Common use of Perfected Liens Clause in Contracts

Perfected Liens. The security interests granted pursuant to this Agreement (a) upon completion of the filings and other actions specified on Schedule 3 (which, in the case of all filings and other documents referred to on said Schedule, have been delivered to the Administrative Agent in completed and duly executed form) and will, to the extent perfection may be achieved by such filings and actions, constitute valid perfected security interests in all of the Collateral in favor of the Administrative Agent, for the ratable benefit of the Secured Parties, as collateral security for such Grantor’s Obligations under the laws of the United States, enforceable in accordance with the terms hereof against all creditors of such Grantor and any Persons purporting to purchase any Collateral from such Grantor and (b) are prior to all other Liens on the Collateral in existence on the date hereof except for (i) unrecorded Liens permitted by the Credit Agreement which have priority over the Liens on the Collateral by operation of law and (ii) in the case of Collateral other than Pledged Stock, Permitted Liens; provided, however, that additional filings in the United States Patent and Trademark Office and United States Copyright Office may be necessary with respect to the perfection of the Administrative Agent’s Lien in United States registrations and applications for Trademarks, Patents and Copyrights which are filed by, issued to, exclusively licensed to or acquired by any Grantor after the date hereof and, provided, further, no Grantor shall be required to perfect the security interests granted pursuant to this Agreement (i) by means of delivery of an agreement granting “control” (within the meaning of the applicable Uniform Commercial Code) over any Deposit Account or Securities Account (other than with respect to any Collateral Account) or (ii) in any Intellectual Property under the laws of a jurisdiction outside the United States.

Perfected Liens. The security interests granted pursuant to this Agreement (a) upon completion of the filings and other actions specified on Schedule 3 (which, in the case of all filings and other documents referred to on said Schedule, have been delivered to the Administrative Agent in completed and duly executed form) and will, to the extent perfection may be achieved by such filings and actions, will constitute valid perfected security interests in all of the Collateral in favor of the Administrative Agent, for the ratable benefit of the Secured Parties, as collateral security for such Grantor’s Obligations under the laws of the United StatesObligations, enforceable in accordance with the terms hereof against all creditors of such Grantor and any Persons purporting to purchase any Collateral from such Grantor and (b) are prior to all other Liens on the Collateral in existence on the date hereof except for (i) unrecorded Liens permitted by the Credit Agreement which have priority over the Liens on the Collateral by operation of law and (ii) in the case of Collateral other than Pledged Stock, Permitted Liens; provided, however, that additional filings in the United States Patent and Trademark Office and United States Copyright Office may be necessary with respect to the perfection of the Administrative Agent’s Lien in United States registrations and applications for Trademarks, Patents and Copyrights which are filed by, issued to, exclusively licensed to or acquired by any Grantor after the date hereof and, provided, further, no Grantor shall that additional filings and/or other actions may be required to perfect the security interests granted pursuant to this Agreement (i) by means of delivery of an agreement granting “control” (within the meaning of the applicable Uniform Commercial Code) over any Deposit Account or Securities Account (other than with respect to any Collateral Account) or (ii) Administrative Agent’s Lien in any Intellectual Property Collateral which is created under the laws of a jurisdiction outside the United States.

Perfected Liens. The security interests granted pursuant to this Agreement (a) upon completion of the filings and other actions specified on Schedule 3 (which, in the case of all filings and other documents referred to on said Schedule, have been delivered to the Administrative Agent in completed and duly executed form) and will, to the extent perfection may be achieved by such filings and actions, constitute valid perfected security interests in all of the Collateral in favor of the Administrative Agent, Collateral Agent for the ratable benefit of the Secured Parties, Lenders as collateral security for such Grantor’s Obligations under the laws of the United StatesSecured Obligations, enforceable in accordance with the terms hereof against all creditors and in accordance with the terms of such Grantor and any Persons purporting to purchase any Collateral from such Grantor the Facility Agreement and (b) are shall be prior to all other Liens on the Collateral in existence on the date hereof except for (i) unrecorded Permitted Liens permitted by the Credit Agreement which have priority over the Liens on the Collateral by operation of law or permitted pursuant to the Facility Agreement upon (i) in the case of all pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property, the delivery thereof to the Collateral Agent of such pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property consisting of instruments and certificates, in each case properly endorsed for transfer to the Collateral Agent or in blank, (ii) in the case of Collateral other than Pledged Stockall pledged Investment Property not in certificated form, Permitted Liens; provided, however, that additional filings in the United States Patent and Trademark Office and United States Copyright Office may be necessary execution of Control Agreements with respect to such Investment Property and (iii) in the perfection case of all other instruments and tangible chattel paper that are not pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property, the Administrative Agent’s Lien delivery thereof to the Collateral Agent of such instruments and tangible chattel paper. Except as set forth in United States registrations and applications for Trademarksthis Section 4.2, Patents and Copyrights which are filed by, issued to, exclusively licensed to or acquired all actions by any each Grantor after the date hereof and, provided, further, no Grantor shall be required necessary to perfect the Lien granted hereunder on the Collateral have been duly taken. As of the date hereof, the filings and other actions specified on Schedule 2 constitute all of the filings and other actions necessary to perfect all security interests granted pursuant to this Agreement (i) by means of delivery of an agreement granting “control” (within the meaning of the applicable Uniform Commercial Code) over any Deposit Account or Securities Account (other than with respect to any Collateral Account) or (ii) in any Intellectual Property under the laws of a jurisdiction outside the United Stateshereunder.

Perfected Liens. The security interests granted pursuant to this Agreement (a) upon completion of the filings and other actions specified on Schedule 3 2 (which, in the case of all which filings and other documents referred to on said ScheduleSchedule 2, have been delivered to the Administrative Agent Lenders in completed and duly executed form) and will, to the extent perfection may be achieved by such filings and actions, will constitute valid perfected security interests in all of the Collateral in favor of the Administrative Agent, for the ratable benefit of the Secured Parties, Lenders as collateral security for such Grantor’s Obligations under the laws of the United StatesSecured Obligations, enforceable in accordance with the terms hereof against all creditors and in accordance with the terms of such Grantor and any Persons purporting to purchase any Collateral from such Grantor the Facility Agreement and (b) are shall be prior to all other Liens on the Collateral in existence on the date hereof except for (i) unrecorded Permitted Liens permitted by the Credit Agreement which have having priority over the Liens on the Collateral Lenders’ Lien by operation of law or permitted pursuant to the Facility Agreement upon (i) in the case of all pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property, the delivery thereof to Lenders of such pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property consisting of instruments and certificates, in each case properly endorsed for transfer to Lenders or in blank, (ii) in the case of Collateral other than Pledged Stockall pledged Investment Property not in certificated form, Permitted Liens; provided, however, that additional filings in the United States Patent and Trademark Office and United States Copyright Office may be necessary execution of Control Agreements with respect to the perfection of the Administrative Agent’s Lien in United States registrations such Investment Property and applications for Trademarks, Patents and Copyrights which are filed by, issued to, exclusively licensed to or acquired by any Grantor after the date hereof and, provided, further, no Grantor shall be required to perfect the security interests granted pursuant to this Agreement (i) by means of delivery of an agreement granting “control” (within the meaning of the applicable Uniform Commercial Code) over any Deposit Account or Securities Account (other than with respect to any Collateral Account) or (iiiii) in any Intellectual Property under the laws case of a jurisdiction outside all other instruments and tangible chattel paper that are not pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property, the United States.delivery thereof to Lenders of such instruments and tangible chattel paper. Except as set forth in this

Perfected Liens. The security interests granted pursuant to this Agreement (a) upon completion of the filings and other actions specified on Schedule 3 2 (which, in the case of all which filings and other documents referred to on said ScheduleSchedule 2, have been delivered to the Administrative Agent Lenders in completed and duly executed form) and will, to the extent perfection may be achieved by such filings and actions, will constitute valid perfected security interests in all of the Collateral in favor of the Administrative Agent, for the ratable benefit of the Secured Parties, Lenders as collateral security for such Grantor’s Obligations under the laws of the United StatesSecured Obligations, enforceable in accordance with the terms hereof against all creditors and in accordance with the terms of such Grantor and any Persons purporting to purchase any Collateral from such Grantor the Facility Agreement and (b) are shall be prior to all other Liens on the Collateral in existence on the date hereof except for (i) unrecorded Permitted Liens permitted by the Credit Agreement which have having priority over the Liens on the Collateral Lenders’ Lien by operation of law or permitted pursuant to the Facility Agreement upon (i) in the case of all pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property, the delivery thereof to Lenders of such pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property consisting of instruments and certificates, in each case properly endorsed for transfer to Lenders or in blank, (ii) in the case of Collateral other than Pledged Stockall pledged Investment Property not in certificated form, Permitted Liens; provided, however, that additional filings in the United States Patent and Trademark Office and United States Copyright Office may be necessary execution of Control Agreements with respect to such pledged Investment Property and (iii) in the perfection case of all other pledged instruments and tangible chattel paper that are not pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property, the Administrative Agent’s Lien delivery thereof to Lenders of such instruments and tangible chattel paper. Except as set forth in United States registrations and applications for Trademarksthis Section 4.2, Patents and Copyrights which are filed by, issued to, exclusively licensed to or acquired all actions by any Grantor after the date hereof and, provided, further, no Grantor shall be required necessary to perfect the Lien granted hereunder on the Collateral have been duly taken. As of the date hereof, the filings and other actions specified on Schedule 2 constitute all of the filings and other actions necessary to perfect all security interests granted pursuant to this Agreement (i) by means of delivery of an agreement granting “control” (within the meaning of the applicable Uniform Commercial Code) over any Deposit Account or Securities Account (other than with respect to any Collateral Account) or (ii) in any Intellectual Property under the laws of a jurisdiction outside the United Stateshereunder.

Perfected Liens. The security interests granted pursuant to this Agreement (a) upon completion of the filings and other actions specified on Schedule 3 2 (which, in the case of all which filings and other documents referred to on said ScheduleSchedule 2, have been delivered to the Administrative Agent Lenders in completed and duly executed form) and will, to the extent perfection may be achieved by such filings and actions, will constitute valid perfected security interests in all of the Collateral in favor of the Administrative Agent, for the ratable benefit of the Secured Parties, Lenders as collateral security for such Grantor’s Obligations under the laws of the United StatesBorrower Obligations, enforceable in accordance with the terms hereof against all creditors and in accordance with the terms of such Grantor and any Persons purporting to purchase any Collateral from such Grantor the Facility Agreement and (b) are shall be prior to all other Liens on the Collateral in existence on the date hereof except for (i) unrecorded Permitted Liens permitted by the Credit Agreement which have having priority over the Liens on the Collateral Lenders’ Lien by operation of law or permitted pursuant to the Facility Agreement upon (i) in the case of all pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property, the delivery thereof to Lenders of such pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property consisting of instruments and certificates, in each case properly endorsed for transfer to Lenders or in blank, (ii) in the case of Collateral other than Pledged Stockall pledged Investment Property not in certificated form, Permitted Liens; provided, however, that additional filings in the United States Patent and Trademark Office and United States Copyright Office may be necessary execution of Control Agreements with respect to such Investment Property and (iii) in the perfection case of all other instruments and tangible chattel paper that are not pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property, the Administrative Agent’s Lien delivery thereof to Lenders of such instruments and tangible chattel paper. Except as set forth in United States registrations and applications for Trademarksthis Section 4.2, Patents and Copyrights which are filed by, issued to, exclusively licensed to or acquired all actions by any Grantor after the date hereof and, provided, further, no Grantor shall be required Borrower necessary to perfect the Lien granted hereunder on the Collateral have been duly taken. As of the date hereof, the filings and other actions specified on Schedule 2 constitute all of the filings and other actions necessary to perfect all security interests granted pursuant to this Agreement (i) by means of delivery of an agreement granting “control” (within the meaning of the applicable Uniform Commercial Code) over any Deposit Account or Securities Account (other than with respect to any Collateral Account) or (ii) in any Intellectual Property under the laws of a jurisdiction outside the United Stateshereunder.

Perfected Liens. The security interests granted pursuant to this Agreement (a) upon completion of the filings and other actions specified on Schedule 3 2 (which, in the case of all which filings and other documents referred to on said ScheduleSchedule 2, have been delivered to the Administrative Agent Lenders in completed and duly executed form) and will, to the extent perfection may be achieved by such filings and actions, will constitute valid perfected security interests in all of the Collateral in favor of the Administrative Agent, for the ratable benefit of the Secured Parties, Lenders as collateral security for such Grantor’s Obligations under the laws of the United StatesSecured Obligations, enforceable in accordance with the terms hereof against all creditors and in accordance with the terms of such Grantor and any Persons purporting to purchase any Collateral from such Grantor the Facility Agreement and (b) are shall be prior to all other Liens on the Collateral in existence on the date hereof except for (i) unrecorded Permitted Liens permitted by the Credit Agreement which have having priority over the Liens on the Collateral Lenders' Lien by operation of law or permitted pursuant to the Facility Agreement upon (i) in the case of all pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property, the delivery thereof to Lenders of such pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property consisting of instruments and certificates, in each case properly endorsed for transfer to Lenders or in blank, (ii) in the case of Collateral other than Pledged Stockall pledged Investment Property not in certificated form, Permitted Liens; provided, however, that additional filings in the United States Patent and Trademark Office and United States Copyright Office may be necessary execution of Control Agreements with respect to such Investment Property and (iii) in the perfection case of all other instruments and tangible chattel paper that are not pledged certificated stock, Pledged Notes, Pledged Equity and other pledged Investment Property, the Administrative Agent’s Lien delivery thereof to Lenders of such instruments and tangible chattel paper. Except as set forth in United States registrations and applications for Trademarksthis Section 4.2, Patents and Copyrights which are filed by, issued to, exclusively licensed to or acquired all actions by any each Grantor after the date hereof and, provided, further, no Grantor shall be required necessary to perfect the Lien granted hereunder on the Collateral have been duly taken. As of the date hereof, the filings and other actions specified on Schedule 2 constitute all of the filings and other actions necessary to perfect all security interests granted pursuant to this Agreement (i) by means of delivery of an agreement granting “control” (within the meaning of the applicable Uniform Commercial Code) over any Deposit Account or Securities Account (other than with respect to any Collateral Account) or (ii) in any Intellectual Property under the laws of a jurisdiction outside the United Stateshereunder.