Common use of Security Documents and Guarantees Clause in Contracts

Security Documents and Guarantees. The Security Documents and the Guarantees shall have been duly executed and delivered by the respective parties thereto and there shall have been delivered to the Collateral Agent (i) certificates representing all Pledged Securities (if certificated), together with executed and undated stock powers and/or assignments in blank, (ii) evidence of the filing or making of arrangement for filing of appropriate financing statements or comparable documents under the provisions of the UCC and applicable domestic, foreign or local laws, rules or regulations in each of the offices (including, without limitation, the United States Patent and Trademark Office and the United States Copyright Office) where such filing is necessary or appropriate to grant to the Collateral Agent a perfected first priority Lien in such Collateral superior to and prior to the rights of all third persons other than the holders of Prior Liens and subject to no other Liens except Liens expressly permitted by the applicable Security Document, (iii) tax lien and judgment searches, to the extent avail- able, and certified copies of Requests for Information (Form UCC-11 or the equivalent) or equivalent reports or lien search reports in the United States, the United Kingdom and Canada listing all effective financing statements or comparable documents which name any Credit Party or any of its Subsidiaries (prior to and after giving effect to the Transaction) as debtor and which are filed in those jurisdictions in which any of the Collateral is located and the jurisdictions in which any Credit Party or any of its Subsidiaries maintains its chief executive office, none of which shall encumber the Collateral covered or intended or purported to be covered by the Security Documents except Prior Liens and other Liens expressly permitted by the applicable Security Document and (iv) evidence of the completion of all recordings and filings of each Security Document and delivery of such other security and other documents as may be necessary (which, in respect of the U.K., will be provided reasonably contemporaneously with the execution and delivery of the Security Documents and the Guarantees) or, in the opinion of the Collateral Agent, desirable to perfect the Liens created, or purported or intended to be created, by the Security Documents.

Security Documents and Guarantees. The applicable Security Documents (other than the Mortgages) and the Guarantees shall have been duly executed and delivered by the respective parties thereto and there shall have been delivered to the Collateral Agent Lender (i) certificates representing all Pledged Securities (if certificated)Securities, together with executed and undated stock powers and/or assignments in blank, (ii) evidence of the filing or making of arrangement for filing due execution of appropriate financing statements or comparable documents under the provisions of the UCC and UCC, applicable domestic, foreign domestic or local laws, rules or regulations in each of the offices (including, without limitation, the United States Patent and Trademark Office and the United States Copyright Office) where such filing is necessary or appropriate to grant to the Collateral Agent Lender a perfected first priority Lien in such the Collateral superior to and prior to the rights of all third persons other than the holders of Prior Liens and subject to no other Liens except Liens expressly permitted by the applicable Security Documentother than Prior Liens, (iii) tax lien and judgment searches, to the extent avail- able, and certified copies of Requests for Information (Form UCC-11 or the equivalent) ), or equivalent reports or lien search reports in the United States, the United Kingdom and Canada listing all effective financing statements or comparable documents which name any each Credit Party or any of its Subsidiaries (prior to and after giving effect to the Transaction) under such Security Documents as debtor and which are filed in those jurisdictions in which any of the Collateral is located and the jurisdictions in which any each Credit Party or any Party's principal place of its Subsidiaries maintains its chief executive officebusiness is located, none of which which, except as set forth in the applicable Security Documents, shall encumber the Collateral covered or intended or purported to be covered by the Security Documents except Prior Liens and other Liens expressly permitted by the applicable Security Document and Documents, (iv) evidence of that arrangements have been made for the prompt completion of all recordings and filings of each Security Document related to Mortgaged Real Property (to be filed upon execution and delivery of the relevant Mortgages) and delivery to the Lender of such other security and other documents as may be necessary (which, in respect of the U.K., will be provided reasonably contemporaneously with the execution and delivery of the Security Documents and the Guarantees) or, in the reasonable opinion of the Collateral AgentLender, desirable to perfect the Liens created, or purported or intended to be created, by the Security DocumentsDocuments and (v) evidence that arrangements have been made for appropriate filings in all relevant trademark, patent and copyright registration offices with respect to recording the Lender's security interest in the patents, registration and applications, if any, contained on the schedules to the Intellectual Property Security Agreements.