Common use of The Security Documents Clause in Contracts

The Security Documents. The provisions of the Security Agreements are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable Law, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicable), (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment of the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateral, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions, (y) in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions and (z) in the case of each other Security Document and the Collateral described therein, proper filings of the required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions.

The Security Documents. (a) The provisions of the Security Agreements Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors a legal, valid and enforceable security interests and Liens interest (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein (as described in which a security interest or Lien can be created under Applicable Lawthe Security Agreement), and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims commercial tort claims (as applicable), (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCCNew York Uniform Commercial Code) with respect to any Deposit Account (other than Excluded Deposit Accounts) and deposit account, (iv) establishment the recordation of the Collateral Agent’s “control” Grant of Security Interest in U.S. Patents, if applicable, and the Grant of Security Interest in U.S. Trademarks, if applicable, in the respective form attached to the Security Agreement, in each case in the United States Patent and Trademark Office and (within v) the meaning Grant of Security Interest in U.S. Copyrights, if applicable, in the UCC) form attached to the Security Agreement with respect to any Letter of Credit Rights that are not supporting obligations of the CollateralUnited States Copyright Office, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions. (b) The provisions of the Pledge Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors a legal, valid and enforceable security interest (yexcept to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law) in all right, title and interest of the case Credit Parties in the Collateral (as described in the Pledge Agreement), upon the timely and proper filing of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements listing each applicable Credit Party, as a debtor, and Collateral Agent, as secured party, in the secretary of state’s office (or other required filings and registrations similar governmental entity) of the jurisdiction of organization of such Credit Party, the security interests created under the Pledge Agreement in favor of the Collateral Agent, as Pledgee, for the benefit of the Secured Creditors, have been made constitute perfected (to the extent provided in the Canadian Security Pledge Agreement) to create security interests in the Collateral (as described in the Pledge Agreement (other than Collateral in which a fully perfected security interest cannot be perfected under the UCC as in and Lien on all right, title and interest effect at the relevant time in all the relevant jurisdiction or by the taking of the Canadian Collateralforegoing actions), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions actions. (c) Upon delivery in accordance with Section 9.12 or 9.13 as applicable, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (zexcept to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law) and, upon recordation in the case of each other Security Document appropriate recording office, perfected security interest in and mortgage lien on the Collateral described therein, proper filings of the required filings and registrations respective Mortgaged Property in favor of the Collateral Agent, Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Creditors, superior and the other actions required by the terms of such Security Documents, have been made (prior to the extent provided in such Security Documentrights of all third Persons (except as may exist pursuant to the Permitted Encumbrances related thereto) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsLiens related thereto).

The Security Documents. (a) The provisions of the Security Agreements Agreement are effective to create in favor of the Collateral Administrative Agent for the benefit of the Secured Guaranteed Creditors a legal, valid and enforceable security interests and Liens interest (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the applicable Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable LawSecurity Agreement Collateral, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Administrative Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicabledefined in the Security Agreement) constituting Collateral (as described in the Security Agreement), (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning recordation of the UCCGrant of Security Interest in U.S. Patents, if applicable, and the Grant of Security Interest in U.S. Trademarks, if applicable, in the respective form attached to the Security Agreement, in each case in the United States Patent and Trademark Office, (iv) the Grant of Security Interest in U.S. Copyrights, if applicable, in the form attached to the Security Agreement with the United States Copyright Office and (v) upon the taking of possession or control by the Administrative Agent of the Security Agreement Collateral with respect to any Deposit Account which a security interest may be perfected only by possession or control (other than Excluded Deposit Accounts) and (iv) establishment of which possession or control shall be given to the Collateral Agent’s “control” (within Administrative Agent to the meaning of extent possession or control by the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of Administrative Agent is required by the CollateralSecurity Agreement), the Collateral Administrative Agent, for the benefit of the Secured Guaranteed Creditors, has (to the extent provided in and required by the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions, (y) in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions applicable law by the taking of the foregoing actions. (b) [Reserved]. (c) Upon delivery in accordance with Sections 9.12 or 9.13 as applicable, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (zexcept to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the case of each other Security Document appropriate recording office, perfected security interest in and mortgage lien on the Collateral described therein, proper filings of the required filings and registrations respective Mortgaged Property in favor of the Collateral Agent, Administrative Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Guaranteed Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsCollateral Liens related thereto).

The Security Documents. (a) The provisions of the Security Agreements Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Guaranteed Creditors a legal, valid and enforceable security interests and Liens interest (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the applicable Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable LawSecurity Agreement Collateral, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicabledefined in the Security Agreement) constituting Collateral (as described in the Security Agreement), (iii) execution the recordation of a the Grant of Security Interest in U.S. Patents, if applicable, and the Grant of Security Interest in U.S. Trademarks, if applicable, in the respective form attached to the Security Agreement, in each case in the United States Patent and Trademark Office, (iv) the Grant of Security Interest in U.S. Copyrights, if applicable, in the form attached to the Security Agreement with the United States Copyright Office and (v) upon the taking of possession or control agreement establishing by the Collateral Agent’s “control” (within the meaning Agent of the UCC) Security Agreement Collateral with respect to any Deposit Account which a security interest may be perfected only by possession or control (other than Excluded Deposit Accounts) and (iv) establishment of which possession or control shall be given to the Collateral Agent’s “control” (within Agent to the meaning of extent possession or control by the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of Collateral Agent is required by the CollateralSecurity Agreement), the Collateral Agent, for the benefit of the Secured Guaranteed Creditors, has (to the extent provided in and required by the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions, (y) in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions applicable law by the taking of the foregoing actions. (b) [Reserved]. (c) Upon delivery in accordance with Sections 6.12, 9.12 or 9.13 as applicable, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (zexcept to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the case of each other Security Document appropriate recording office, perfected security interest in and mortgage lien on the Collateral described therein, proper filings of the required filings and registrations respective Mortgaged Property in favor of the Collateral Agent, Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Guaranteed Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsCollateral Liens related thereto).

The Security Documents. (a) The provisions of the Security Agreements Documents are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws Requirements of Law generally affecting creditors’ ' rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable applicable Requirements of Law, and (xi) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) as a result of the timely and proper filing of UCC financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s 's office (or other similar governmental entity) of in the jurisdiction of organization Location of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicable), (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment of the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateral, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished by filing of financing statements under Applicable applicable Requirements of Law through these actionsin such Location, (yii) in the case of each Canadian Security Agreement and the Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, required by any Canadian Security Agreement have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable applicable Requirements of Law through these actions and actions, (ziii) in the case of each other Dutch Security Document Agreement and the Dutch Collateral described therein, proper filings required registrations (in the case of the required filings and registrations Dutch Security Agreement described in favor clause (iv) of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, definition thereof) have been made made, notices have been given or acknowledgements have been received (in each case, to the extent provided in such Dutch Security DocumentAgreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Dutch Collateral described thereinin such Dutch Security Agreement, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable applicable Requirements of Law through these actions, and (iv) as a result of the execution of each Deposit Account Control Agreement, the Collateral Agent for the benefit of the Secured Creditors has a first priority perfected security interest and Lien in each Deposit Account subject thereto. (b) Upon delivery, if any, in accordance with the Collateral and Guarantee Requirement, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (except to the extent that the enforceability thereof may be subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar Requirements of Law generally affecting creditors' rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the appropriate recording office, perfected security interest in and mortgage Lien on the respective Mortgaged Property in favor of the Collateral Agent (or such other trustee as may be required or desired under local Requirement of Law) for the benefit of the Secured Creditors, superior and prior to the rights of all third Persons (except as may exist pursuant to the Permitted Encumbrances related thereto) and subject to no other Liens (other than Permitted Liens related thereto).

The Security Documents. (a) The provisions of the Security Agreements Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Guaranteed Creditors a legal, valid and enforceable security interests and Liens interest (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the applicable Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable LawSecurity Agreement Collateral, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicabledefined in the Security Agreement) constituting Collateral (as described in the Security Agreement), (iii) execution the recordation of a the Grant of Security Interest in U.S. Patents, if applicable, and the Grant of Security Interest in U.S. Trademarks, if applicable, in the respective form attached to the Security Agreement, in each case in the United States Patent and Trademark Office, (iv) the Grant of Security Interest in U.S. Copyrights, if applicable, in the form attached to the Security Agreement with the United States Copyright Office and (v) upon the taking of possession or control agreement establishing by the Collateral Agent’s “control” (within the meaning Agent of the UCC) Security Agreement Collateral with respect to any Deposit Account which a security interest may be perfected only by possession or control (other than Excluded Deposit Accounts) and (iv) establishment of which possession or control shall be given to the Collateral Agent’s “control” (within Agent to the meaning of extent possession or control by the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of Collateral Agent is required by the CollateralSecurity Agreement), the Collateral Agent, for the benefit of the Secured Guaranteed Creditors, has (to the extent provided in and required by the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions, (y) in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions applicable law by the taking of the foregoing actions. (b) [Reserved]. (c) Upon delivery in accordance with Sections 6.12, 9.12 or 9.13 as applicable, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (zexcept to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the case of each other Security Document appropriate recording office, perfected security interest in and mortgage lien on the Collateral described therein, proper filings of the required filings and registrations respective Mortgaged Property in favor of the Collateral Agent, Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Guaranteed Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsCollateral Liens related thereto).

The Security Documents. (a) The provisions of the Security Agreements Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Guaranteed Creditors a legal, valid and enforceable security interests and Liens interest (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the applicable Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable LawSecurity Agreement Collateral, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicabledefined in the Security Agreement) constituting Collateral (as described in the Security Agreement), (iii) execution the recordation of a the Grant of Security Interest in U.S. Patents, if applicable, and the Grant of Security Interest in U.S. Trademarks, if applicable, in the respective form attached to the Security Agreement, in each case in the United States Patent and Trademark Office, (iv) the Grant of Security Interest in U.S. Copyrights, if applicable, in the form attached to the Security Agreement with the United States Copyright Office and (v) upon the taking of possession or control agreement establishing by the Collateral Agent’s “control” Agent (within or the meaning collateral agent under the Existing Term Loan Credit Agreement as bailee for the Collateral Agent pursuant to the First Lien Intercreditor Agreement) of the UCC) Security Agreement Collateral with respect to any Deposit Account which a security interest may be perfected only by possession or control (other than Excluded Deposit Accounts) and (iv) establishment of which possession or control shall be given to the Collateral Agent’s “control” Agent (within or the meaning of collateral agent under the UCCExisting Term Loan Credit Agreement as bailee for the Collateral Agent pursuant to the First Lien Intercreditor Agreement) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateralextent possession or control by the Collateral Agent is required by the Security Agreement), the Collateral Agent, for the benefit of the Secured Guaranteed Creditors, has (to the extent provided in and required by the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement)Agreement Collateral, subject to no other Liens other than Permitted Collateral Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these applicable law by the taking of the foregoing actions. (b) [Reserved]. (c) Upon delivery in accordance with Sections 9.12 or 9.13 as applicable, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (yexcept to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the case of each Canadian Security Agreement appropriate recording office, perfected security interest in and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations mortgage lien on the respective Mortgaged Property in favor of the Real Property Collateral Agent, Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Guaranteed Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions and (z) in the case of each other Security Document and the Collateral described therein, proper filings of the required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsrelated thereto).

The Security Documents. The provisions of the Security Agreements Documents are or will be effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors a legal, valid and enforceable security interests and Liens interest (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)Debtor Relief Laws) in and on all right, title and interest of the Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable Lawapplicable law, and (x1) in the case of the U.S. Security Agreement Documents and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) the receipt by the Collateral Agent of all Instruments, Chattel Paper and certificated pledged Equity Interests that constitute “securities” governed by Article 8 of the New York UCC, in each case constituting Collateral in suitable form for transfer by delivery or accompanied by instruments of transfer or assignment duly executed in blank, (iii) sufficient identification of Commercial Tort Claims commercial tort claims (as applicable), (iiiiv) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the New York UCC) with respect to any Deposit Account deposit account, (other than Excluded Deposit Accountsv) the recordation of the Patent Security Agreement, if applicable, and the Trademark Security Agreement, if applicable, in the respective form attached to the U.S. Security Agreement, in each case in the United States Patent and Trademark Office, (vi) the recordation of the Copyright Security Agreement in U.S. Copyrights, if applicable, in the form attached to the U.S. Security Agreement with the United States Copyright Office, and (ivvii) establishment the timely and proper notation of the Collateral Agent’s “control” (within Lien on the meaning original certificates of the UCC) title with respect to any Letter of Credit Rights that are not supporting obligations Titled Goods owned as of the CollateralClosing Date, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security AgreementDocuments) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement)Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions, and (y2) in the case of each the Canadian Security Agreement Documents and Canadian Collateral described therein, upon (i) the timely and proper filings of PPSA financing statements listing each applicable Credit Party, as a debtor, and other required filings the Collateral Agent, as secured party, in the jurisdiction of organization of such Credit Party, the jurisdiction of the chief executive office of such Credit Party (or jurisdiction of the registered office of any Credit Party formed under the federal laws of Canada) and registrations any province or territory where tangible personal property constituting Canadian Collateral included in favor the Borrowing Base is located, (ii) receipt by the Collateral Agent of all instruments, chattel paper and securities that are certificated constituting Canadian Collateral in suitable form for transfer by delivery or accompanied by instruments of transfer or assignment duly executed in blank and (iii) the execution of the applicable Intellectual Property Security Agreements in the forms attached to the Canadian Security Agreement and filing of same in the Canadian Intellectual Property Office, the Collateral Agent, for the benefit of the applicable Secured Creditors, have been made has (to the extent provided in the Canadian Security AgreementDocuments) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions and (z) in the case of each other Security Document and the Collateral described therein, proper filings of the required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described thereinactions, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions.

The Security Documents. The provisions of the Security Agreements are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable Law, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicable), (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment of the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateral, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions, and (y) in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions and (z) in the case of each other Security Document and the Collateral described therein, proper filings of the required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions.

The Security Documents. (a) The provisions of the Security Agreements are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors a legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought interest in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein (as described in which a security interest or Lien can be created under Applicable Laweach such Security Document), and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicable), (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment of the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateral, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. respective Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. each such Security AgreementDocument), subject to no other Liens other than Permitted Liens. The recordation of (x) the Grant of Security Interest in U.S. Patents, if applicable, and (y) the Grant of Security Interest in U.S. Trademarks, if applicable, in the respective form attached to the U.S. Security Agreement, in each casecase in the United States Patent and Trademark Office, together with filings on Form UCC-1 made pursuant to the extent perfection can U.S. Security Agreement, will create, as may be accomplished under Applicable Law through these actionsperfected by such filings and recordation, (y) a perfected security interest in the case United States trademarks and patents covered by the U.S. Security Agreement, and the recordation of each the Grant of Security Interest in U.S. Copyrights, if applicable, in the form attached to the U.S. Security Agreement with the United States Copyright Office, together with filings on Form UCC-1 made pursuant to the U.S. Security Agreement, will create, as may be perfected by such filings and recordation, a perfected security interest in the United States copyrights covered by the U.S. Security Agreement. The recordation of the Confirmation of Security Interest in the form attached to the Canadian Security Agreement and in the Canadian Collateral described thereinIntellectual Property Office, proper together with the PPSA filings of PPSA financing statements and other required made pursuant to the Canadian Security Agreement, will create, as may be perfected by such filings and registrations recordation, a perfected security interest in the Canadian trademarks, patents and copyrights covered by the Canadian Security Agreement. (b) The security interests created under the Pledge Agreement in favor of the Collateral Agent, as Pledgee, for the benefit of the Secured Creditors, have been made constitute perfected (to the extent provided in the Canadian Security Pledge Agreement) security interests in the Collateral (as described in the Pledge Agreement), subject to create no security interests of any other Person. No filings or recordings are required in order to perfect (or maintain the perfection or priority of) the security interests created in the Collateral under the Pledge Agreement other than with respect to that portion of the Collateral constituting a fully “general intangible” under the UCC. (c) Each Mortgage creates, as security for the obligations purported to be secured thereby, a valid and enforceable and, upon recordation, perfected security interest in and Lien mortgage lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions and (z) in the case of each other Security Document and the Collateral described therein, proper filings of the required filings and registrations respective Mortgaged Property in favor of the Collateral Agent, Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Creditors, superior and the other actions required by the terms of such Security Documents, have been made (prior to the extent provided in such Security Documentrights of all third Persons (except as may exist pursuant to the Permitted Encumbrances related thereto) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsLiens related thereto).

The Security Documents. (a) The provisions of the Security Agreements Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Guaranteed Creditors a legal, valid and enforceable security interests and Liens interest (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the applicable Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable LawSecurity Agreement Collateral, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicabledefined in the Security Agreement) constituting Collateral (as described in the Security Agreement), (iii) execution the recordation of a the Grant of Security Interest in U.S. Patents, if applicable, and the Grant of Security Interest in U.S. Trademarks, if applicable, in the respective form attached to the Security Agreement, in each case in the United States Patent and Trademark Office, (iv) the Grant of Security Interest in U.S. Copyrights, if applicable, in the form attached to the Security Agreement with the United States Copyright Office and (v) upon the taking of possession or control agreement establishing by the Collateral Agent’s “control” Agent (within or the meaning collateral agent under the Existing Term Loan Credit Agreement as bailee for the Collateral Agent pursuant to the First Lien Intercreditor Agreement) of the UCC) Security Agreement Collateral with respect to any Deposit Account which a security interest may be perfected only by possession or control (other than Excluded Deposit Accounts) and (iv) establishment of which possession or control shall be given to the Collateral Agent’s “control” Agent (within or the meaning of collateral agent under the UCCExisting Term Loan Credit Agreement as bailee for the Collateral Agent pursuant to the First Lien Intercreditor Agreement) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateralextent possession or control by the Collateral Agent is required by the Security Agreement), the Collateral Agent, for the benefit of the Secured Guaranteed Creditors, has (to the extent provided in and required by the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement)Agreement Collateral, subject to no other Liens other than Permitted Collateral Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these applicable law by the taking of the foregoing actions. (b) [Reserved]. (c) Upon delivery in accordance with Sections 9.12 or 9.13 as applicable, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (yexcept to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the case of each Canadian Security Agreement appropriate recording office, perfected security interest in and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations mortgage lien on the respective Mortgaged Property in favor of the Real Property Collateral Agent, Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Guaranteed Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions and (z) in the case of each other Security Document and the Collateral described therein, proper filings of the required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsrelated thereto).

The Security Documents. (a) The provisions of the Security Agreements are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors a legal, valid and enforceable security interests and Liens interest or hypothec (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, arrangement, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein (as described in which a security interest or Lien can be created under Applicable Lawthe Security Agreements), and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (ib) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (iic) sufficient identification of Commercial Tort Claims commercial tort claims (as applicable), (iiid) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning recordation of the UCCNotice of Grant of Security Interest in U.S. federally registered or applied for patents, if applicable, and the Notice of Grant of Security Interest in U.S. federally issued or applied for trademarks, if applicable, in the respective form attached to the relevant Security Agreement, in each case in the United States Patent and Trademark Office, (e) the Notice of Grant of Security Interest in U.S. federally registered copyrights, if applicable, in the form attached to the relevant Security Agreement with respect to any Deposit Account (other than Excluded Deposit Accounts) the United States Copyright Office, and (ivf) establishment the Confirmation of Grant of Security Interest in Canadian Copyrights, Patents and Trademarks, if applicable, in the Collateral Agent’s “control” (within form attached to the meaning of Canadian Security Agreement with the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the CollateralCanadian Intellectual Property Office, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security AgreementAgreements) a fully perfected security interest or hypothec in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security AgreementAgreements), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions. Notwithstanding anything herein to the contrary, the Credit Parties shall not be required to take any action to perfect any security interest in any Collateral consisting of Intellectual Property under the laws of any jurisdiction outside of the United States or Canada or any other Collateral under the laws of any jurisdiction outside of the United States and Canada (yother than to perfect against any Equity Interests and/or debt obligation of [Redacted – Name of Subsidiary]). (b) The provisions of the Pledge Agreements are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors a legal, valid and enforceable security interest or hypothec (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, arrangement, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law) in all right, title and interest of the case Credit Parties in the Collateral (as described in the Pledge Agreements), upon the timely and proper filing of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements (or other local equivalent) listing each applicable Credit Party, as a debtor, and Collateral Agent, as secured party, in the secretary of state’s office (or other required filings and registrations similar governmental entity) of the jurisdiction of organization of such Credit Party, the security interests or hypothecs created under the Pledge Agreements in favor of the Collateral Agent, as Pledgee, for the benefit of the Secured Creditors, have been made constitute perfected (to the extent provided in the Canadian Security AgreementPledge Agreements) to create security interests or hypothecs in the Collateral (as described in the Pledge Agreements (other than Collateral in which a fully perfected security interest or hypothec cannot be perfected under the UCC or PPSA as in and Lien on all right, title and interest effect at the relevant time in all the relevant jurisdiction or by the taking of the Canadian Collateralforegoing actions), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions actions. (c) Upon delivery in accordance with Section 8.11 or 8.12 as applicable, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (zexcept to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, arrangement, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law) and, upon recordation in the case of each other Security Document appropriate recording office, perfected security interest in and mortgage lien on the Collateral described therein, proper filings of the required filings and registrations respective Mortgaged Property in favor of the Collateral Agent, Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Creditors, superior and the other actions required by the terms of such Security Documents, have been made (prior to the extent provided in such Security Documentrights of all third Persons (except as may exist pursuant to the Permitted Encumbrances related thereto) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsLiens related thereto).

The Security Documents. (a) The provisions of the Security Agreements Agreement are effective to create in favor of the Collateral Agent for the benefit Trustee a legal and valid security interest in all right, title and interest of the Secured Creditors Borrower or any Subsidiary Guarantor party thereto in the collateral described therein (subject to Section 10 thereof), and when the financing statements referred to on Schedule 5.15 and subsection 7.11(a)(ii) have been filed as specified in Schedule 5.15 and subsection 7.11(a)(ii), the Trustee has a fully perfected security interest in all right, title and interest of the Borrower or such Subsidiary Guarantor, as the case may be, in all "accounts", "chattel paper", "inventory" or "general intangibles" (other than "uncertificated securities") (each as defined in the applicable uniform commercial code) described in such financing statements, all other UCC Filing Collateral (other than UCC Local Filing Collateral) described in such financing statements and, to the best knowledge of the Borrower, all UCC Local Filing Collateral described in such financing statements, in each case superior (to the extent that priority can be obtained by filing uniform commercial code financing statements) in right to any Liens of any third person against such collateral or interests therein, subject only to Liens permitted under subsection 8.4 (other than subsection 8.4(k)); (b) The provisions of the Pledge Agreement, together with possession by the Trustee (or any agent acting on its behalf) of the Pledged Securities described therein (or, in the case of Pledged Securities constituting "securities" (as defined in the applicable uniform commercial code), together with the "transfer" to the Trustee (or any agent acting on its behalf) of such Pledged Securities in accordance with the applicable uniform commercial code), are effective to create in favor of the Trustee a legal and valid security interest in all right, title and interest of the Borrower or any Subsidiary Guarantor party thereto, as the case may be, in the Pledged Securities (subject to Section 14 of the Pledge Agreement). The Trustee has a fully perfected security interest in the Pledged Stock and all other Pledged Securities described in the Pledge Agreement which are then in the possession of the Trustee (or any agent acting on its behalf) (or, in the case of Pledged Securities constituting "securities" (as defined in the applicable uniform commercial code), which have been "transferred" to the Trustee (or any agent acting on its behalf) in accordance with the applicable uniform commercial code), which security interest is (i) in the case of Pledged Stock, superior in right to any Liens of any third person against such collateral or interests therein, subject to Section 14 of the Pledge Agreement and to Liens permitted under subsection 8.4(a) and (ii) in the case of all other Pledged Securities, superior (to the extent that priority can be obtained by possession or "transfer" of such other Pledged Securities) in right to any Liens of any third person against such collateral or interests therein, subject to Section 14 of the Pledge Agreement and to Liens permitted by subsection 8.4(a); (c) Each Mortgage is effective to create in favor of the Trustee, a legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and Lien on all right, title and interest of the Credit Parties Borrower or any Subsidiary Guarantor party thereto, as the case may be, in the Collateral specified therein Mortgaged Property thereunder. When each Mortgage and the related fixture filings are duly recorded in which the appropriate office or offices and the mortgage recording fees and taxes in respect thereof are paid and compliance is otherwise had with the formal requirements of state law applicable to the recording of real estate mortgages generally, such Mortgage shall constitute a fully perfected Lien on and security interest in such Mortgaged Property (prior to all mortgages on the Mortgaged Property other than those which have been assigned to the Trustee), subject only to the encumbrances and exceptions to title expressly set forth or Lien can be created under Applicable Lawreferred to in such Mortgage, and to Liens permitted by subsection 8.4 (x) other than subsection 8.4(k)); 72 66 subject, in the case of clauses (a) through (c) above, to bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing enforcement of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicable), (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment of the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateral, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in creditors' rights generally and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, principles of equity whether considered in each case, to the extent perfection can be accomplished under Applicable Law through these actions, (y) a proceeding in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions and (z) in the case of each other Security Document and the Collateral described therein, proper filings of the required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsequity or at law.

The Security Documents. (a) The provisions of the Security Agreements Documents are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws Requirements of Law generally affecting creditors’ ' rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable applicable Requirements of Law, and (xi) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) as a result of the timely and proper filing of UCC financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s 's office (or other similar governmental entity) of in the jurisdiction of organization Location of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicable), (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment of the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateral, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished by filing of financing statements under Applicable applicable Requirements of Law through these actionsin such Location, (yii) in the case of each Canadian Security Agreement and the Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, required by any Canadian Security Agreement have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable applicable Requirements of Law through these actions actions, and (ziii) in the case of each other Dutch Security Document Agreement and the Dutch Collateral described therein, proper filings required registrations (in the case of the required filings and registrations Dutch Security Agreement described in favor clause (iv) of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, definition thereof) have been made made, notices have been given or acknowledgements have been received (in each case, to the extent provided in such Dutch Security DocumentAgreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Dutch Collateral described thereinin such Dutch Security Agreement, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable applicable Requirements of Law through these actions, and (iv) as a result of the execution of each Deposit Account Control Agreement, the Collateral Agent for the benefit of the Secured Creditors has a first priority perfected security interest and Lien in each Deposit Account subject thereto. (b) Upon delivery, if any, in accordance with the Collateral and Guarantee Requirement, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (except to the extent that the enforceability thereof may be subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar Requirements of Law generally affecting creditors' rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the appropriate recording office, perfected security interest in and mortgage Lien on the respective Mortgaged Property in favor of the Collateral Agent (or such other trustee as may be required or desired under local Requirement of Law) for the benefit of the Secured Creditors, superior and prior to the rights of all third Persons (except as may exist pursuant to the Permitted Encumbrances related thereto) and subject to no other Liens (other than Permitted Liens related thereto).

The Security Documents. (a) The provisions of the Security Agreements are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable Lawapplicable law, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims commercial tort claims (as applicable), and (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment of the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateral), the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions, (y) in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the thesuch Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions and (z) in the case of each other U.K. Security Document and the U.K. Collateral described therein, proper filings of the required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documentsregistrations, have been made (to the extent provided in such the U.K. Security DocumentDocuments) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described thereinU.K. Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions. (b) Upon delivery, if any, in accordance with Section 9.12 or 9.139.13, as applicable, and to the extent required hereunder, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the appropriate recording office, perfected security interest in and mortgage Lien on the respective Mortgaged Property in favor of the Collateral Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Creditors, superior and prior to the rights of all third Persons (except as may exist pursuant to the Permitted Encumbrances related thereto) and subject to no other Liens (other than Permitted Liens related thereto).

The Security Documents. (a) The provisions of the Security Agreements Documents are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws Requirements of Law generally affecting creditors’ ' rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable applicable Requirements of Law, and (xi) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) as a result of the timely and proper filing of UCC financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s 's office (or other similar governmental entity) of in the jurisdiction of organization Location of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicable), (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment of the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateral, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished by filing of financing statements under Applicable applicable Requirements of Law through these actions, in such Location and (yii) in the case of each the Canadian Security Agreement and the Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of required by the Collateral Agent, for the benefit of the Secured Creditors, Canadian Security Agreement have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable applicable Requirements of Law through these actions and (ziii) as a result of the execution of each Deposit Account Control Agreement (required hereunder and when executed), the Collateral Agent for the benefit of the Secured Creditors has a first priority perfected security interest and Lien in each Deposit Account subject thereto. (b) Upon delivery, if any, in accordance with the Collateral and Guarantee Requirement, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (except to the extent that the enforceability thereof may be subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar Requirements of Law generally affecting creditors' rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the case of each other Security Document appropriate recording office, perfected security interest in and mortgage Lien on the Collateral described therein, proper filings of the required filings and registrations respective Mortgaged Property in favor of the Collateral Agent, Agent (or such other trustee as may be required or desired under local Requirement of Law) for the benefit of the Secured Creditors, superior and the other actions required by the terms of such Security Documents, have been made (prior to the extent provided in such Security Documentrights of all third Persons (except as may exist pursuant to the Permitted Encumbrances related thereto) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsLiens related thereto).

The Security Documents. (a) The provisions of the Security Agreements are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable Lawapplicable law, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims commercial tort claims (as applicable), and (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment of the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateral), the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions, (y) in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions and (z) in the case of each other U.K. Security Document and the U.K. Collateral described therein, proper filings of the required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documentsregistrations, have been made (to the extent provided in such the U.K. Security DocumentDocuments) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described thereinU.K. Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions. (b) Upon delivery, if any, in accordance with Section 9.12 or 9.13 as applicable and to the extent required hereunder, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the appropriate recording office, perfected security interest in and mortgage Lien on the respective Mortgaged Property in favor of the Collateral Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Creditors, superior and prior to the rights of all third Persons (except as may exist pursuant to the Permitted Encumbrances related thereto) and subject to no other Liens (other than Permitted Liens related thereto).

The Security Documents. (a) The provisions of the Security Agreements Agreement are effective to create in favor of the Collateral Administrative Agent for the benefit of the Secured Guaranteed Creditors a legal, valid and enforceable security interests and Liens interest (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the applicable Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable LawSecurity Agreement Collateral, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Administrative Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicabledefined in the Security Agreement) constituting Collateral (as described in the Security Agreement), (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning recordation of the UCCGrant of Security Interest in U.S. Patents, if applicable, and the Grant of Security Interest in U.S. Trademarks, if applicable, in the respective form attached to the Security Agreement, in each case in the United States Patent and Trademark Office, (iv) the Grant of Security Interest in U.S. Copyrights, if applicable, in the form attached to the Security Agreement with the United States Copyright Office and (v) upon the taking of possession or control by the Administrative Agent of the Security Agreement Collateral with respect to any Deposit Account which a security interest may be perfected only by possession or control (other than Excluded Deposit Accounts) and (iv) establishment of which possession or control shall be given to the Collateral Agent’s “control” (within Administrative Agent to the meaning of extent possession or control by the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of Administrative Agent is required by the CollateralSecurity Agreement), the Collateral Administrative Agent, for the benefit of the Secured Guaranteed Creditors, has (to the extent provided in and required by the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions, (y) in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions applicable law by the taking of the foregoing actions. (b) [Reserved]. (c) Upon delivery in accordance with Sections 9.12 or 9.13 as applicable, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (zexcept to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the case of each other Security Document appropriate recording office, perfected security interest in and mortgage lien on the Collateral described therein, proper filings of the required filings and registrations respective Mortgaged Property in favor of the Collateral Agent, Administrative Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Guaranteed Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsCollateral Liens related thereto).

The Security Documents. (a) The provisions of the Security Agreements Agreement (taken as a whole) are effective effective, upon execution and delivery thereof, to create in favor of the Collateral Agent for the benefit of the Secured Creditors Parties a legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) security interest in and on all right, title and interest of the respective Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable Law, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicable), (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment of the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateral, the Collateral Agent, for the benefit of the Secured CreditorsParties, has will have a perfected (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in if and to the extent perfection is required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions, (y) in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions and (z) in the case of each other Security Document and the Collateral described therein, proper filings of the required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens other than Permitted Liens, subject to the Intercreditor Agreement (i) when financing statements and other filings in appropriate form are filed in the respective jurisdiction of organization of each caseCredit Party and in the United States Patent and Trademark Office and United States Copyright Office, as required by the Security Agreement, and (ii) upon the taking of possession or control by the Collateral Agent (or a bailee acting on behalf of the Collateral Agent in accordance with the terms of the Intercreditor Agreement) of such Collateral with respect to which a security interest may be perfected by possession or control (which possession or control shall be given to the Collateral Agent (or a bailee acting on behalf of the Collateral Agent in accordance with the terms of the Intercreditor Agreement) to the extent possession or control by the Collateral Agent (or a bailee acting on behalf of the Collateral Agent in accordance with the terms of the Intercreditor Agreement) is required by the Security Agreement) (to the extent intended to be created thereby and to the extent such perfection can is governed by the laws of the United States, any state thereof or the District of Columbia). (b) Each Mortgage, upon its execution, delivery and filing thereof, creates, as security for the Secured Obligations purported to be accomplished secured thereby, a valid and enforceable mortgage lien on the respective Mortgaged Property in favor of the Collateral Agent (or such other trustee as may be required or desired under Applicable Law through these actionslocal law) for the benefit of the Secured Parties, superior and prior to the rights of all third Persons (except that the security interest in and Lien created on such Mortgaged Property may be subject to the Permitted Liens related thereto and subject to the terms of the Intercreditor Agreement) and subject to no other Liens (other than Permitted Liens related thereto and subject to the terms of the Intercreditor Agreement). As of the Effective Date, there are no Mortgaged Properties.

The Security Documents. (a) The provisions of the Security Agreements Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors a legal, valid and enforceable security interests and Liens interest (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral (as described in the Security Agreement) specified therein in which a security interest or Lien can be created under Applicable Lawapplicable law, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured partycreditor, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) the receipt by the Collateral Agent of all Instruments (as defined in the Security Agreement), Chattel Paper (as defined in the Security Agreement) and certificated pledged Equity Interests that constitute “securities” governed by Article 8 of the New York UCC, in each case constituting Collateral in suitable form for transfer by delivery or accompanied by instruments of transfer or assignment duly executed in blank, (iii) sufficient identification of Commercial Tort Claims commercial tort claims (as applicable), (iiiiv) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the New York UCC) with respect to any Deposit Account deposit account, (other than Excluded Deposit Accountsv) the recordation of the Patent Security Agreement, if applicable, and the Trademark Security Agreement, if applicable, in the respective form attached to the Security Agreement, in each case in the United States Patent and Trademark Office and (ivvi) establishment the recordation of the Collateral Agent’s “control” (within Copyright Security Agreement, if applicable, in the meaning of form attached to the UCC) Security Agreement with respect to any Letter of Credit Rights that are not supporting obligations of the CollateralUnited States Copyright Office, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions. (b) Upon delivery in accordance with Section 9.12 or 9.13 as applicable, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (yexcept to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the case of each Canadian Security Agreement appropriate recording office, perfected security interest in and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations mortgage lien on the respective Mortgaged Property in favor of the Collateral Agent, Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Creditors, have been made (superior and prior to the extent provided in rights of all third Persons (except as may exist pursuant to the Canadian Security AgreementPermitted Encumbrances related thereto) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions and (z) in the case of each other Security Document and the Collateral described therein, proper filings of the required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions.related thereto). 8.12

The Security Documents. (a) The provisions of the Security Agreements and each other Security Document are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable Lawapplicable law, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification the recordation of Commercial Tort Claims (as the grant of security interest in U.S. Patents, if applicable), and the grant of security interest in U.S. Trademarks, if applicable, in the respective form attached to the U.S. Security Agreement, in each case in the United States Patent and Trademark Office and (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning recordation of the UCC) grant of security interest in U.S. Copyrights, if applicable, in the form attached to the U.S. Security Agreement with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment of the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the CollateralUnited States Copyright Office, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions, (y) in the case of each Canadian Bahamian Security Agreement and Canadian Bahamian Collateral described therein, proper filings of PPSA financing statements upon the execution and other required filings and registrations in favor delivery of the Bahamian Security Agreements and the Bahamian Collateral Agentand (z) in the case of each English Security Agreement and the English Collateral described therein, for the benefit (i) registration of the Secured Creditorsparticulars of each English Security Agreement other than the English Share Charge at Companies House in England and Wales in accordance with and to the extent required by the Companies Xxx 0000 (as amended from time to time) or any regulations relating to the registration of charges made under, have or applying the provisions of, the Companies Xxx 0000 (as such regulations and the Companies Xxx 0000 may be amended from time to time), and (ii) delivery of notices as required under each English Security Agreement to perfect any security interest therein, has been made (to the extent provided in the Canadian relevant English Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian CollateralEnglish Collateral (as described in the relevant English Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions actions. (b) The provisions of the Pledge Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors a legal, valid and enforceable security interest except to the extent that the enforceability thereof may be limited to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditor’s rights and by equitable principles (zregardless of whether enforcement is sought in equity or at law) in the case of each other Security Document all right, title and the Collateral described therein, proper filings interest of the required Credit Parties in the Pledge Agreement Collateral (as described in the Pledge Agreement) and, upon the timely and proper filing of financing statements or other similar filings in the relevant jurisdictions listing each applicable Credit Party, as a debtor, and registrations Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, the security interests created under the Pledge Agreement in favor of the Collateral Agent, as Pledgee for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, have been made constitute perfected (to the extent provided in such Security Documentthe Pledge Agreement) to create security interests in the Pledge Agreement Collateral (as described in the Pledge Agreement) (other than Pledge Agreement Collateral in which a fully perfected security interest cannot be perfected under the UCC as in and Lien on all right, title and interest effect at the relevant time in all the relevant jurisdiction or by the taking of the Collateral described thereinforegoing actions), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable laws through these actions. (c) Upon delivery in accordance with Section 9.12 or 9.13 as applicable, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)), and, upon recordation in the appropriate recording office, perfected security interest in and mortgage Lien on the respective Mortgaged Property in favor of the Collateral Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Creditors, superior and prior to the rights of all third Persons (except as may exist pursuant to the Permitted Encumbrances related thereto) and subject to no other Liens (other than Permitted Liens related thereto).

The Security Documents. (a) The provisions of the Security Agreements are Agreement is effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable Law, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon Guaranteed Creditors (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicabledefined in the Security Agreement) constituting Collateral (as described in the Security Agreement), (iii) execution the recordation of a the Grant of Security Interest in U.S. Patents, if applicable, and the Grant of Security Interest in U.S. Trademarks, if applicable, in the respective form attached to the Security Agreement, in each case in the United States Patent and Trademark Office, (iv) the Grant of Security Interest in U.S. Copyrights, if applicable, in the form attached to the Security Agreement with the United States Copyright Office and (v) upon the taking of possession or control agreement establishing by the Collateral Agent’s “control” (within the meaning Agent of the UCC) Security Agreement Collateral with respect to any Deposit Account which a security interest may be perfected only by possession or control (other than Excluded Deposit Accounts) and (iv) establishment of which possession or control shall be given to the Collateral Agent’s “control” (within Agent to the meaning of extent possession or control by the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of Collateral Agent is required by the CollateralSecurity Agreement), the Collateral Agent, for the benefit of the Secured Guaranteed Creditors, has (to the extent provided in and required by the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions, (y) in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions applicable law by the taking of the foregoing actions. (b) [Reserved]. (c) Upon delivery in accordance with Section 9.12 or 9.13 as applicable, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (zexcept to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the case of each other Security Document appropriate recording office, perfected security interest in and mortgage lien on the Collateral described therein, proper filings of the required filings and registrations respective Mortgaged Property in favor of the Collateral Agent, Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Guaranteed Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsCollateral Liens related thereto).

The Security Documents. (a) The provisions of the Security Agreements Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors a legal, valid and enforceable security interests interest (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other (i) the timely and proper filing of financing statements listing each applicable Credit Party, as a debtor, and the Collateral Agent, as secured creditor, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) the receipt by the Collateral Agent of all Instruments, Chattel Paper and certificated pledged Equity Interests that constitute “securities” governed by Article 8 of the New York UCC, in each case constituting Collateral in suitable form for transfer by delivery or accompanied by instruments of transfer or assignment duly executed in blank, (iii) sufficient identification of commercial tort claims (as applicable), (iv) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the New York UCC) with respect to any deposit account, (v) the recordation of the Patent Security Agreement, if applicable, and the Trademark Security Agreement, if applicable, in the respective form attached to the Security Agreement, in each case in the United States Patent and Trademark Office and (vi) the recordation of the Copyright Security Agreement, if applicable, in the form attached to the Security Agreement with the United States Copyright Office, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the Security Agreement) a fully perfected security interest in all right, title and interest in all of the Collateral (as described in the Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under applicable law through these actions. (b) Upon delivery in accordance with Section 9.12 or 9.13 as applicable, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the appropriate recording office, perfected security interest in and mortgage lien on all right, title and interest of the Credit Parties respective Mortgaged Property in the Collateral specified therein in which a security interest or Lien can be created under Applicable Law, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicable), (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment favor of the Collateral Agent’s “control” Agent (within the meaning of the UCCor such other trustee as may be required or desired under local law) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateral, the Collateral Agent, for the benefit of the Secured Creditors, has (superior and prior to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on rights of all right, title and interest in all of the U.S. Collateral third Persons (except as described in and may exist pursuant to the extent required by the U.S. Security Agreement), Permitted Encumbrances related thereto) and subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions, (y) in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions and (z) in the case of each other Security Document and the Collateral described therein, proper filings of the required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsrelated thereto).

The Security Documents. (a) The provisions of the Security Agreements are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein in which a security interest or Lien can be created under Applicable Lawapplicable law, and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims commercial tort claims (as applicable), and (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment of the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateral), the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions, (y) in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the such Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions and (z) in the case of each other U.K. Security Document and the U.K. Collateral described therein, proper filings of the required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such the U.K. Security DocumentDocuments) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described thereinU.K. Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions. (b) Upon delivery, if any, in accordance with Section 9.12 or 9.13, as applicable, and to the extent required hereunder, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) and, upon recordation in the appropriate recording office, perfected security interest in and mortgage Lien on the respective Mortgaged Property in favor of the Collateral Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Creditors, superior and prior to the rights of all third Persons (except as may exist pursuant to the Permitted Encumbrances related thereto) and subject to no other Liens (other than Permitted Liens related thereto).

The Security Documents. The (a) When executed and delivered, the provisions of the Security Agreements are will be effective to create in favor of the Collateral Agent a legal and valid security interest in all right, title and interest of the Borrower or any Subsidiary Guarantor party thereto in the collateral described therein (subject to Section 10 thereof), and when the financing statements referred to on Schedule 5.15 and subsection 7.11(a)(ii) have been filed as specified in Schedule 5.15 and subsection 7.11(a)(ii), the Collateral Agent shall have a fully perfected security interest in all right, title and interest of the Borrower or such Subsidiary Guarantor, as the case may be, in all "accounts", "chattel paper", "inventory" or "general intangibles" (each as defined in the applicable Uniform Commercial Code) described in such financing statements, all other UCC Filing Collateral (other than UCC Local Filing Collateral) described in such financing statements and, to the best knowledge of the Borrower, all UCC Local Filing Collateral described in such financing statements, in each case superior (to the extent that priority can be obtained by filing Uniform Commercial Code financing statements) in right to any Liens of any third person against such collateral or interests therein, subject only to Liens permitted under subsection 8.3; (b) When executed and delivered, the provisions of the Pledge Agreement, together with possession by the Collateral Agent (or any agent acting on its behalf) of the Pledged Securities described therein (or, in the case of Pledged Securities constituting "securities" (as defined in the applicable Uniform Commercial Code), together with the "transfer" to the Collateral Agent (or any agent acting on its behalf) of such Pledged Securities in accordance with the applicable Uniform Commercial Code) (or any other appropriate method for the benefit perfection of the Secured Creditors security interest in such Pledged Securities in accordance with the applicable Uniform Commercial Code), will be effective to create in favor of the Collateral Agent a legal and valid security interest in all right, title and interest of the Borrower or any Subsidiary Guarantor party thereto, as the case may be, in the Pledged Securities (subject to Section 14 of the Pledge Agreement). Thereafter, the Administrative Agent will have a fully perfected security interest in the Pledged Stock and all other Pledged Securities described in the Pledge Agreement which are then in the possession of the Collateral Agent (or any agent acting on its behalf) (or, in the case of Pledged Securities constituting "securities" (as defined in the applicable Uniform Commercial Code), which have been "transferred" to the Collateral Agent (or any agent acting on its behalf) in accordance with the applicable Uniform Commercial Code (or the security interest in which has otherwise been perfected in accordance with the applicable Uniform Commercial Code)), which security interest is (i) in the case of Pledged Stock, superior in right to any Liens of any third person against such collateral or interests therein, subject to Section 14 of the Pledge Agreement and to Liens permitted under subsection 8.3(a) and (ii) in the case of all other Pledged Securities, superior (to the extent that priority can be obtained by possession or "transfer" (or any other appropriate method for the perfection in accordance with the applicable Uniform Commercial Code) of such other Pledged Securities) in right to any Liens of any third person against such collateral or interests therein, subject to Section 14 of the Pledge Agreement and to Liens permitted by subsection 8.3(a); and (c) When executed and delivered, each Mortgage will be effective to create in favor of the Collateral Agent, a legal, valid and enforceable security interests and Liens (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and Lien on all right, title and interest of the Credit Parties Borrower or any Subsidiary Guarantor party thereto, as the case may be, in the Collateral specified therein Mortgaged Property thereunder. When each Mortgage and the related fixture filings are duly recorded in which the appropriate office or offices and the mortgage recording fees and taxes in respect thereof are paid and compliance is otherwise had with the formal requirements of state law applicable to the recording of real estate mortgages generally, such Mortgage shall constitute a fully perfected Lien on and security interest in that portion of the Mortgaged Property constituting real property or Lien can be created under Applicable Lawfixtures (prior to all mortgages on the Mortgaged Property other than those which have been assigned to the Collateral Agent and those in existence on the Effective Date), subject only to the encumbrances and exceptions to title expressly set forth or referred to in such Mortgage, and (x) to Liens permitted by subsection 8.3; subject, in the case of clauses (a) through (c) above, to bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the U.S. Security Agreement and the U.S. Collateral described therein, upon (i) the timely and proper filing enforcement of financing statements listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (ii) sufficient identification of Commercial Tort Claims (as applicable), (iii) execution of a control agreement establishing the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Deposit Account (other than Excluded Deposit Accounts) and (iv) establishment of the Collateral Agent’s “control” (within the meaning of the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the Collateral, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security Agreement) a fully perfected security interest in and Lien on all right, title and interest in all of the U.S. Collateral (as described in creditors' rights generally and to the extent required by the U.S. Security Agreement), subject to no other Liens other than Permitted Liens, principles of equity whether considered in each case, to the extent perfection can be accomplished under Applicable Law through these actions, (y) a proceeding in the case of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements and other required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, have been made (to the extent provided in the Canadian Security Agreement) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Canadian Collateral, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actions and (z) in the case of each other Security Document and the Collateral described therein, proper filings of the required filings and registrations in favor of the Collateral Agent, for the benefit of the Secured Creditors, and the other actions required by the terms of such Security Documents, have been made (to the extent provided in such Security Document) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsequity or at law.

The Security Documents. (a) The provisions of the Security Agreements are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors a legal, valid and enforceable security interests and Liens interest or hypothec (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, arrangement, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law)) in and on all right, title and interest of the Credit Parties in the Collateral specified therein (as described in which a security interest or Lien can be created under Applicable Lawthe Security Agreements), and (x) in the case of the U.S. Security Agreement and the U.S. Collateral described therein, upon (ib) the timely and proper filing of financing statements (or other local equivalent) listing each applicable U.S. Credit Party, as a debtor, and the Collateral Agent, as secured party, in the secretary of state’s office (or other similar governmental entity) of the jurisdiction of organization of such Credit Party, (iic) sufficient identification of Commercial Tort Claims commercial tort claims (as applicable), (iiid) execution of a control agreement or blocked account agreement (if applicable) establishing the Collateral Agent’s “control” (within the meaning of the UCCNew York Uniform Commercial Code) with respect to any Deposit Account deposit account or providing the Collateral Agent with a perfected, first priority security interest or hypothec (subject to no other Liens other than Excluded Deposit AccountsPermitted Liens) in all amounts from time to time on deposit in such deposit account, (e) the recordation of the Notice of Grant of Security Interest in U.S. federally registered or applied for patents, if applicable, and the Notice of Grant of Security Interest in U.S. federally issued or applied for trademarks, if applicable, in the respective form attached to the relevant Security Agreement, in each case in the United States Patent and Trademark Office, (f) the Notice of Grant of Security Interest in U.S. federally registered copyrights, if applicable, in the form attached to the relevant Security Agreement with the United States Copyright Office, and (ivg) establishment the Confirmation of Grant of Security Interest in Canadian Copyrights, Patents and Trademarks, if applicable, in the Collateral Agent’s “control” (within form attached to the meaning of Canadian Security Agreement with the UCC) with respect to any Letter of Credit Rights that are not supporting obligations of the CollateralCanadian Intellectual Property Office, the Collateral Agent, for the benefit of the Secured Creditors, has (to the extent provided in the U.S. Security AgreementAgreements) a fully perfected security interest or hypothec in and Lien on all right, title and interest in all of the U.S. Collateral (as described in and to the extent required by the U.S. Security AgreementAgreements), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions. Notwithstanding anything herein to the contrary, the Credit Parties shall not be required to take any action to perfect any security interest in any Collateral consisting of Intellectual Property under the laws of any jurisdiction outside of the United States or Canada or any other Collateral under the laws of any jurisdiction outside of the United States and Canada (yother than to perfect against any Equity Interests and/or debt obligation of [Redacted – Name of Subsidiary]). (b) The provisions of the Pledge Agreements are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors a legal, valid and enforceable security interest or hypothec (except to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, arrangement, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law) in all right, title and interest of the case Credit Parties in the Collateral (as described in the Pledge Agreements), upon the timely and proper filing of each Canadian Security Agreement and Canadian Collateral described therein, proper filings of PPSA financing statements (or other local equivalent) listing each applicable Credit Party, as a debtor, and Collateral Agent, as secured party, in the secretary of state’s office (or other required filings and registrations similar governmental entity) of the jurisdiction of organization of such Credit Party, the security interests or hypothecs created under the Pledge Agreements in favor of the Collateral Agent, as Pledgee, for the benefit of the Secured Creditors, have been made constitute perfected (to the extent provided in the Canadian Security AgreementPledge Agreements) to create security interests or hypothecs in the Collateral (as described in the Pledge Agreements (other than Collateral in which a fully perfected security interest or hypothec cannot be perfected under the UCC or PPSA as in and Lien on all right, title and interest effect at the relevant time in all the relevant jurisdiction or by the taking of the Canadian Collateralforegoing actions), subject to no other Liens other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law applicable law through these actions actions. (c) Upon delivery in accordance with Section 8.12 or 8.13 as applicable, each Mortgage will create, as security for the obligations purported to be secured thereby, a valid and enforceable (zexcept to the extent that the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, arrangement, moratorium or other similar laws generally affecting creditors’ rights and by equitable principles (regardless of whether enforcement is sought in equity or at law) and, upon recordation in the case of each other Security Document appropriate recording office, perfected security interest in and mortgage lien on the Collateral described therein, proper filings of the required filings and registrations respective Mortgaged Property in favor of the Collateral Agent, Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Creditors, superior and the other actions required by the terms of such Security Documents, have been made (prior to the extent provided in such Security Documentrights of all third Persons (except as may exist pursuant to the Permitted Encumbrances related thereto) to create a fully perfected security interest in and Lien on all right, title and interest in all of the Collateral described therein, subject to no other Liens (other than Permitted Liens, in each case, to the extent perfection can be accomplished under Applicable Law through these actionsLiens related thereto).