Valid Security. This Agreement constitutes a granting of a valid security interest in the Collateral to the Collateral Agent (on behalf of the Secured Parties), enforceable against creditors of, and purchasers from, the Borrower.
Valid Security. Each Share Charge Agreement, once entered into by all parties thereto and duly registered and filed, will create the security interest which it purports to create with the ranking and priority it is expressed to have, and such security interests are valid and effective. All necessary registration or filings in respect of the Share Charge Agreements will be obtained in accordance with their terms.
Valid Security either:
(i) the Master Purchaser Secured Creditors shall, for any reason cease to have a valid and perfected first priority Encumbrance in all of the property, assets and rights of any kind of the Master Purchaser; or
(ii) any Master Purchaser Security Document (other than those Master Purchaser Security Documents which are terminated in accordance with their respective terms) does not, or ceases to create, a valid and perfected first priority Encumbrance in favour of the Master Purchaser or the Security Trustee (as applicable) in respect of the Master Purchaser Accounts to which such Master Purchaser Security Document relates;
Valid Security. This Agreement creates a valid security interest in the Collateral securing the payment of all the Secured Obligations.
Valid Security. Instrument 35
Valid Security. This Agreement and the Security constitute valid and binding obligations of the Borrower and Guarantor enforceable against it in accordance with their respective terms subject to applicable bankruptcy, insolvency and other similar laws affecting the enforcement of creditors' rights generally and to equitable remedies;
Valid Security either:
(i) the Master Purchaser Secured Creditors shall, for any reason cease to have a valid and perfected first priority Encumbrance in all of the property, assets and rights of any kind of the Master Purchaser; or
(ii) any Account Control Agreement does not, or ceases to create, a valid and perfected first priority Encumbrance in favour of the Master Purchaser or the Security Trustee (as applicable) in respect of the Deposit Accounts or such other assets to which such Account Control Agreement relates subject in each case to the grace periods of 60 days permitted by Clauses 18(o) and 18(p) of the Master Receivables Purchase and Servicing Agreement in relation to the implementation of the Account Control Agreements; or
(iii) for any reason the Security Trustee certifies that in its opinion (having taken appropriate legal advice) the Master Purchaser Secured Property or the Master Purchaser Security Documents are in danger of being taken under any process of law or the Master Purchaser Secured Property is or may be in jeopardy in any respect considered by the Security Trustee to be material;
Valid Security. Each Collateral Document creates the security interests which that Collateral Document purports to create and those security interests are valid and effective. The Liens created pursuant to the Collateral Documents have or will have first ranking priority and are not subject to any prior ranking or pari passu ranking Liens, other than any obligations that are mandatorily preferred by Law and not by contract.
Valid Security. This Agreement, the Promissory Note and the Security Agreement constitute valid and binding obligations of the Borrower enforceable against the Borrower in accordance with their respective terms subject to the usual bankruptcy, insolvency and equitable principles;
Valid Security. This Agreement and the Security create in favour of the Agent for, and the Lenders, as applicable, valid and binding obligations of it, to the extent it is a party thereto on all of its respective right, title and interest in and to all of the collateral which is the subject matter of the Security enforceable against it in accordance with their respective terms subject to applicable bankruptcy, insolvency and other similar laws affecting the enforcement of creditors’ rights generally and to equitable remedies that may be granted only in the discretion of a court of competent jurisdiction.