Security Interests Invalid Sample Clauses

Security Interests Invalid. Any of the Security Interests over a material portion of the Collateral cease to be validly perfected (subject to applicable Reservations) in favor of the Collateral Agent on behalf of the Secured Parties, and five Business Days have elapsed after the Collateral Agent or Intercreditor Agent gave notice to the Borrower thereof.
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Security Interests Invalid. Any of the Security Interests over a material portion of the Collateral cease to be validly perfected in favor of the Security Trustee on behalf of the Secured Parties.
Sample 1
Security Interests Invalid. Any security interests created or purported to be created by or pursuant to the Original CSA as amended and restated by this Agreement, or the other Security Documents shall, in the reasonable opinion of counsel to the Secured Parties, not be valid, perfected, first priority security interests in favor of the Collateral Trustee for the benefit of the Secured Parties (except to the extent specified in the forms of legal opinions delivered in accordance with the Original CSA;
Sample 1
Security Interests Invalid. Any security interests created or purported to be created by or pursuant to this Agreement or any Security Document shall, in the reasonable opinion of counsel to the Secured Parties, not be valid, perfected, first priority security interests in favor of the Collateral Trustee for the benefit of the Secured Parties (except to the extent specified in the forms of legal opinions set forth in Appendix L);
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Security Interests Invalid. Liens purported to be created by or under the Security Documents in any (i) Mining Concession, (ii) New York Account, (iii) Material Asset, (iv) Material Project Document or (v) material portion of any other Collateral shall fail or cease to be validly perfected first priority Liens having first priority over all other Liens (other than Permitted Liens which are entitled to mandatory priority under applicable Government Rules) and valid assignments of rights, as applicable, in favor of the Secured Parties; any material provision of any Security Document shall at any time for any reason cease to be valid and binding and in full force and effect; or the validity or enforceability of any material provision of any Security Document shall be contested by any party thereto (other than a Secured Party) or any Governmental Authority;
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Related to Security Interests Invalid

  • Security Interests No party to this Escrow Agreement shall grant a security interest in any monies or other property deposited with the Escrow Agent under this Escrow Agreement, or otherwise create a lien, encumbrance or other claim against such monies or borrow against the same.

  • Security Interest This Assignment constitutes either (i) a valid ----------------- transfer and assignment to the Trust of all right, title and interest of the Seller in and to Receivables now existing and hereafter created in the Additional Accounts designated hereby, and all proceeds (as defined in the UCC as in effect in the State of New York) of such Receivables and Insurance Proceeds and Recoveries relating thereto, and such Receivables and any proceeds thereof and Recoveries allocable to the Trust and the Interchange relating to such Receivables pursuant to Section 2.5(k) of the Agreement will be held by the Trust free and clear of any Lien of any Person claiming through or under Seller or any of its Affiliates except for (x) Liens permitted under subsection 2.3(b) of the Pooling and Servicing Agreement and subject to Section 9.306 of the UCC in effect in the State of New York, (y) the interest of the Holder of the Seller Certificate and (z) the Seller's right to interest accruing on, and investment earnings in respect of, the Collection Account, the Retention Account or any Series Account as provided in the Pooling and Servicing Agreement; or (ii) it constitutes a grant of a security interest (as defined in the UCC as in effect in the State of New York) in such property to the Trust, which is enforceable with respect to the existing Receivables of the [Additional Accounts] [Automatic Additional Accounts] designated hereby, the proceeds (as defined in the UCC as in effect in the State of New York) thereof and Insurance Proceeds relating thereto upon the conveyance of such Receivables to the Trust, and which will be enforceable with respect to the Receivables thereafter created in respect of Additional Accounts designated hereby, the proceeds (as defined in the UCC as in effect in the State of New York) thereof, Recoveries allocable to the Trust and Interchange with respect to such Receivables pursuant to subsection 2.5(k) of the Pooling and Servicing Agreement upon such creation; and (iii) if this Assignment constitutes the grant of a security interest to the Trust in such property, upon the filing of a financing statement described in Section 4 of this Assignment with respect to the Additional Accounts designated hereby and, in the case of Receivables hereafter created in such Additional Accounts and the proceeds (as defined in the UCC as in effect in the State of New York) thereof, Insurance Proceeds relating to such Receivables, Recoveries allocable to the Trust and Interchange with respect to such Receivables pursuant to subsection 2.5(k) of the Pooling and Servicing Agreement, upon such creation, the Trust shall have a first priority perfected security interest in such property, except for Liens permitted under subsection 2.5(b) of the Pooling and Servicing Agreement or as provided in Section 9-306 of the UCC as in effect in the State of Connecticut or New York, whichever is applicable.

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