Security ranking Sample Clauses
Security ranking. (a) No Security or Quasi-Security exists over all or any of the present or future assets of any member of the Group other than as permitted by any Finance Document.
(b) Subject to the Legal Reservations and the Perfection Requirements, the Transaction Security (if any) has or will have the ranking and priority which it is expressed to have in the Transaction Security Documents and it is not subject to any prior ranking or pari passu ranking Security.
Security ranking. SAVVIS UK represents and warrants that this Deed:
8.2.1 constitutes, and shall, throughout the Security Period, constitute, legal, valid, binding and enforceable obligations of SAVVIS UK and Guarantor, subject to any general principles of law limiting its obligations which are specifically referred to in any legal opinion delivered pursuant to any Finance Documents;
8.2.2 has and shall, throughout the Security Period, have the ranking of a first fixed charge and first priority assignment over the Security Assets effective in accordance with its terms.
Security ranking. 21.23.1 The Borrower shall at all times hold such number of shares as are necessary to maintain Control over Vertix, S.G.P.S., S.A..
21.23.2 The Lenders acknowledge that the Transaction Security created pursuant to the Sogecable Share Pledge shall be, as of the Extension Effective Date, (A) first ranking in favour of (i) the Senior Lenders (in respect of the Borrower’s payment obligations under the Senior Finance Documents), (ii) the counterparties of any Permitted Hedging Agreements (in respect of the Borrower’s payment obligations under such Permitted Hedging Agreements) and (iii) the Lenders (in respect of the Borrower’s payment obligations under this Agreement) pari passu and (B) second ranking in favour of the Subordinated Lenders (in respect of the Borrower’s payment obligations under the Existing Subordinated Facility Agreement).
21.23.3 The Lenders acknowledge that the Transaction Security created pursuant to the ▇▇▇▇▇▇▇▇▇▇ Share Pledge (as such term is defined in paragraph (a) of the definition of ▇▇▇▇▇▇▇▇▇▇ Share Pledge contained in Clause 1.1 (Definitions)) shall be (A) first ranking in favour of (i) the Senior Lenders (in respect of the Borrower’s payment obligations under the Senior Finance Documents), (ii) the counterparties of any Permitted Hedging Agreements (in respect of the Borrower’s payment obligations under such Permitted Hedging Agreements), (iii) the Lenders (in respect of the Borrower’s payment obligations under this Agreement), (iv) provided only that the conditions set out in the relevant Transaction Security are satisfied, the lenders of any bilateral facilities provided to the Borrower and/or ▇▇▇▇▇▇▇▇▇▇ as at the Ninth Amendment Date as specified in Schedule 2 (Bilateral Facilities) of the Ninth Amendment Agreement, (v) with the prior written consent of the Majority Lenders, the lenders of any additional bilateral facilities provided to the Borrower and/or Grupo de Ediciones ▇▇▇▇▇▇▇▇▇▇, ▇.▇. and (vi) the lenders of any facilities that refinance any of the above pari passu and (B) second ranking in favour of the Subordinated Lenders (in respect of the Borrower’s payment obligations under the Existing Subordinated Facility Agreement).”
(8) A new Clause 21.29 (Liberty Virginia Undertaking) shall be added to the Bridge Facilities Agreement as follows:
Security ranking. The Lenders acknowledge that the Transaction Security shall be (A) first ranking in favour of (i) the Senior Lenders (in respect of the Borrower’s payment obligations under the Senior Finance Documents), (ii) the counterparties of any Permitted Hedging Agreements (in respect of the Borrower’s payment obligations under such Permitted Hedging Agreements), (iii) the Lenders (in respect of the Borrower’s payment obligations under this Agreement), and (iv) the lenders of the Extended Bilateral Loans Table of Contents and (B) second ranking in favour of the Subordinated Lenders (in respect of the Borrower’s payment obligations under the Existing Subordinated Facility Agreement).
Security ranking. The Loan will be a unsecured general obligation of the Borrower ranking pari passu with all other unsecured and unsubordinated indebtedness of the Borrower. Neither the Borrower nor any of its subsidiaries may create, assume or suffer to exist any lien securing indebtedness incurred after the Closing Date without granting a pari passu lien to the Lender to secure the Loan made under the Facility Agreement.
Security ranking. The Loans will be unsecured general obligations of the Borrower subordinated only to financial institution indebtedness of the Borrower existing on the Closing Date (including the Existing Credit Agreement).
Security ranking. The Borrower represents and warrants that this Deed:
8.2.1 constitutes, and shall, throughout the Security Period, constitute, legal, valid, binding and enforceable obligations of the Borrower and SAVVIS, Inc., subject to any general principles of law limiting its obligations which are specifically referred to in any legal opinion delivered pursuant to any Finance Documents;
8.2.2 has and shall, throughout the Security Period, have the ranking of a first fixed charge and first priority assignment over the Security Assets effective in accordance with its terms.