Perfected First Priority Security Interest. This Agreement is effective to create in favor of the Collateral Agent for the ratable benefit of the Secured Parties, a legal, valid and enforceable security interest in the Collateral and the Proceeds thereof. In the case of the certificated Pledged Securities, when stock certificates representing such Pledged Securities are delivered to the Collateral Agent and in the case of the other Collateral, when financing statements and other filings specified on Schedule 3 hereof in appropriate form are filed in the offices specified on Schedule 3 hereof and other actions described in Schedule 3 hereof are taken, this Agreement shall constitute, and will at all times constitute, a fully perfected First Priority Lien on, and security interest in, all rights, title and interest of the Grantors in such Collateral and the Proceeds thereof, as security for the Secured Obligations.
Perfected First Priority Security Interest. The Security Interest and lien constitute and will continue to constitute a valid, perfected first priority security interest in such Pledged Collateral in favor of the Pledgee, enforceable as such against all creditors of and purchasers from the Pledgor;
Perfected First Priority Security Interest. (a) All certificates, agreements, promissory notes or instruments representing or evidencing the Secured Collateral in existence on the date hereof have been delivered to the Lender in suitable form for transfer by delivery or accompanied by duly executed undated instruments of transfer or assignment in blank and (assuming continuing possession by the Lender of all such Secured Collateral) the Lender has a perfected First Priority security interest therein.
(b) The Lender has a perfected First Priority security interest in all Secured Collateral that are uncertificated securities pledged by it hereunder that are in existence on the date hereof.
(c) On the date hereof all financing statements, agreements, instruments and other documents necessary to perfect the security interest granted by each Grantor to the Lender in respect of the Pledged Collateral have been delivered to the Lender in completed and, to the extent necessary or appropriate, duly executed form for filing in each governmental, municipal or other office required by law to perfect, continue and maintain a valid, enforceable, First Priority security interest in the Pledged Collateral as provided herein.
(d) This Agreement is effective to create in favor of the Lender, a legal, valid and enforceable security interest in the Pledged Collateral and the proceeds thereof. All filings and other actions necessary or appropriate to perfect the security interest in the Pledged Collateral granted by such Grantor hereunder have been duly made or taken and are in full force and effect; and such security interest is First Priority.
Perfected First Priority Security Interest. This Agreement is effective to create in favor of the Secured Party, a legal, valid and enforceable security interest in the Pledged Collateral and the proceeds thereof. When this Agreement is filed with the United States Patent and Trademark Office and all filings under Section 2.02(a) of this Agreement are filed, this Agreement shall constitute, and will at all times that it continues in force constitute, a fully perfected First Priority Lien on, and security interest in, all rights, title and interest of the Pledgor in the Pledged Collateral and the proceeds thereof, as security for the Note.
Perfected First Priority Security Interest. This Agreement is effective to create in favor of Lender, a legal, valid and enforceable security interest in the Pledged Collateral and the Proceeds thereof. In the case of any certificated Pledged Securities, when stock certificates representing such Pledged Securities are delivered to Lender and in the case of the other Pledged Collateral, when financing statements and other filings specified on Schedule 2 hereof in appropriate form are filed in the offices specified on Schedule 2 hereof and other actions described in Schedule 2 hereof are taken (including, without limitation, the filing of the Intellectual Property Security Agreement and supplemental Intellectual Property Security Agreements with the United States Patent and Trademark Office and the United States Copyright Office and the execution and delivery of Control Agreements with respect to Securities Accounts, Commodities Accounts and Deposit Accounts all in form satisfactory to Lender), the security in and Lien on the Pledged Collateral granted to Lender pursuant to this Agreement shall constitute, and will at all times constitute, a fully perfected First Priority Lien on, and security interest in, all rights, title and interest of the Grantors in such Pledged Collateral and the Proceeds thereof, as security for the Secured Obligations.
Perfected First Priority Security Interest. Upon the satisfaction of the Perfection Requirements with respect to the Aircraft Collateral, Collateral Agent shall have a first priority perfected security interest in the Aircraft Collateral to the extent required by the terms of this Agreement and no further action is necessary in order to perfect in favor of Collateral Agent a first priority security interest in the Aircraft Collateral to the extent required by the terms of this Agreement. 6 Section 2.03.
Perfected First Priority Security Interest. Upon the filing and recordation of this Agreement (and, if applicable, any Supplemental Schedule) with the FAA, Agent shall have a first priority perfected security interest in that portion of the Collateral in which perfection is governed by the Federal Aviation Act and the FARs (other than Permitted Liens in the case of Collateral that is not designated as Eligible Spare Parts). Grantor further represents and warrants that, other than the filing of a financing statement in the State of organization of Grantor and the recordation of this Agreement (and, if applicable, any Supplemental Schedule) with the FAA, the execution, delivery, and performance by Grantor of this Agreement, and the creation and perfection of the Security Interest in favor of Agent hereunder against Grantor and all other Persons, do not and will not require any registration, recordation or other filing with, or consent, or approval of, or notice to, or other action with or by, any Governmental Authority.
Perfected First Priority Security Interest. This Agreement is effective to create in favor of Collateral Agent for the benefit of the Secured Parties, a legal, valid and enforceable First Priority security interest in the Collateral and the Proceeds thereof.
Perfected First Priority Security Interest. This Agreement is effective to create in favor of Secured Party, for the benefit of the Lenders, a legal, valid and enforceable security interest in the Collateral and the Proceeds thereof, subject, as to enforceability, to applicable bankruptcy, insolvency or similar laws affecting creditors’ rights generally and to general principles of equity and principles of good faith and dealing, and upon the making of such filings and taking of such other actions required to be taken hereby or by the applicable Combined Note Documents (including the filing of appropriate financing statements with the office of the Secretary of State of the state of organization of each Grantor and the execution and delivery, by each party thereto, and continuing effectiveness of the Securities Control Agreement, in each case in favor of the Secured Party for the benefit of itself and the Lenders, and such Liens constitute perfected Liens (with the priority such Liens are expressed to have herein) on the Collateral (to the extent such Liens are required to be perfected under the terms hereof), securing the Secured Obligations, in each case as and to the extent set forth herein. Each Grantor represents and warrants that on the date hereof all financing statements, agreements, instruments and other documents, including the Securities Control Agreement, necessary to perfect the security interest granted by such Grantor to Secured Party in respect of the Collateral (to the extent the security interest therein can be perfected under Article 9 of the UCC by the filing of a Form UCC-1 financing statement and, in the case of the Specified Account, perfection by “control”) have been delivered to Secured Party in completed and, to the extent necessary or appropriate, duly executed form for filing in each applicable governmental, municipal or other office. Each Grantor agrees that at its sole cost and expense, such Grantor will take all actions reasonably requested by the Secured Party in order to maintain the security interest created by this Agreement in the Collateral as a perfected First Priority security interest.
Perfected First Priority Security Interest. Upon the filing and recordation of this Agreement (and, if applicable, any Supplemental Schedule) with the FAA and, in the case of an Engine, filing International Interests on the International Registry in accordance with the Cape Town Treaty, Agent shall have a first priority perfected security interest in that portion of the Collateral in which perfection is governed by the Federal Aviation Act, the FARs and the Convention (as applicable) (other than (x) Permitted Eligible Collateral Liens, in the case of Collateral designated as Eligible Spare Parts or Eligible Spare Engines or (y) Permitted Liens, in the case of other Collateral, Engines, or Spare Parts). Grantor further represents and warrants that, other than the filing of a financing statement in the State of organization of Grantor and the recordation of this Agreement (and, if applicable, any Supplemental Schedule) with the FAA and, in the case of an Engine, filing International Interests on the International Registry in accordance with the Cape Town Treaty, the execution, delivery, and performance by Grantor of this Agreement, and the creation and perfection of the Security Interest in favor of Agent hereunder against Grantor and all other Persons, do not and will not require any registration, recordation or other filing with, or consent, or approval of, or notice to, or other action with or by, any Governmental Authority.
