Secured, Super-Priority Obligations. (a) On and after (i) the entry of the Interim Financing Order with respect to the Interim Loans and (ii) the entry of the Final Financing Order with respect to all Loans, the provisions of the Loan Documents and the Interim Financing Order or Final Financing Order, as the case may be, are effective to create in favor of the Administrative Agent for the ratable benefit of the Lenders, legal, valid and perfected Liens on and security interests (having the priority provided for herein and in the Interim Financing Order and Final Financing Order) in all right, title and interest in the Collateral, enforceable against each Grantor that owns interest in such Collateral.
(b) All Obligations and all other amounts owing by the Borrower hereunder and under the other Loan Documents and by the Guarantors under the Guaranty in respect thereof will be secured pursuant to section 364(c)(2) of the Bankruptcy Code, the Interim Financing Order and the Final Financing Order, by a first priority perfected security interest in and Lien on, and mortgage against, all of the Collateral and all Proceeds, rents and products of all of the foregoing and all distributions thereon that are unencumbered as of the date hereof.
(c) All Obligations and all other amounts owing by the Borrower hereunder and under the other Loan Documents and by the Guarantors under the Guaranty in respect thereof will be secured pursuant to section 364(c)(3) of the Bankruptcy Code, the Interim Financing Order and the Final Financing Order, by a perfected junior security interest in and Lien on, and mortgage against, all of the Collateral that is subject to the Permitted Liens.
(d) Pursuant to section 364(c)(1) of the Bankruptcy Code, the Interim Financing Order and the Final Financing Order, all Obligations and other amounts owing by the Borrower hereunder and under the other Loan Documents and by Guarantors under the Guaranty in respect thereof at all times will constitute allowed super-priority administrative expense claims in the Reorganization Cases having priority over all administrative expenses of the kind specified in sections 503(b) or 507(b) of the Bankruptcy Code and including chapter 7 administrative expenses. The foregoing super-priority administrative claims shall not be paid from the Avoidance Actions.
Secured, Super-Priority Obligations. (a) On and after the Closing Date, the provisions of the Loan Documents and the Final Order are effective to create in favor of the Administrative Agent, for the benefit of the Secured Parties, legal, valid and perfected Liens on and security interests (having the priority provided for herein and in the Final Order) in all right, title and interest in the Collateral, enforceable against each Credit Party that owns an interest in such Collateral.
(b) Pursuant to subsections 364(c)(2) and (3) of the Bankruptcy Code and the Final Order, all amounts owing by the Borrower under the Loan and by the Guarantors in respect thereof will be secured by a first priority perfected Lien on the Collateral, subject only to (i) the Liens of the Skymiles Agent in the Skymiles Collateral pursuant to an order of the Bankruptcy Court in form and substance satisfactory to the Administrative Agent, (ii) valid, perfected, nonavoidable and enforceable Liens existing as of the Petition Date, (iii) valid liens in existence at the commencement of the Cases to the extent perfected subsequent to such commencement as permitted by Section 546(b) of the Code (iv) the Carve-Out and (v) Permitted Liens permitted pursuant to Section 6.7(a), (c), (e), (f), (i), (j) (subject, in the case of Amex, to the Skymiles Intercreditor Agreement), (n), (o), (q), (r) or (s).
(c) Pursuant to section 364(c)(i) of the Bankruptcy Code and the Final Order, all obligations of the Borrower and the obligations of the Guarantors under the Guaranty in respect thereof at all times will constitute allowed Super-Priority Claim in each of the Cases having priority over all administrative expenses of the kind specified in sections 503(b) or 507(b) of the Bankruptcy Code, subject only to the Carve-Out.
(d) The Final Order and the transactions contemplated hereby and thereby, are in full force and effect and have not been vacated, reversed, modified, amended or stayed in any manner that affects the rights or duties of the Administrative Agent, the Arrangers or the Lenders, in each case, without the prior written consent of the Administrative Agent.
Secured, Super-Priority Obligations. (a) On and after the Closing Date and pursuant to the Order, the provisions of the Loan Documents are effective to create in favor of the Lenders, legal, valid and perfected Liens on and security interests (having the priority provided for herein and in the Order) in all right, title and interest in the Collateral, enforceable against the Borrower.
(b) Pursuant to the Order, all Obligations will be secured and the Collateral shall be encumbered by valid and perfected first-position liens and security interests, subject only to the Requisite Priority.
(c) Pursuant to clause (c)(1) of Section 364 of the Bankruptcy Code and the Order, all obligations of the Borrower under the Loan Documents (including any exposure of the Lender in respect of cash management or hedging transactions incurred on behalf of the Borrower) at all times shall constitute allowed super-priority administrative expense claims in the Bankruptcy Case having priority over all administrative expenses of the kind specified in clause (b) of Section 503 or clause (b) of Section 507 of the Bankruptcy Code.
(d) The Order and the transactions contemplated thereby and the Transactions contemplated hereby are in full force and effect and have not been vacated, reversed, modified, amended or stayed without the prior written consent of the Lender.
Secured, Super-Priority Obligations. (i) Subject to entry of any interim or final Financing Order), and disbursements of loan proceeds pursuant to the Financing Order (or interim Financing Order), the provisions of the Loan Agreement and the Orders are effective to create in favor of the Lender, a legal, valid and perfected Lien on all assets of the Debtor senior to all existing encumbrances on such assets and a legal, valid and perfected security interest in all right, title and interest in the Collateral senior to all existing encumbrances on the Collateral up to the amount disbursed by Lender. The amounts disbursed under any interim or final Financing Order are referred to herein collectively as the “Super-Priority Indebtedness.”
(ii) Subject to the Carve-Out, the Super-Priority Indebtedness shall have the status of an expense of administration under 11 U.S.C. §§ 503(b)(1) and 363(e), which shall have the priority of § 507(b), senior to all other expenses of administration under § 507(a)(1) and pursuant to 11 U.S.C. § 364(c)(1).
Secured, Super-Priority Obligations. The provisions of the Collateral Documents, taken together with, and subject to the terms of, the Final Order are effective to create in favor of the Administrative Agent for the benefit of the Secured Parties and any other secured parties identified therein, a legal, valid and enforceable Lien or security interest in all right, title and interest of the Loan Parties in the Collateral and all proceeds thereof with the priority set forth in the Final Order (and subject to the Carve-Out). Pursuant to the terms of the Final Order, no filing or other action will be necessary to perfect or protect such Liens and security interests.
Secured, Super-Priority Obligations. (a) On and after the Closing Date, the provisions of the Loan Documents and the Order are effective to create in favor of the Administrative Agent, for the benefit of the Secured Parties, legal, valid and perfected Liens on and security interests (having the priority provided for herein and in the Order) in all right, title and interest in the Collateral, enforceable against each Grantor that owns an interest in such Collateral.
(b) All Obligations and all other amounts owing by the Borrower hereunder and under the other Loan Documents and by the Guarantors under the Guaranty in respect thereof (including, without limitation, any exposure of a Lender or any of its affiliates in respect of cash management or hedging transactions incurred on behalf of any Grantor) will be secured:
(i) pursuant to section 364(c)
Secured, Super-Priority Obligations. (a) On and after the Closing Date, the provisions of the Loan Documents and the Orders are effective to create in favor of the Collateral Agent, for the benefit of the Secured Parties, legal, valid and perfected Liens on and security interests (having the priority provided for herein and in the Orders) in all right, title and interest in the Collateral, enforceable against each Loan Party that owns an interest in such Collateral.
(b) Pursuant to the Orders, all Obligations will be secured by valid and perfected liens and security interests subject to the Requisite Priority.
(c) Pursuant to clause (c) of Section 364 of the Bankruptcy Code and the Orders, all obligations of the Borrower and the obligations of the Guarantors under the Loan Documents in respect thereof (including any exposure of a Lender in respect of cash management or hedging transactions incurred on behalf of any Loan Party) at all times shall constitute allowed super-priority administrative expense claims in each of the Bankruptcy Cases having priority over all administrative expenses of the kind specified in clause (b) of Section 503 or clause (b) of Section 507 of the Bankruptcy Code, subject only to the Carve-Out
(d) The Orders and the transactions contemplated hereby and thereby, are in full force and effect and have not been vacated, reversed, modified, amended or stayed without the prior written consent of the Required Lenders.
Secured, Super-Priority Obligations. (a) On and after the Closing Date, the provisions of the Loan Documents and the Orders are effective to create in favor of the Lender, for the benefit of the Secured Parties, legal, valid and perfected Liens on and security interests (having the priority provided for herein and in the Orders) in all right, title and interest in the Collateral, enforceable against the Borrower.
(b) Pursuant to subclauses (2) and (3) of clause (c) of section 364 of the Bankruptcy Code and the Orders, all Obligations are secured by a first priority perfected Lien on the Collateral, subject only to (i) valid, perfected, nonavoidable and enforceable Liens existing as of the Petition Date, (ii) the extent such post-petition perfection is expressly permitted by the Bankruptcy Code, valid, nonavoidable and enforceable Liens existing as of the Petition Date, but perfected after the Petition Date and (iii) the Carve-Out.
(c) Pursuant to clause (c) of Section 364 of the Bankruptcy Code and the Orders, all Obligations and all other obligations of the Borrower under the Loan Documents at all times shall constitute allowed super-priority administrative expense claims in the Case having priority over all administrative expenses of the kind specified in clause (b) of Section 503 or clause (b) of Section 507 of the Bankruptcy Code, subject only to the Carve-Out.
(d) The Orders and the transactions contemplated hereby and thereby, are in full force and effect and have not been vacated, reversed, modified, amended or stayed without the prior written consent of the Lender.
Secured, Super-Priority Obligations. (i) On and after the Closing Date, upon entry of the Interim Order or the Final Order, as applicable, the provisions of the Loan Documents, the Interim Order and the Final Order are effective to create in favor of the Collateral Agent for the benefit of the DIP Lenders, legal, valid and perfected Liens on and security interests (having the priority provided for herein, in the Interim Order and in the Final Order) in all right, title and interest in the Collateral expressed to be secured by the Loan Documents, enforceable against the Debtors.
(ii) Pursuant to Sections 364(c)(2) and (c)(3) and 364(d)(1) of the Bankruptcy Code, all Obligations shall be secured by, and the Agent, for the ratable benefit of the Secured Parties, shall have a security interest in, the Collateral with the priority provided in the Interim Order or Final Order and Article X hereof.
Secured, Super-Priority Obligations. (a) On and after the Closing Date, the provisions of the Loan Documents and the Financing Order are effective to create in favor of the Lender, legal, valid and perfected Liens on and security interests (having the priority provided for herein and in the Financing Order) in all right, title and interest in the Collateral, enforceable against each Grantor that owns interest in such Collateral.
(b) All Obligations and all other amounts owing by the Borrower hereunder and under the other Loan Documents and by the Guarantors under the Guaranty in respect thereof will be secured pursuant to section 364(c)
