Common use of Valid Liens Clause in Contracts

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section 4.01 and Sections 6.11, 6.13 and 6.16 will, upon execution and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, and (x) when financing statements are filed in the filing office specified on Schedule 1(a) to the Perfection Certificate and (y) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or control, in each case subject to no Liens other than Liens permitted by Section 7.01.

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section ‎Section 4.01 and Sections 6.11‎6.11, 6.13 ‎6.13 and 6.16 ‎6.16 will, upon execution and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, and (xi) when financing statements and other filings in appropriate form are filed in the filing office offices specified on Schedule 1(a) 4 to the Perfection Certificate and (yii) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or control, in each case subject to no Liens other than Liens permitted by Section ‎Section 7.01.

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section 4.01 and Sections 6.11, 6.13 and 6.16 will, upon execution and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, and (xi) when financing statements and other filings in appropriate form are filed in the filing office offices specified on Schedule 1(a) 6 to the Perfection Certificate and (yii) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or control, in each case subject to no Liens other than Liens permitted by Section 7.01.

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section 4.01 and Sections 6.11, 6.13 6.11 and 6.16 6.12 will, upon execution and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable (subject in the case of enforceability to Debtor Relief Laws) Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, thereby and (xi) when financing statements and other filings in appropriate form are filed in the filing office offices specified on Schedule 1(a) to in paragraph 2 of the Perfection Certificate and (yii) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or controlstatements, in each case subject to no Liens other than Liens permitted by Section 7.01hereunder.

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section 4.01 and Sections 6.11, 6.13 and 6.16 6.14 will, upon execution and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, thereby and (xi) when financing statements and other filings in appropriate form are filed in the applicable filing office offices in the jurisdictions specified on Schedule 1(a) to the Perfection Certificate and (yii) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or controlstatements, in each case subject to no Liens other than Liens permitted by Section 7.01hereunder.

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section 4.01 Sections 6.11 and Sections 6.11, 6.13 hereto and 6.16 sections of the Restatement Agreement is effective or will, upon execution and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, and (xi) when financing statements and other filings in appropriate form are filed in the filing office offices specified on Schedule 1(a) to in the Perfection Certificate and (yii) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or control, in each case subject to no Liens other than Liens permitted by Section 7.01.

Valid Liens. Each Subject to Section 5.19(d), each Collateral Document (other than the Mortgages) delivered pursuant to Section 4.01 and Sections 6.11, 6.13 and 6.16 will, upon execution and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, and (xi) when financing statements and other filings in appropriate form are filed in the filing office offices specified on Schedule 1(a) 4 to the Perfection Certificate and (yii) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or control, in each case subject to no Liens other than Liens permitted by Section 7.01.

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section ‎Section 4.01 and Sections 6.11‎6.11, 6.13 ‎6.13 and 6.16 ‎6.16 will, upon execution 177 and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, and (xi) when financing statements and other filings in appropriate form are filed in the filing office offices specified on Schedule 1(a) 4 to the Perfection Certificate and (yi) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or control, in each case subject to no Liens other than Liens permitted by Section ‎Section 7.01.

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section 4.01 and Sections 6.11, 6.11 and 6.13 and 6.16 will, upon execution and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, and (xi) when financing statements and other filings in appropriate form are filed in the filing office offices specified on Schedule 1(a) 4 to the Perfection Certificate and (yii) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or control, in each case subject to no Liens other than Liens permitted by Section 7.01.

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section 4.01 Sections 6.11 and Sections 6.11, 6.13 hereto and 6.16 sections of the Restatement Agreement is effective or will, upon execution and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, and (xi) when financing statements and other filings in appropriate form are filed in the filing office offices specified on Schedule 1(a) to in the Perfection Certificate and (yii) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or control, in each case subject to no Liens other than Liens permitted by Section SectionSection 7.01.

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section 4.01 and Sections 6.11, and 6.13 and 6.16 will, upon execution and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, and (xi) when financing statements and other filings in appropriate form are filed in the filing office offices specified on Schedule 1(a) 6 to the Perfection Certificate and (yii) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or control, in each case subject to no Liens other than Liens permitted by Section 7.01.

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section 4.01 and Sections Sections(a) 6.11, 6.13 and 6.16 will, upon execution and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, and (xi) when financing statements and other filings in appropriate form are filed in the filing office offices specified on Schedule 1(a) 6 to the Perfection Certificate and (yii) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or control, in each case subject to no Liens other than Liens permitted by Section 7.01.. PTO Filing; Copyright Office Filing. When the Intellectual Property Security(b) Agreements are properly filed in the United States Patent and Trademark Office and the United States -148-

Valid Liens. Each Collateral Security Document (other than the Mortgages) delivered pursuant to Section 4.01 Sections 4.01, 5.11, 5.12 and Sections 6.11, 6.13 and 6.16 5.14 will, upon execution and delivery thereof, be effective to create in favor of the Collateral Agent collateral agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, thereby and (xi) when financing statements and other filings in appropriate form are filed in or recorded by the filing office specified on Schedule 1(a) to offices required by the Perfection Certificate applicable Requirement of Law and (yii) upon the taking of possession or control by the Collateral Agent collateral agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent collateral agent to the extent possession or control by the Collateral Agent collateral agent is required by the Security AgreementLoan Documents), the Liens created by the Collateral Security Documents (other than the Mortgages) shall constitute fully first priority perfected Liens on, and security interests in (to the extent intended to be created therebythereby and required to be perfected under the Loan Documents), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing and recording financing statements or the taking of possession or control, as the case may be, in each case subject to no Liens other than Liens permitted by Section 7.01hereunder.

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section Sections 4.01 (including as amended and Sections 6.11restated on the Closing Date), 6.11 and 6.13 and 6.16 will, upon execution and delivery thereof, be effective to create in favor of the Collateral Administrative Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, thereby and (xi) when financing statements and other filings in appropriate form are filed in the filing office offices specified on Schedule 1(a) Exhibit A to the Perfection Certificate U.S. Security Agreement (or, in the case of any actions taken after the date hereof in accordance with the provisions of Section 6.11 and 6.13, in the offices specified to the Administrative Agent at such time), (yii) upon the taking of possession or control by the Collateral Administrative Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Administrative Agent to the extent possession or control by the Collateral Administrative Agent is required by the U.S. Security Agreement)) and (iii) upon the taking of any other actions required for perfection of liens created under any Collateral Documents, the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), ) all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or controlother such actions, in each case subject to no Liens other than Liens permitted by Section 7.01hereunder.

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section ‎Section 4.01 and Sections 6.11‎6.11, 6.13 ‎6.13 and 6.16 ‎6.16 will, upon execution and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, and (xi) when financing statements and other filings in appropriate form are filed in the filing office offices specified on Schedule 1(a) 4 to the Perfection Certificate and (yii) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or 183 control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or control, in each case subject to no Liens other than Liens permitted by Section ‎Section 7.01.

Valid Liens. Each Subject to Section 5.19(d), each Collateral Document (other than the Mortgages) delivered pursuant to Section 4.01 and Sections 6.11, 6.13 and 6.16 will, 4849-7283-2717 171 upon execution and delivery thereof, be effective to create in favor of the Collateral Agent for the benefit of the Secured Parties, legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, and (xi) when financing statements and other filings in appropriate form are filed in the filing office offices specified on Schedule 1(a) 4 to the Perfection Certificate and (yii) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute fully perfected Liens on, and security interests in (to the extent intended to be created thereby), all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or control, in each case subject to no Liens other than Liens permitted by Section 7.01.

Valid Liens. Each Collateral Document (other than the Mortgages) delivered pursuant to Section 4.01 and Sections 6.11is, 6.13 and 6.16 will, upon or on execution and delivery thereofthereof by the parties thereto will be, be effective to create in favor of the Collateral Agent for the benefit of the Secured PartiesParties and the other Secured Parties (as defined in the Security Agreement), legal, valid and enforceable Liens on, and security interests in, the Collateral described therein to the extent intended to be created thereby, required by the terms thereof and (xi) when financing statements and other filings in appropriate form are filed in the filing office specified on Schedule 1(a) to the Perfection Certificate appropriate offices and (yii) upon the taking of possession or control by the Collateral Agent of such Collateral with respect to which a security interest may be perfected only by possession or control (which possession or control shall be given to the Collateral Agent to the extent possession or control by the Collateral Agent is required by the Security Agreement), the Liens created by the Collateral Documents (other than the Mortgages) shall constitute to the extent required by the terms thereof fully perfected Liens on, and security interests in (to the extent intended to be created thereby)in, all right, title and interest of the Loan Parties grantors in such Collateral to the extent perfection can be obtained by filing financing statements or the taking of possession or controlCollateral, in each case subject prior and superior in right to no Liens any other person, other than Liens permitted by Section 7.01. The Loan Parties are the legal and beneficial owners of the Collateral free and clear of any Lien, except for the Liens created or permitted under the Loan Documents.