Security Interests and Liens. The Security Documents create (and upon recordation of the Deeds of Trust, filing of the applicable financing statements in the appropriate filing offices and the execution and delivery by the Depository Bank of control agreements with respect to any pledged deposit accounts there will be perfected as to any portion of such collateral consisting of the deposit account itself and the securities entitlements thereto), as security for the Obligations, valid, enforceable, perfected and first priority security interests in and Liens on all of the respective collateral intended to be covered thereunder, in favor of the Administrative Agent as administrative agent for the ratable benefit of the Lenders, subject to no Liens other than the Permitted Title Exceptions and rights of equipment lessors under equipment leases currently in effect which comply with the requirements set forth in Sections 9.02(h) and 9.04(d), except as enforceability may be limited by applicable insolvency, bankruptcy, reorganization, moratorium or other laws affecting creditors’ rights generally, or general principles of equity, whether such enforceability is considered in a proceeding in equity or at law. Other than in connection with any future change in the Borrower’s name or the location in which the Borrower is organized or registered, no further recordings or filings are or will be required in connection with the creation, perfection or enforcement of such security interests and Liens, other than the filing of continuation statements and Notices of Intent to Preserve Security Interests in accordance with the Uniform Commercial Code and the California Civil Code. A financing statement covering all property covered by any Security Document that is subject to a Uniform Commercial Code financing statement has been filed and/or recorded, as appropriate, (or irrevocably delivered to the Administrative Agent or a title agent for such recordation or filing) in all places necessary to perfect a valid first priority security interest with respect to the rights and property that are the subject of such Security Document to the extent governed by the Uniform Commercial Code and to the extent such security can be perfected by such filing.
Security Interests and Liens. Except as permitted by Section 3.1, create any security interest, lien or other encumbrance in or on any of the assets securing this Loan without the prior written consent of the Lender.
Security Interests and Liens. The Security Documents create, as security for the Secured Obligations, valid and enforceable perfected first priority Liens on all of the Collateral, in favor of Buyer, subject to no Liens other than the Permitted Liens. All Necessary Governmental Approvals relating to such Liens in favor of Buyer have been duly effected or taken.
Security Interests and Liens. The Security Documents create, as security for the Obligations, valid and enforceable security interests in and Liens on all of the Collateral, in favor of the Agent for the ratable benefit of the Lenders, and subject to no other Liens (other than Liens expressly permitted by Section 7.3 hereof). Upon the satisfaction of the conditions precedent described in Sections 4.1(k) and 4.1(n), such security interests in and Liens on the Collateral shall be superior to and prior to the rights of all third parties (except as disclosed on Schedule 5.11), and no further recordings or filings are or will be required in connection with the creation, perfection or enforcement of such security interests and Liens, other than the filing of continuation statements in accordance with applicable law.
Security Interests and Liens. The Mortgages create, as ---------------------------- security for the Obligations, valid and enforceable security interests in and Liens on all of the Collateral in favor of the Lead Agent as agent for the ratable benefit of the Banks, and subject to no other Liens (except as may be permitted under any Mortgage with respect to the Mortgaged Property subject thereto), except as enforceability may be limited by applicable insolvency, bankruptcy or other laws affecting creditors' rights generally, or general principles of equity, whether such enforceability is considered in a proceeding in equity or at law. Such security interests in and Liens on the Collateral shall be superior to and prior to the rights of all third parties in the Collateral (except as may be permitted under any Mortgage with respect to the Mortgaged Property subject thereto), and, other than in connection with any future change in Borrower's name or the location of Borrower's chief executive office, no further recordings or filings are or will be required in connection with the creation, perfection or enforcement of such security interests and Liens, other than the filing of continuation statements in accordance with applicable law.
Security Interests and Liens. The Security Documents create, as security for the Obligations, valid and enforceable security interests in and Liens on all of the Collateral, in favor of the Agent for the ratable benefit of the Lenders, and subject to no other Liens (other than Liens expressly permitted by CKE SIXTH AMENDED AND RESTATED CREDIT AGREEMENT
Security Interests and Liens. (a) If any transfer of Receivables by an Originator to Audacy New York or by Audacy New York to Audacy Receivables, in either case, on or after the Petition Date is subsequently avoided or recharacterized as an extension of credit or a pledge rather than a true sale (or true contribution) to secure an Originator’s or Audacy New York’s postpetition obligations to Audacy New York, Audacy Receivables, the Agent, the Investors and/or the other Secured Parties under the Securitization Transaction Documents, then the Agent (for the benefit of the Investors) is hereby granted effective as of entry of this Interim Order, pursuant to section 364(c)(2) of the Bankruptcy Code, a valid, binding, continuing, enforceable, unavoidable and fully perfected first-priority continuing security interests in and liens upon all of such Originator’s or Audacy New York’s (as the case may be) rights in the Receivables originated and purported to be sold or contributed in connection with the Securitization Program on or after the Petition Date, whether existing on the Petition Date or thereafter arising or acquired (the “Receivables Liens”).
(b) To the extent of the Receivables sold or contributed by the Securitization Program Debtors to Audacy Receivables on or after the Petition Date, the Agent (for the benefit of the Investors) is hereby granted (effective and perfected upon the date of this Interim Order and without the necessity of the execution by the Debtors of mortgages, security agreements, pledge agreements, financing statements or other agreements), pursuant to section 364(c)(2) of the Bankruptcy Code, valid, binding, continuing, enforceable, unavoidable and fully perfected continuing first-priority security interests in all of Audacy New York’s now existing and hereafter acquired or arising, right, title and interest in, to and under all limited liability company interests and all other equity interests in Audacy Receivables and all proceeds and products thereof (the “Pledge Liens,” and collectively with the Receivables Liens, the “Liens”).
(c) The Liens shall (i) not be subject or junior to any lien or security interest that is avoided and preserved for the benefit of the Securitization Program Debtors’ estates under section 551 of the Bankruptcy Code, (ii) not be subordinated to or made pari passu with any other lien or security interest, whether under section 364(d) of the Bankruptcy Code or otherwise, and (iii) be subject and subordinate to the Carve Out. The Liens s...
Security Interests and Liens. The Pledge Agreement creates, as security for the Obligations, a valid and enforceable, perfected first priority security interest in and Lien on all of the Collateral, in favor of the Agent for the benefit of the Lenders, and subject to no other Liens other than Permitted Liens. Such security interest in and Lien on the Collateral shall be superior to and prior to the rights of all third parties in the Collateral, and, other than in connection with any future change in the name of the Borrower or a Pledgor or the location in which the Borrower or a Pledgor is organized or registered, no further recordings or filings are or will be required in connection with the creation, perfection or enforcement of such security interest and Lien, other than the filing of continuation statements in accordance with Applicable Law.
Security Interests and Liens. The Security Documents create in favor of Administrative Agent for the benefit of the Lenders valid and enforceable Liens in the Collateral described therein which secure the payment and performance of the Obligations that are described therein, including without limitation, all future Advances pursuant to this Agreement and the Notes, all contingent Obligations arising in connection with the Letters of Credit and all extensions, renewals, and other modifications thereof. Upon delivery to the Administrative Agent from time to time of any promissory note evidencing Permitted Coho Shell Advances or any Permitted Intercompany Advances and any other Collateral the possession of which is necessary to perfect the security interest therein, the Liens created by the Loan Documents shall constitute perfected, first priority Liens upon the property described therein which shall be superior and prior to the rights of all third Persons now existing or hereafter arising except for Liens permitted by Section 7.02(a).
Security Interests and Liens. None of the Consolidated Group will create or permit to exist any mortgage, pledge, security interest, or other lien or encumbrance on any of its property except for the following by a member of the Consolidated Group where designated ("Permitted Liens"):
(a) liens and other encumbrances arising from attachments or similar proceedings, pending litigation, judgments or taxes or assessments or government charges in any such event whose validity or amount is being contested in good faith by appropriate proceedings and for which adequate reserves have been established and are maintained in accordance with generally accepted accounting principles, or taxes and assessments which are not due and delinquent;
(b) liens of carriers, warehousemen, mechanics and materialmen and other like liens and liens imposed by law, created in the ordinary course of business, for amounts not yet due or which are being contested in good faith by appropriate proceedings and as to which adequate reserves or other appropriate provisions are being maintained in accordance with generally accepted accounting principles;
(c) pledges or deposits made in connection with workmen's compensation, employee benefit plans, unemployment or other insurance, old age pensions, or other Social Security benefits;
(d) the Permitted Mortgages;
(e) equipment leases or other operating leases in the ordinary course of business;
(f) educational impact liens required by applicable governmental authorities;
(g) liens with respect to approved CDD Obligations;
(h) easements and restrictions of record as of the Closing Date;
(i) restrictions and easements in connection with an acquisition permitted under Section 10.5 as to a member of the Consolidated Group;
(j) liens and security interests in favor of Lead Agent and the Lenders under or pursuant to this Agreement; and
(k) liens with respect to the Indebtedness allowed under Section 10.1 (d), (n) and (p).
