Common use of Title; No Other Liens Clause in Contracts

Title; No Other Liens. Except for the security interest granted to the Collateral Agent for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted Liens on the Collateral under the Credit Agreement, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral Agent, for the ratable benefit of the Secured Parties, pursuant to this Agreement or as are permitted under the Credit Agreement. No Person shall have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral Agent. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property owned or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Documents, such licensing activity shall not constitute a “Lien” on such Intellectual Property. Each of the Collateral Agent and each Secured Party understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Agent to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Administrative Agent for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under by the Credit Agreement, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances Liens or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except (i) such as have been filed in favor of the Collateral Administrative Agent, for the ratable benefit of the Secured Parties, pursuant to this Agreement or as are permitted under by the Credit Agreement. No Person shall , (ii) financing statements which have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 been filed without the consent of the UCCGrantor and with respect to which no Lien has been created, and (iii) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral Agentfinancing statements which have been terminated. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property owned or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Documents, such licensing activity shall not constitute a “Lien” on such Intellectual Property. Each of the Collateral Administrative Agent and each Secured Party Lender understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Administrative Agent to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest interests granted to the Shared Collateral Agent for the ratable benefit of the Shared Collateral Secured Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Shared Collateral under by each of the Credit Agreements, the Intercreditor Agreement and this Agreement, such Grantor owns each item of the Shared Collateral free and clear of any and all Liens, encumbrances Liens or claims of others. No financing statement or other public notice with respect to all or any part of the Shared Collateral is on file or of record in any public office, except such as have been filed in favor of the Shared Collateral Agent, for the ratable benefit of the Shared Collateral Secured Parties, Parties pursuant to this Agreement or as are permitted under by each of the Credit Agreements, the Intercreditor Agreement and this Agreement. No Person shall have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral Agent. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part in the ordinary course of business in a manner that does not materially interfere with the business of the Ultimate Parent and its businessSubsidiaries, grant licenses or sublicenses (other than perpetual or exclusive licenses or sublicenses) to third parties to use Intellectual Property owned or developed by a such Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan DocumentsAgreement, such licensing or sublicensing activity shall not constitute a “Lien” on such Intellectual Property. Each of the Collateral Agent and each Secured Party Grantor understands that any such licenses and sublicenses may be exclusive to the applicable licensees, and such exclusivity provisions may not limit the ability of the Shared Collateral Agent to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Such Grantor has title to, and good and valid rights to, the Collateral of such Grantor. Except for the security interest granted to the Collateral Agent for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted Liens on the Collateral under the Credit AgreementLiens, such Grantor owns each such item of the Collateral free and clear of any and all Liens, encumbrances or claims of others. No financing statement or other public notice or record of a Lien with respect to all or any part of the Collateral Collateral, in each case, which has been authorized by any Grantor and subject to Section 4.4 below, is on file or of record in any public office, except such as have been filed in favor of the Collateral Agent, for the ratable benefit of the Secured Parties, pursuant to this Agreement, such as are expressly permitted by the terms of the Loan Agreement or as are permitted under the Credit Agreement. No Person shall such filings for which termination statements have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than been delivered to the Collateral Agent. For Except as otherwise permitted by the avoidance Loan Agreement or this Agreement, no Collateral owned by any Grantor will be in the possession or under the control of doubtany other Person having a claim thereto or security interest therein except as permitted by the terms of the Loan Agreement and the Intercreditor Agreement (to the extent the Intercreditor Agreement exists); provided, it is understood and agreed however, that any Grantor may, as part in the ordinary course of its business, grant non-exclusive licenses to third parties to use Intellectual Property owned or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Documents, such licensing activity shall not constitute a “Lien” on such Intellectual Property. Each of the Collateral Agent and each Secured Party understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Agent to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Agent for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under by the Credit Agreement, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances or claims Liens except Liens permitted pursuant to Section 6.02 of othersthe Credit Agreement. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral Agent, for the ratable benefit of the Secured Parties, pursuant to this Agreement or as are permitted under by the Credit Agreement. No Person shall have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral Agent. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property owned or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Documents, such licensing activity shall not constitute a “Lien” on such Intellectual Property. Each of the Collateral Agent and each Secured Party understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Agent to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Agent Trustee for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under by the Credit AgreementAgreement and Liens which will be terminated as of the Closing Date, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances Liens or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral AgentTrustee, for the ratable benefit of the Secured Parties, pursuant to this Agreement or as are permitted under by the Credit Agreement. No Person shall have “control” (as defined , and financing statements, mortgages, deeds of trust, deeds to secure debt and other documents and instruments filed of record that evidence Liens that are being terminated in Section 9-104, 9-105, 9-106 or 9-107 accordance with the requirements of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral AgentAgreement. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property owned or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Documents, such licensing activity shall not constitute a “Lien” on such Intellectual Property. Each The Collateral Trustee and each of the Collateral Agent and each Secured Party understands Parties acknowledges that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Agent Trustee to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Agent for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under pursuant to the terms of the Credit Agreement, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances Liens or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral Agent, for the ratable benefit of the Secured Parties, pursuant to this Agreement or as are permitted under by the Credit Agreement. No Person shall have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral Agent. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property owned or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Documents, such licensing activity shall not constitute a “Lien” on such Intellectual Property. Each of the Collateral Agent and each the other Secured Party Parties understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Agent to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Administrative Agent for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under by the Credit Agreement, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances Liens or claims of others. No effective financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral Administrative Agent, for the ratable benefit of the Secured Parties, pursuant to this Agreement or as are permitted under by the Credit Agreement. No Person shall have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral Agent. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property owned by or developed by licensed to a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Documents, such licensing activity shall not constitute a “Lien” on such Intellectual Property. Each of the Collateral Administrative Agent and each Secured Party Lender understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Administrative Agent to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Agent Trustee for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under by the Credit AgreementIndenture and Liens which will be terminated as of the Closing Date, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances Liens or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral AgentTrustee, for the ratable benefit of the Secured Parties, pursuant to this Agreement or as are permitted under by the Credit Agreement. No Person shall have “control” (as defined Indenture, and financing statements, mortgages, deeds of trust, deeds to secure debt and other documents and instruments filed of record that evidence Liens that are being terminated in Section 9-104, 9-105, 9-106 or 9-107 accordance with the requirements of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral AgentIndenture. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property owned or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Note Documents, such licensing activity shall not constitute a “Lien” on such Intellectual Property. Each The Collateral Trustee and each of the Collateral Agent and each Secured Party understands Parties acknowledges that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Agent Trustee to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Agent for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under each then outstanding First Lien Document (including the Liens granted to secure any Junior Lien Indebtedness (as defined in each of the Existing Credit Agreement and the Revolving Credit Agreement and/or any other defined term having a similar purpose in any other Credit Agreement)), such Grantor owns owns, or has rights in, each item of the Collateral free and clear of any and all Liens, encumbrances Liens or claims of others. No effective financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral Agent, for the ratable benefit of the Secured Parties, pursuant to this Agreement or as are permitted under the by each Credit Agreement. No Person shall have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral Agent. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property owned or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan First Lien Documents, such licensing activity shall not constitute a “Lien” on such Intellectual Property. Each of the Collateral Agent and each Secured Party understands understand that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Agent to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Agent for the ratable benefit of the Secured Parties Lenders pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under by the Credit Agreement, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances Liens or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral Agent, for the ratable benefit of the Secured PartiesLenders, pursuant to this Agreement or as are permitted under by the Credit Agreement. No Person shall have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral Agent. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property owned or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Documents, such licensing activity shall not constitute a “Lien” on such Intellectual Property. Each of the Administrative Agent, the Collateral Agent and each Secured Party Lender understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Agent to utilize, sell, lease Lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Agent (for the ratable benefit of the Secured Parties Parties) pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under the Credit Agreementby all applicable Finance Documents, such Grantor owns or has a license or other right to use, each item of the Collateral free and clear of any and all Liens, encumbrances or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except (i) such as have been filed in favor of the Collateral Agent, Agent (for the ratable benefit of the Secured Parties, ) pursuant to this Agreement or Agreement, (ii) as are permitted under the Credit Agreement. No Person by all applicable Finance Documents or (iii) such as were filed with respect to Liens that shall have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of been eliminated after giving effect to the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of Reorganization Plan and the Collateral other than the Collateral AgentEffective Date. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property owned or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Finance Documents, such licensing activity shall not constitute a “Lien” on such Intellectual Property, provided that such licensing activity is not intended to create a security interest of any kind or nature whatsoever. Each of the Collateral Agent and each other Secured Party understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Agent to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Administrative Agent for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under by the Credit Agreement, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral Administrative Agent, for the ratable benefit of the Secured Parties, Parties pursuant to this Agreement or as are permitted under by the Credit Agreement, or financing statements for which proper termination statements will be delivered to the Administrative Agent on or prior to the Closing Date. No Person shall have “control” (as defined Grantor has any outstanding Indebtedness or other obligations owing to, or has granted any Lien outstanding in Section 9-104favor of, 9-105Antares Leveraged Capital Corp., 9-106 Antares Capital Corporation or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral AgentAffiliate thereof. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to any other Grantor or third parties to use Intellectual Property owned or developed by a such Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Documents, such licensing activity shall not constitute a “"Lien” " on such Intellectual Property. Each of the Collateral Administrative Agent and each other Secured Party understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Administrative Agent to utilize, sell, lease Lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Agent for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under by the Credit Agreement, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral Agent, for the ratable benefit of the Secured Parties, pursuant to this Agreement or as are permitted under by the Credit Agreement. No Person shall have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral Agent. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses in the ordinary course of business to third parties to use Intellectual Property owned by, licensed to, or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Documents, such licensing activity shall not constitute a “Lien” on such Intellectual Property. Each of the Collateral Agent and each Secured Party Lender understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Agent to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Agent Trustee for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under by the Credit AgreementIndenture, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances Liens or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral AgentTrustee, for the ratable benefit of the Secured Parties, pursuant to this Agreement or as are permitted under by the Credit Agreement. No Person shall have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral AgentIndenture. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property owned or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan DocumentsIndenture, such licensing activity shall not constitute a “Lien” on such Intellectual Property. Each of the Collateral Agent Trustee and each Secured Party Holder understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Agent Trustee to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Second-Priority Collateral Agent for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under by the Credit Second-Priority Indenture and each Other Pari Passu Lien Agreement, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances Liens or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral Agent, for the ratable benefit of the Secured Parties, pursuant to this Agreement or as are permitted under the Credit Agreement. No Person shall have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral Agent. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property owned owned, in-licensed or developed by a GrantorGrantor to the extent permitted by the Second-Priority Indenture. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Second-Priority Note Documents, any licenses resulting from such licensing activity activity, and any existing licenses granted in the ordinary course, shall not constitute a “Lien” on such Intellectual Property. Each of the Second-Priority Collateral Agent and each other Secured Party understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Second-Priority Collateral Agent to utilize, sell, lease lease, license, assign or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Administrative Agent for the ratable benefit of the Secured Credit Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under by the Credit Agreement, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances Liens or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral Administrative Agent, for the ratable benefit of the Secured Credit Parties, pursuant to this Agreement or as are permitted under by the Credit Agreement. No Person shall have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral Agent. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part in the ordinary course of its businessbusiness consistent with past practice, grant licenses to third parties to use Intellectual Property Collateral owned or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Documents, such licensing activity shall not constitute a “Lien” on such Intellectual PropertyProperty Collateral. Each of the Collateral Agent and each Secured Credit Party understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Administrative Agent to utilize, sell, lease or transfer the related Intellectual Property Collateral or otherwise realize value from such Intellectual Property Collateral pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Administrative Agent for the ratable benefit of the Secured Parties Agents and the Lenders pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under by the Credit AgreementAgreement and Liens which will be terminated as of the Closing Date, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances Liens or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Collateral Administrative Agent, for the ratable benefit of the Secured PartiesAgents and the Lenders, pursuant to this Agreement or as are permitted under by the Credit Agreement. No Person shall have “control” (as defined , and financing statements, mortgages, deeds of trust, deeds to secure debt and other documents and instruments filed of record that evidence Liens that are being terminated in Section 9-104, 9-105, 9-106 or 9-107 accordance with the requirements of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral AgentAgreement. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property owned or developed by a Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Documents, such licensing activity shall not constitute a “Lien” on such Intellectual Property. Each of the Collateral Administrative Agent and each Secured Party Lender understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Administrative Agent to utilize, sell, lease or transfer the related Intellectual Property or otherwise realize value from such Intellectual Property pursuant hereto.

Title; No Other Liens. Except for the security interest granted to the Collateral Agent for the ratable benefit of the Secured Parties pursuant to this Agreement and Permitted the other Liens permitted to exist on the Collateral under by the Credit Agreement, such Grantor owns each item of the Collateral free and clear of any and all Liens, encumbrances or claims Liens of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed (i) in favor of the Collateral Agent, for the ratable benefit of the Secured Parties, pursuant to this Agreement or as are permitted under by the Credit Agreement. No Person shall , (ii) to secure Indebtedness or any other obligation which is no longer outstanding and (iii) with respect to commitments to lend which have “control” (as defined in Section 9-104, 9-105, 9-106 or 9-107 of the UCC) of any Deposit Account, Chattel Paper, Investment Property or Letter-of-Credit Right constituting part of the Collateral other than the Collateral Agentbeen terminated. For the avoidance of doubt, it is understood and agreed that any Grantor may, as part of its business, grant licenses to third parties to use Intellectual Property or data (provided that such data is licensed in the ordinary course of such Grantor’s business) owned or developed by a Grantor or licensed to such Grantor. For purposes of restriction on Liens and encumbrances under this Agreement and the other Loan Documents, such licensing activity to third parties shall not constitute a “Lien” on such Intellectual PropertyProperty or such data. Each of the Administrative Agent, the Collateral Agent and each Secured Party Lender understands that any such licenses may be exclusive to the applicable licensees, and such exclusivity provisions may limit the ability of the Collateral Agent to utilize, sell, lease or transfer the related Intellectual Property or such data or otherwise realize value from such Intellectual Property or such data pursuant hereto.