delivered to the Collateral Agent for filing, (iv) mortgages, deeds of trust, deeds to secure debt, fixture filings, financing statements or other evidence of Liens filed or to be filed in connection with the McDonald's Senior Liens and/or the Subordination Agreement, and (v) financing statements filed by pre-petition creditors as set forth in the Company's Plan of Reorganization but which no longer evidence valid or existing security interests in the Collateral.
No Liens; Other Financing Statements. (a) Except for the Lien granted to the Collateral Agent hereunder, and except for Permitted Liens (other than Permitted Liens with respect to the Eligible Credit Facility), each Subsidiary Guarantor owns and, as to all Collateral whether now existing or hereafter acquired, will continue to own, each item of the Collateral free and clear of all Liens, rights and claims, and each Subsidiary Guarantor shall defend the Collateral against all claims and demands of all Persons at any time claiming the same or any interest therein adverse to the Collateral Agent on the Collateral entitled to priority therein under applicable law.
(b) No financing statement or other evidence of Lien covering or purporting to cover any of the Collateral is on file and is effective in any public office other than (i) financing statements filed or to be filed in connection with the security interests granted to the Collateral Agent hereunder, (ii) financing statements for which proper, executed termination statements have been delivered to the Collateral Agent for filing; and (iii) financing statements filed by pre-petition creditors as set forth in the Company's Plan of Reorganization but which no longer evidence valid or existing security interests in the Collateral.
No Liens; Other Financing Statements. (a) Except for the Lien granted hereunder to the Collateral Agent for itself and the benefit of the Senior Parties or certain of them as provided in the Collateral Agency Agreement, the Partnership is, and as to all Collateral whether now existing or hereafter acquired after the date hereof, the Partnership will continue to be the owner of valid and marketable title in and to each item of the Collateral free and clear of any and all Liens other than Permitted Liens and the Partnership shall defend the Collateral against all claims and demands of all Persons at any time claiming the same or any interest therein adverse to the Collateral Agent or any Senior Party.
(b) Other than financing statements filed in connection herewith, there is no financing statement (or similar statement or instrument of registration under the law of any jurisdiction) covering or purporting to cover any interest of any kind in the Collateral, except (i) financing statements filed in connection with Permitted Liens, and (ii) financing statements for which proper termination statements have been delivered to the Collateral Agent for filing. The Partnership will not execute or authorize to be filed in any public office any financing statement (or similar statement or instrument of registration under the law of any jurisdiction) or statements relating to the Collateral, except financing statements filed or to be filed in respect of and covering the security interests granted hereby to the Collateral Agent by the Partnership and financing statements filed in respect of and covering Permitted Liens.
No Liens; Other Financing Statements. (a) Upon consummation of the transactions contemplated by the Purchase Agreement, and subject to the validity and accuracy of the representations and covenants regarding title to the Collateral made by the Secured Party to the Company in the Purchase Agreement:
(i) the Company will be the sole, legal and equitable owner of the Collateral;
(ii) this Agreement creates a valid and enforceable security interest in the Collateral in favor of Secured Party.
(b) The Company will neither create nor permit the existence of any lien or security interest other than the security interest created hereby on the Collateral without the consent of the Secured Party, and no lien or security interest on the Company’s assets exists which would allow the creditor to have priority over the Secured Party with respect to the Collateral.
(c) When UCC financing statements including the information about the Company specified in Section 2.4 have been filed in the jurisdiction set forth on page 1 of this Security Agreement, the Secured Party will hold a perfected security interest in the Collateral to the extent that a security interest therein may be perfected by filing pursuant to the UCC.
No Liens; Other Financing Statements. (a) Except for the Liens granted to the Secured Party hereunder, the Obligor is, and as to all Collateral acquired by it from time to time after the date hereof, the Obligor will be, the sole and absolute owner of each item of the Collateral free and clear of any and all Liens, rights, interests and claims of any person (other than Permitted Encumbrances), and the Obligor shall defend such Collateral against all claims and demands of all Persons at any time claiming the same or any interest therein adverse to the Secured Party.
(b) There is no financing statement executed by or on behalf of the Obligor (or similar statement or instrument of registration under the law of any jurisdiction) covering or purporting to cover any interest of any kind in the Collateral (except those executed by Obligor in connection with the Construction Contract and the Assigned Agreements), and the Obligor will not (except as aforesaid and as is otherwise provided herein) execute or authorize to be filed in any public office any financing statement (or similar statement or instrument of registration under the law of any jurisdiction) or statements relating to the Collateral.
No Liens; Other Financing Statements. (a) To the best of Debtor's knowledge, except for the Lien granted to the Secured Party hereunder and Permitted Liens, the Debtor own or otherwise has rights in and as to all Collateral, whether now existing or hereafter acquired, will continue to own or otherwise have rights in each item of the Collateral free and clear of any and all Liens, rights or claims of all other Persons other than Permitted Liens, and the Debtor will defend the Collateral against all other claims and demands of all Persons at any time claiming the same or any interest therein adverse to the Secured Party.
(b) To the best of the Debtor's knowledge, no financing statement or other evidence of Lien covering or purporting to cover any of the Collateral is on file in any public office other than financing statements filed or to be filed in connection with the security interests granted to the Secured Party hereunder or in connection with Permitted Liens.
No Liens; Other Financing Statements. (a) Except for the Lien granted to the Secured Party hereunder and the Lien granted to the Lender under the Loan Agreement, the Company and each Restricted Subsidiary owns and, as to all Collateral whether now existing or hereafter acquired will continue to own, each item of the Collateral free and clear of all Liens, rights and claims, and the Company and each Restricted Subsidiary shall defend the Collateral against all claims and demands of all Persons at any time claiming the same or any interest therein adverse to the Secured Party on the Collateral entitled to priority therein under applicable law.
(b) No financing statement or other evidence of Lien covering or purporting to cover any of the Collateral is on file and is effective in any public office other than (i) financing statements filed or to be filed in connection with the security interests granted to the Secured Party hereunder, (ii) financing statements filed in connection with the Loan Agreement, and (iii) financing statements for which proper, executed termination statements have been delivered to the Secured Party for filing.
No Liens; Other Financing Statements. (a) Such Pledgor is the sole legal and beneficial owner of, and has good and marketable title to, the Pledged Collateral.
(b) Except for any filing made by the lenders under the Credit Agreement or their agent, no financing statement or other evidence of lien covering or purporting to cover any of the Pledged Collateral is on file in any public office.
