Common use of Perfection as to Security Entitlements Clause in Contracts

Perfection as to Security Entitlements. So long as the Financial Asset underlying any Security Entitlement owned by such Lien Grantor is credited to a Controlled Securities Account or to its Investment Property Collateral Account, (i) the Security Interest in such Security Entitlement will be perfected, subject to no prior Liens or rights of others (except Liens and rights of the relevant Securities Intermediary that are Permitted Liens), (ii) the Collateral Agent will have Control of such Security Entitlement and (iii) no action based on an adverse claim to such Security Entitlement or such Financial Asset, whether framed in conversion, replevin, constructive trust, equitable lien or other theory, may be asserted against the Collateral Agent or any other Secured Party; provided that the Collateral Agent or such other Secured Party does not have prior notice of such adverse claim to such Security Entitlement.

Perfection as to Security Entitlements. So long as the Financial Asset underlying any Security Entitlement owned by such Lien Grantor is credited to a Controlled Securities Account or to its Investment Property Collateral Account, (i) the Security Interest in Transaction Lien on such Security Entitlement will be perfected, subject to no prior Liens or rights of others (except Liens and rights of the relevant Securities Intermediary that are Permitted LiensLiens and any other Liens consented to by the Applicable Agent, and Liens permitted under Section 6.01(b) of the Loan Agreement), (ii) the Collateral Applicable Agent will have Control of such Security Entitlement and (iii) no action based on an adverse claim to such Security Entitlement or such Financial Asset, whether framed in conversion, replevin, constructive trust, equitable lien or other theory, may be asserted against the Collateral Applicable Agent or any other Secured Party; provided that the Collateral Agent or such other Secured Party does not have prior notice of such adverse claim to such Security Entitlement.

Perfection as to Security Entitlements. So long as the Financial Asset underlying any Security Entitlement owned by such Lien Grantor is credited to a Controlled Securities Account or to its Investment Property Collateral Account, (i) the Security Interest in Transaction Lien on such Security Entitlement will be perfected, subject to no prior Liens or rights of others (except Liens and rights of the relevant Securities Intermediary that are Permitted Liens), (ii) the Collateral Administrative Agent will have Control of such Security Entitlement and (iii) provided that neither the Administrative Agent nor any Secured Party has any notice of such adverse claim, no action based on an adverse claim to such Security Entitlement or such Financial Asset, whether framed in conversion, replevin, constructive trust, equitable lien or other theory, may be successfully asserted against the Collateral Administrative Agent or any other Secured Party; provided that the Collateral Agent or such other Secured Party does not have prior notice of such adverse claim to such Security Entitlement.

Perfection as to Security Entitlements. So long as the Financial Asset underlying any Security Entitlement owned by such Lien Grantor is credited to a Controlled Securities Account or to its Investment Property Collateral Account, (i) the Security Interest in Transaction Lien on such Security Entitlement will be perfected, subject to no prior Liens or rights of others (except Liens and rights of the relevant Securities Intermediary that are Permitted Liens and any other Liens consented to by the Collateral Agent, and other Permitted Liens), (ii) the Collateral Applicable Agent will have Control of such Security Entitlement and (iii) no action based on an adverse claim to such Security Entitlement or such Financial Asset, whether framed in conversion, replevin, constructive trust, equitable lien or other theory, may be asserted against the Collateral Applicable Agent or any other Secured Party; provided that the Collateral Agent or such other Secured Party does not have prior notice of such adverse claim to such Security Entitlement.

Perfection as to Security Entitlements. So long as the Financial Asset underlying any Security Entitlement owned by such Lien Grantor is credited to a Controlled Securities Account or to its Investment Property Collateral Account, (i) the Security Interest in Transaction Lien on such Security Entitlement will be perfected, subject to no prior Liens or rights of others other than nonconsensual Permitted Liens (except Liens and rights of the relevant Securities Intermediary that are Permitted Liens), (ii) the Collateral Agent Trustee will have Control of such Security Entitlement and (iii) no action based on an adverse claim to such Security Entitlement or such Financial Asset, whether framed in conversion, replevin, constructive trust, equitable lien or other theory, may be asserted against the Collateral Agent Trustee or any other Secured Party; provided that the Collateral Agent or such other Secured Party does not have prior notice of such adverse claim to such Security Entitlement.