Common use of Validity and Priority of Security Interest Clause in Contracts

Validity and Priority of Security Interest. The provisions of this Agreement, and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens and as otherwise provided in the Security Agreement, securing all of the Obligations, and enforceable against the Borrower each Obligor and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (a), (c), (d), (e), (g), (h) and (ei) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower Obligated Parties and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, the Mortgage(s) (when executed), and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, and with respect to Credit Agreement Collateral, having priority over all other Liens on the such Collateral, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties.),

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and and, upon the filing of Uniform Commercial Code financing statements in the appropriate governmental filing offices, such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses Collateral (cother than Permitted Liens), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower Loan Parties and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d), (e), (f), (h), (i) and (ej) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower Parties and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent Agent, the Letter of Credit Issuer and the Lenders, and such Liens (a) constitute perfected and continuing Liens on all the Collateral, having (b) have priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d), (e) and (ef) of the definition of Permitted Liens securing all the ObligationsLiens, and (c) are enforceable against the Borrower such Obligor and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, Collateral having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c)Permitted Liens, (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower each Credit Party and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, ------------------------------------------ Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Permitted Liens identified in clauses (c), (d) and (e) of the definition of Permitted having priority over such Liens securing all the Obligations, and enforceable against the Borrower and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, the Engine Mortgage and any related Mortgage Supplements and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses clause (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, and the other Loan Documents Documents, the Interim Order and the Final Order create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the LendersSecured Creditors, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties.on

Validity and Priority of Security Interest. The provisions of this Agreement, and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the LendersLender, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (b), (c), (d), (e), (f), (g), (h), (i) and (ej) of the definition of Permitted Liens Section 7.2 securing all the Obligations, and enforceable against the Borrower Credit Parties and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, the Mortgage(s), and the other Loan Documents create (or upon execution, delivery due filing and recordation will create) legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute constitute, on the Closing Date, perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c)Permitted Liens, (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the such Borrower and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses Collateral (cother than Permitted Liens), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the CollateralCollateral other than Permitted Liens, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the such Borrower and each of its Subsidiaries and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, the Mortgage(s), and the other Loan Documents create legal and valid Liens on all the Collateral in 66 72 favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower Borrowers and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, the Mortgage, and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the LendersLender, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the LendersGuarantor Collateral in the Lender's favor, and such Liens will constitute perfected and continuing Liens on all the Collateral and the Guarantor Collateral, having priority over all other Liens on the Collateral, Collateral and the Guarantor Collateral except for those the Permitted Liens identified in clauses (c)Section 7.4, (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower Borrower, each Guarantor and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, the Mortgage, and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d), (e) and (eg) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, [the Mortgage(s)], and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties.

Validity and Priority of Security Interest. The provisions ------------------------------------------ of this Agreement, and the other Loan Documents create legal and valid Liens on all the personal property Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateralpersonal property Collateral (to the extent perfection is required as of the Initial Funding Date by the Security Agreement), having priority over all other Liens on the personal property Collateral, except for those Liens identified in clauses (c)Permitted Liens, (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower Loan Parties and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, the Mortgages, and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c)Permitted Liens, (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and its Subsidiaries and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d), (e), (g), (h), (i) and (ej) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower Parties and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, the Security Agreements, and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (a), (c), (d) and (e) of the definition of Permitted Liens Liens, securing all the Obligations, and enforceable against the Borrower each Loan Party and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral to secure the Obligations in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, Collateral (except for those Liens identified set forth in clauses (cSchedule 8.2 hereof), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the each Borrower granting a security interest in Collateral and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and and, upon the filing with the appropriate filing authorities of appropriate financing statements that have already been provided to the Agent, such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties, other than purchasers of Inventory in the ordinary course of business.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Collateral (other than Liens identified specified in clauses (c), e) or (d) and (ej) of the definition of term Permitted Liens Liens), securing all the Obligations, and enforceable against the Borrower (and other Loan Parties as to Loan Documents to which they are parties) and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the LendersLender, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d), (e), (g), (h) and (ei) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower Borrowers and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such . Such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) ), (e), and (ef) of the definition of “Permitted Liens”. Such Liens securing secure all the Obligations, and are enforceable against the Borrower Obligated Parties and all third parties.

Validity and Priority of Security Interest. The provisions of ------------------------------------------ this Agreement, and the other Loan Documents create legal and valid Liens on all the personal property Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateralpersonal property Collateral (to the extent perfection is required as of the Initial Funding Date by the Security Agreement), having priority over all other Liens on the personal property Collateral, except for those Liens identified in clauses (c)Permitted Liens, (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower Loan Parties and all third parties.

Validity and Priority of Security Interest. The provisions of ---------------------------------------------- this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d), (e) and (eg) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower Borrowers and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Collateral Documents create legal and valid Liens on all the Collateral in favor of the Administrative Agent, for the ratable benefit of the Administrative Agent and the LendersBanks, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c)Permitted Liens, (d) and (e) of the definition of Permitted Liens securing all the Obligations, Obligations and enforceable against the Borrower each Loan Party and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, the Mortgage, and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such . Such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) ), and (e) of the definition of “Permitted Liens.” Such Liens securing secure all the Obligations, and are enforceable against the Borrower and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the Lenders, and such Liens constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, except for those Liens identified in clauses (c), (d) ), (e), (g), (h), and (ei) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower Parties and all third parties.

Validity and Priority of Security Interest. The provisions of this Agreement, Agreement and the other Loan Documents create legal and valid Liens on all the Collateral in favor of the Agent, for the ratable benefit of the Agent and the LendersLender, and such Liens Liens, when all appropriate filings have been made by the Lender in the applicable jurisdictions, will constitute perfected and continuing Liens on all the Collateral, having priority over all other Liens on the Collateral, Collateral except for those Liens identified in clauses (c), (d) and (e) of the definition of Permitted Liens securing all the Obligations, and enforceable against the Borrower Borrowers and all third parties.