Common use of Security for the Obligations Subordination Etc Clause in Contracts

Security for the Obligations Subordination Etc. (a) The Borrower's obligations hereunder, under the Notes and in respect of any Rate Hedging Obligations entered into with any of the Lenders or any Hedging Lenders shall be secured at all times, by: (i) the unlimited guaranty of the Parent and each Subsidiary of the Borrower, if any; (ii) a first priority perfected security interest in and lien upon all presently owned and hereafter acquired tangible and intangible personal property and fixtures of each of the Companies (including, without limitation, and any intercompany notes), subject only to any prior Liens expressly permitted under this Agreement; (iii) to the extent requested by the Agent, first Mortgages on all hereafter acquired real estate owned by each of the Companies, subject only to any prior Liens expressly permitted under this Agreement, together with mortgagee's title insurance policies acceptable to the Agent; (iv) to the extent requested by the Agent, first priority perfected collateral assignments of or leasehold mortgages on all real estate leases in which any of the Companies now has or may in the future have an interest and such third party consents, lien waivers, non-disturbance agreements and estoppel certificates as the Agent shall reasonably require, together with mortgagee's title insurance policies acceptable to the Agent; (v) a first priority perfected collateral assignment and/or pledge of all of the issued and outstanding Equity Securities of the Companies (except for the Parent) and all warrants, options and other rights to such Equity Securities; and (vi) subject to the provisions of paragraph (b)(vi) of the definition of "Permitted Acquisition" hereunder, first priority perfected collateral --------------------- assignments of all such stock and asset purchase agreements, and such other management agreements, co-location agreements, line access agreements and other licenses, permits and authorizations to which any of the Companies is a party as the Agent shall reasonably deem necessary to protect the interests of the Lenders, together with such third party consents, lien waivers and estoppel certificates as the Agent shall reasonably require.

Security for the Obligations Subordination Etc. (a) The Except as specified in Schedule 2.01 attached hereto, the Borrower's obligations hereunder, under the Notes and in respect of any Rate Hedging Obligations entered into with any of the Lenders or any Hedging Affiliates of any of the Lenders shall be secured at all times, times by: (i) the unlimited unconditional guaranty of each of the Operating Companies and the Parent and each Subsidiary (provided that the Parent's guaranty shall be non-recourse except to the extent of any Collateral required to be provided by the Borrower, if anyParent); (ii) a first priority perfected security interest in and lien upon all presently owned and hereafter acquired tangible and intangible personal property and fixtures of each of the Borrower and the Operating Companies (includingexcept for licenses and permits issued by the FCC and local franchising authorities, without limitationto the extent it is unlawful to grant a security interest in such licenses and permits), including the PCT-CONN Note Documents, the MCT Note Documents and any other intercompany notes), obligations or agreements, subject only to any prior Liens expressly permitted under this Agreement; (iii) to the extent requested by the Agent, first Mortgages mortgages on all presently owned and hereafter acquired real estate owned by each of the Borrower and the Operating Companies, subject only to any prior Liens expressly permitted under this Agreement, together with mortgagee's title insurance policies acceptable to the AgentLenders; (iv) to the extent requested by the Agent, first priority perfected collateral assignments of or leasehold mortgages on all real estate leases in which any of the Borrower and the Operating Companies (other than PCT-CONN and MCT, to the extent provided in Schedule 2.01) now has or may in the future have an interest and such third party consents, lien waivers, non-disturbance agreements and estoppel certificates as the Agent shall reasonably require, together with mortgagee's title insurance policies acceptable to the Agent; (v) a first priority perfected collateral assignment and/or pledge of all of the issued and outstanding Equity Securities ownership interests of each of the Borrower (other than the Borrower's now outstanding shares of its Class B Common Stock) and the Operating Companies (except for the Parent) and all warrants, options and other rights to purchase such Equity Securities; andownership interests; (vi) subject to the provisions of paragraph (b)(vi) of the definition of "Permitted Acquisition" hereunder, first priority perfected collateral --------------------- assignments of all such stock and asset purchase franchises, pole attachment agreements, and such other construction contracts, management agreements, co-location programming agreements, line access network affiliation agreements, satellite broadcasting distribution agreements and other licenses, permits and authorizations (except for licenses and permits issued by the FCC and local franchising authorities, to which any of the Companies extent it is unlawful to grant a party security interest in such licenses and permits) and other agreements as the Agent shall reasonably deem necessary to protect the interests of the Lenders, together with such third party consents, lien waivers and estoppel certificates as the Agent shall reasonably require.

Security for the Obligations Subordination Etc. (a) The Except as specified in SCHEDULE 2.01 attached hereto, the Borrower's ------------- obligations hereunder, under the Notes and in respect of any Rate Hedging Obligations entered into with any of the Lenders or any Hedging Lenders shall be secured at all times, by: (i) the unlimited guaranty of the Parent and each Subsidiary of the Borrower, if any; (ii) a first priority perfected security interest in and lien upon all presently owned and hereafter acquired tangible and intangible personal property and fixtures of each of the Companies (including, without limitation, and any intercompany notes), subject only to any prior Liens expressly permitted under this Agreement; (iii) to the extent requested by the Agent, first Mortgages on all hereafter acquired real estate owned by each of the Companies, subject only to any prior Liens expressly permitted under this Agreement, together with mortgagee's title insurance policies acceptable to the Agent; (iv) to the extent requested by the Agent, first priority perfected collateral assignments of or leasehold mortgages on all real estate leases in which any of the Companies now has or may in the future have an interest and such third party consents, lien waivers, non-disturbance agreements and estoppel certificates as the Agent shall reasonably require, together with mortgagee's title insurance policies acceptable to the Agent; (v) a first priority perfected collateral assignment and/or pledge of all of the issued and outstanding Equity Securities of the Companies Parent (except for up to 6% of the Parent) 's common stock or options therefor issued to employees of the Borrower in accordance with the Plan), the Borrower and each Subsidiary, and all warrants, options and other rights to purchase such Equity Securitiesownership interests or capital stock; and (vi) subject to the provisions of paragraph (b)(vi) of the definition of "Permitted Acquisition" hereunderSECTION 6.01(C), first priority perfected collateral --------------------- assignments of all such stock and asset purchase agreements, and such other management agreements, co-location agreements, line access agreements and other licenses, permits and authorizations to which any of the Companies is a party as the Agent shall reasonably deem necessary to protect the interests of the Lenders, together with such third party consents, lien waivers and estoppel certificates as the Agent shall reasonably require.

Security for the Obligations Subordination Etc. (a) The Except as specified in Schedule 2.01(a) attached hereto, the Borrower's obligations hereunder, under the Notes and in respect of any Rate Hedging Obligations entered into with any of the Lenders or any Hedging Lenders shall be secured at all times, times by: (i) the unlimited unconditional guaranty of each of the Subsidiaries and the Parent and each Subsidiary (provided that the Parent's guaranty shall be non-recourse except to the extent of the Borrower, if anyCollateral required to be provided by the Parent under subparagraph (v) below); (ii) a first priority perfected security interest in and lien upon all presently owned and hereafter acquired tangible and intangible personal property and fixtures of each of the Companies (includingBorrower and the Subsidiaries, without limitation, and including any intercompany notes), obligations or agreements, subject only to any prior Liens expressly permitted under this Agreement; (iii) to the extent requested by the Agent, first Mortgages mortgages on all presently owned and hereafter acquired real estate owned by each of the CompaniesBorrower and the Subsidiaries, subject only to any prior Liens expressly permitted under this Agreement, together with mortgagee's title insurance policies acceptable to the AgentLenders; (iv) to the extent requested by the Agent, first priority perfected collateral assignments of or leasehold mortgages on all real estate leases in which any of the Companies Borrower and the Subsidiaries now has or may in the future have an interest and such third party consents, lien waivers, non-disturbance agreements and estoppel certificates as the Administrative Agent shall reasonably require, together with mortgagee's title insurance policies acceptable to the Administrative Agent; (v) a first priority perfected collateral assignment and/or pledge of all of the issued and outstanding Equity Securities ownership interests of each of the Companies Borrower and the Subsidiaries (except for including the ParentPST Transfer Preferred Stock but excluding any other Permitted Preferred Stock) and all warrants, options and other rights to purchase such Equity Securitiesownership interests; and (vi) subject to the provisions of paragraph (b)(vi) of the definition of "Permitted Acquisition" hereunder, first priority perfected collateral --------------------- assignments of (i) all NRTC Member Agreements and any other satellite broadcasting distribution agreements and (ii) all such stock and asset purchase agreements, and such other management agreements, co-location agreements, line access programming agreements and other licenses, permits and authorizations to which any of the Companies is a party agreements as the Administrative Agent shall reasonably deem necessary to protect the interests of the Lenders, together together, in each case with such third party consents, lien waivers and estoppel certificates as the Administrative Agent shall reasonably require, including without limitation the consents of the NRTC and DirecTv.