Common use of Validity of Security Interest Clause in Contracts

Validity of Security Interest. The Security Interest constitutes (a) a legal and valid security interest in all the Collateral securing the payment and performance of the Obligations, (b) subject to the filings described in Section 3.02 above, a perfected security interest in all Collateral in which a security interest may be perfected by filing, recording or registering a financing statement or analogous document in the United States (or any political subdivision thereof) and its territories and possessions pursuant to the Uniform Commercial Code or other applicable law in such jurisdictions and (c) a security interest that shall be perfected in all Collateral in which a security interest may be perfected upon the receipt and recording of this Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable (other than the financing statements referred to above in Section 3.02(a) and such actions as are necessary to perfect the Security Interest with respect to any Collateral consisting of United States Patents, United States Trademarks and United States Copyrights (or registration or application for registration thereof) acquired or developed after the date hereof), within the three month period (commencing as of the date hereof) pursuant to 35 U.S.C. Section 261, 15 U.S.C. Section 1060 or 17 U.S.C. Section 205 and otherwise as may be required pursuant to the laws of any other necessary jurisdiction. The Security Interest is and shall be prior to any other Lien on any of the Collateral (now held or hereafter acquired) except for Liens permitted by Section 7.02 of the Credit Agreement. Notwithstanding the foregoing, the Borrower shall not be required to provide landlord and bailee waivers (but shall use commercially reasonable efforts to provide them).

Validity of Security Interest. The Security Interest constitutes (a) a legal and valid security interest in all the Collateral securing the payment and performance of the Indenture Obligations, (b) subject to the filings described in Section 3.02 above, a perfected security interest in all Collateral in which a security interest may be perfected by filing, recording or registering a financing statement or analogous document in the United States (or any political subdivision thereof) and its territories and possessions pursuant to the Uniform Commercial Code UCC or other analogous applicable law in such jurisdictions and (c) a security interest that shall be perfected in all Collateral in which a security interest may be perfected upon the receipt and recording of this Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable (other than the financing statements referred to above in Section 3.02(a) and such actions as are necessary to perfect the Security Interest with respect to any Collateral consisting of United States Patents, United States Trademarks and United States Copyrights (or registration or application for registration thereof) acquired or developed after the date hereof)applicable, within the three month period (commencing as of the date hereof) pursuant to 35 U.S.C. Section 261, ss.261 or 15 U.S.C. Section 1060 ss.1060 or the one month period (commencing as of the date hereof) pursuant to 17 U.S.C. Section 205 ss.205 and otherwise as may be required to pursuant to the laws of any other necessary jurisdictionjurisdiction in the United States (or any political subdivision thereof) and its territories and possessions. The Security Interest is and shall be prior to any other Lien on any of the Collateral Collateral, other than Liens expressly permitted pursuant to Section 6.02 of the Indenture. For the avoidance of doubt (now held or hereafter acquired) except for and in each place where this agreement makes reference to Liens permitted by pursuant to Section 7.02 6.02 of the Credit Agreement. Notwithstanding the foregoingIndenture), the Borrower Senior Security Interest shall not be required considered a Lien expressly permitted pursuant to provide landlord and bailee waivers (but shall use commercially reasonable efforts to provide them)Section 6.02 of the Indenture.

Validity of Security Interest. The Security Interest constitutes (a) a legal and valid security interest in all the Collateral securing the payment and performance of the Obligations, (b) subject to the filings described in Section 3.02 above, a perfected security interest in all Collateral in which a security interest may be perfected by filing, recording or registering a financing statement or analogous document in the United States (or any political subdivision thereof) and its territories and possessions pursuant to the Uniform Commercial Code or other applicable law in such jurisdictions and (c) a security interest that shall be perfected in all Collateral in which a security interest may be perfected upon the receipt and recording of this Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable (other than the financing statements referred to above in Section 3.02(a) and such actions as are necessary to perfect the Security Interest with respect to any Collateral consisting of United States Patents, United States Trademarks and United States Copyrights (or registration or application for registration thereof) acquired or developed after the date hereof)applicable, within the three month period (commencing as of the date hereof) pursuant to 35 U.S.C. Section 261, 261 or 15 U.S.C. Section 1060 or the one month period (commencing as of the date hereof) pursuant to 17 U.S.C. Section 205 and otherwise as may be required pursuant to the laws of any other necessary jurisdiction. The Security Interest is and shall be prior to any other Lien on any of the Collateral (now held or hereafter acquired) except for Collateral, other than Liens expressly permitted by to be prior to the Security Interest pursuant to Section 7.02 6.02 of the Credit Agreement. Notwithstanding Agreement (including any such Lien expressly permitted pursuant to such Section 6.02 in respect of which a release in a form acceptable to the foregoing, Collateral Agent has been delivered to the Borrower shall not be required to provide landlord and bailee waivers (but shall use commercially reasonable efforts to provide themCollateral Agent).

Validity of Security Interest. The Security Interest constitutes (a) a legal and valid security interest in all the Collateral securing the payment and performance of the Secured Obligations, (b) subject to the filings described in Section 3.02 above, a perfected security interest in all Collateral in which a security interest may be perfected by filingfiling (except Fixtures related to any piece of real estate that is neither (i) a Mortgaged Property nor (ii) subject to a fixture filing listed on Schedule VII), recording or registering a financing statement or analogous document in the United States (or any political subdivision thereof) and its territories and possessions pursuant to the Uniform Commercial Code UCC or other analogous applicable law in such jurisdictions and (c) a security interest that shall be perfected in all Collateral in which a security interest may be perfected upon the receipt and proper recording of this Agreement (or a short-form supplement to this Agreement as contemplated by Section 4.13(i)) with the United States Patent and Trademark Office and the United States Copyright Office, as applicable (other than the financing statements referred to above in Section 3.02(a) and such actions as are necessary to perfect the Security Interest with respect to any Collateral consisting of United States Patents, United States Trademarks and United States Copyrights (or registration or application for registration thereof) acquired or developed after the date hereof)applicable, within the three month period (commencing as of the date hereof) pursuant to 35 U.S.C. Section 261, §261 or 15 U.S.C. Section §1060 or the one month period (commencing as of the date hereof) pursuant to 17 U.S.C. Section §205 and otherwise as may be required pursuant to the laws of any other necessary jurisdictionjurisdiction in the United States (or any political subdivision thereof) and its territories and possessions. The Security Interest is and shall be prior to any other Lien on any of the Collateral Collateral, other than (now held or hereafter acquiredi) except for First-Priority Liens and (ii) Liens permitted by Section 7.02 pursuant to Sections 4.08 or 4.20 of the Credit Agreement. Notwithstanding the foregoing, the Borrower shall not be required to provide landlord and bailee waivers (but shall use commercially reasonable efforts to provide them)Indenture.

Validity of Security Interest. The Security Interest constitutes (a) a legal and valid security interest in all the Collateral securing the payment and performance of the Investor Revolver Obligations, (b) subject to the filings described in Section 3.02 above, a perfected security interest in all Collateral in which a security interest may be perfected by filing, recording or registering a financing statement or analogous document in the United States (or any political subdivision thereof) and its territories and possessions pursuant to the Uniform Commercial Code UCC or other analogous applicable law in such jurisdictions and (c) a security interest that shall be perfected in all Collateral in which a security interest may be perfected upon the receipt and recording of this Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable (other than the financing statements referred to above in Section 3.02(a) and such actions as are necessary to perfect the Security Interest with respect to any Collateral consisting of United States Patents, United States Trademarks and United States Copyrights (or registration or application for registration thereof) acquired or developed after the date hereof)applicable, within the three month period (commencing as of the date hereof) pursuant to 35 U.S.C. Section 261, S tion 261 or 15 U.S.C. Section 1060 or the one month period (commencing as of the date hereof) pursuant to 17 U.S.C. Section 205 and otherwise as may be required to pursuant to the laws of any other necessary jurisdictionjurisdiction in the United States (or any political subdivision thereof) and its territories and possessions. The Security Interest is and shall be prior to any other Lien on any of the Collateral (now held or hereafter acquired) except for Collateral, other than Liens expressly permitted by pursuant to Section 7.02 6.02 of the Revolving Credit Agreement. Notwithstanding For the foregoingavoidance of doubt, in each place where this Agreement makes reference to Liens permitted pursuant to Section 6.02 of the Revolving Credit Agreement, the Borrower Senior Security Interest shall not be required considered a Lien expressly permitted pursuant to provide landlord and bailee waivers (but shall use commercially reasonable efforts to provide them)Section 6.02 of the Revolving Credit Agreement.

Validity of Security Interest. The Security Interest constitutes (a) a legal and valid security interest in all the Collateral securing the payment and performance of the Obligations, (b) subject to the filings described in Section 3.02 above, a perfected security interest in all Collateral in which a security interest may be perfected by filingfiling (except Fixtures related to any piece of real estate that is neither (i) a Mortgaged Property nor (ii) subject to a fixture filing listed on Schedule VII), recording or registering a financing statement or analogous document in the United States (or any political subdivision thereof) and its territories and possessions pursuant to the Uniform Commercial Code UCC or other analogous applicable law in such jurisdictions and (c) a security interest that shall be perfected in all Collateral in which a security interest may be perfected upon the receipt and proper recording of this Agreement (or a short-form supplement to this Agreement as contemplated by Section 4.13(i)) with the United States Patent and Trademark Office and the United States Copyright Office, as applicable (other than the financing statements referred to above in Section 3.02(a) and such actions as are necessary to perfect the Security Interest with respect to any Collateral consisting of United States Patents, United States Trademarks and United States Copyrights (or registration or application for registration thereof) acquired or developed after the date hereof)applicable, within the three month period (commencing as of the date hereof) pursuant to 35 U.S.C. Section 261, §261 or 15 U.S.C. Section §1060 or the one month period (commencing as of the date hereof) pursuant to 17 U.S.C. Section §205 and otherwise as may be required pursuant to the laws of any other necessary jurisdictionjurisdiction in the United States (or any political subdivision thereof) and its territories and possessions. The Security Interest is and shall be prior to any other Lien on any of the Collateral (now held or hereafter acquired) except for Collateral, other than Liens expressly permitted by pursuant to Section 7.02 6.02 of the Credit Agreement. Notwithstanding the foregoing, the Borrower shall not be required to provide landlord and bailee waivers (but shall use commercially reasonable efforts to provide them).

Validity of Security Interest. The Security Interest constitutes (a) a legal and valid security interest in all the Collateral securing the payment and performance of the Indenture Obligations, (b) subject to the filings described in Section 3.02 above, a perfected security interest in all Collateral in which a security interest may be perfected by filing, recording or registering a financing statement or analogous document in the United States (or any political subdivision thereof) and its territories and possessions pursuant to the Uniform Commercial Code UCC or other analogous applicable law in such jurisdictions and (c) a security interest that shall be perfected in all Collateral in which a security interest may be perfected upon the receipt and recording of this Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable (other than the financing statements referred to above in Section 3.02(a) and such actions as are necessary to perfect the Security Interest with respect to any Collateral consisting of United States Patents, United States Trademarks and United States Copyrights (or registration or application for registration thereof) acquired or developed after the date hereof)applicable, within the three month period (commencing as of the date hereof) pursuant to 35 U.S.C. Section 261, Section261 or 15 U.S.C. Section 1060 Section1060 or the one month period (commencing as of the date hereof) pursuant to 17 U.S.C. Section 205 Section205 and otherwise as may be required to pursuant to the laws of any other necessary jurisdictionjurisdiction in the United States (or any political subdivision thereof) and its territories and possessions. The Security Interest is and shall be prior to any other Lien on any of the Collateral Collateral, other than Liens expressly permitted pursuant to Section 6.02 of the Indenture. For the avoidance of doubt (now held or hereafter acquired) except for and in each place where this agreement makes reference to Liens permitted by pursuant to Section 7.02 6.02 of the Credit Agreement. Notwithstanding the foregoingIndenture), the Borrower Senior Security Interest shall not be required considered a Lien expressly permitted pursuant to provide landlord and bailee waivers (but shall use commercially reasonable efforts to provide them)Section 6.02 of the Indenture.

Validity of Security Interest. The Security Interest constitutes (a) a legal and valid second-priority security interest in all the Collateral securing the payment and performance of the Obligations, (b) subject to the filings described in Section 3.02 above, a perfected second-priority security interest in all Collateral in which a security interest may be perfected by filing, recording or registering a financing statement or analogous document in the United States (or any political subdivision thereof) and its territories and possessions pursuant to the Uniform Commercial Code UCC or other analogous applicable law in such jurisdictions and (c) a second-priority security interest that shall be perfected in all Collateral in which a security interest may be perfected upon the receipt and recording of this Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable (other than the financing statements referred to above in Section 3.02(a) and such actions as are necessary to perfect the Security Interest with respect to any Collateral consisting of United States Patents, United States Trademarks and United States Copyrights (or registration or application for registration thereof) acquired or developed after the date hereof)applicable, within the three month period (commencing as of the date hereof) pursuant to 35 U.S.C. Section 261, 261 or 15 U.S.C. Section 1060 or the one month period (commencing as of the date hereof) pursuant to 17 U.S.C. Section 205 and otherwise as may be required to pursuant to the laws of any other necessary jurisdictionjurisdiction in the United States (or any political subdivision thereof) and its territories and possessions. The Security Interest is and shall be a second-priority Security Interest, prior to any other Lien on any of the Collateral Collateral, other than (now held x) Liens securing Senior Lender Claims or hereafter acquired(y) except for Liens permitted by Section 7.02 of the Credit Agreement. Notwithstanding the foregoing, the Borrower shall not be required to provide landlord and bailee waivers (but shall use commercially reasonable efforts to provide them)any other Permitted Liens.

Validity of Security Interest. The Security Interest constitutes (a) a legal and valid security interest in all the Collateral securing the payment and performance of the Reimbursement Obligations, (b) subject to the filings described in Section 3.02 above, a perfected security interest in all Collateral in which a security interest may be perfected by filing, recording or registering a financing statement or analogous document in the United States (or any political subdivision thereof) and its territories and possessions pursuant to the Uniform Commercial Code UCC or other analogous applicable law in such jurisdictions and (c) a security interest that shall be perfected in all Collateral in which a security interest may be perfected upon the receipt and recording of this Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable (other than the financing statements referred to above in Section 3.02(a) and such actions as are necessary to perfect the Security Interest with respect to any Collateral consisting of United States Patents, United States Trademarks and United States Copyrights (or registration or application for registration thereof) acquired or developed after the date hereof)applicable, within the three month period (commencing as of the date hereof) pursuant to 35 U.S.C. Section 261, ss.261 or 15 U.S.C. Section 1060 ss.1060 or the one month period (commencing as of the date hereof) pursuant to 17 U.S.C. Section 205 ss.205 and otherwise as may be required to pursuant to the laws of any other necessary jurisdictionjurisdiction in the United States (or any political subdivision thereof) and its territories and possessions. The Security Interest is and shall be prior to any other Lien on any of the Collateral (now held or hereafter acquired) except for Collateral, other than Liens expressly permitted by pursuant to Section 7.02 6.02 of the Revolving Credit Agreement. Notwithstanding the foregoing, the Borrower shall not be required to provide landlord and bailee waivers (but shall use commercially reasonable efforts to provide them).

Validity of Security Interest. The Security Interest constitutes (a) a legal and valid security interest in all the Collateral securing the payment and performance of the Revolving Credit Obligations, (b) subject to the filings described in Section 3.02 above, a perfected security interest in all Collateral in which a security interest may be perfected by filing, recording or registering a financing statement or analogous document in the United States (or any political subdivision thereof) and its territories and possessions pursuant to the Uniform Commercial Code UCC or other analogous applicable law in such jurisdictions and (c) a security interest that shall be perfected in all Collateral in which a security interest may be perfected upon the receipt and recording of this Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable (other than the financing statements referred to above in Section 3.02(a) and such actions as are necessary to perfect the Security Interest with respect to any Collateral consisting of United States Patents, United States Trademarks and United States Copyrights (or registration or application for registration thereof) acquired or developed after the date hereof)applicable, within the three month period (commencing as of the date hereof) pursuant to 35 U.S.C. Section 261, ss.261 or 15 U.S.C. Section 1060 ss.1060 or the one month period (commencing as of the date hereof) pursuant to 17 U.S.C. Section 205 ss.205 and otherwise as may be required to pursuant to the laws of any other necessary jurisdictionjurisdiction in the United States (or any political subdivision thereof) and its territories and possessions. The Security Interest is and shall be prior to any other Lien on any of the Collateral (now held or hereafter acquired) except for Collateral, other than Liens expressly permitted by pursuant to Section 7.02 6.02 of the Revolving Credit Agreement. Notwithstanding the foregoing, the Borrower shall not be required to provide landlord and bailee waivers (but shall use commercially reasonable efforts to provide them).

Validity of Security Interest. The Security Interest constitutes (a) a legal and valid security interest in all the Collateral securing the payment and performance of the Revolver Obligations, (b) subject to the filings described in Section 3.02 above, a perfected security interest in all Collateral in which a security interest may be perfected by filing, recording or registering a financing statement or analogous document in the United States (or any political subdivision thereof) and its territories and possessions pursuant to the Uniform Commercial Code UCC or other analogous applicable law in such jurisdictions and (c) a security interest that shall be perfected in all Collateral in which a security interest may be perfected upon the receipt and recording of this Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable (other than the financing statements referred to above in Section 3.02(a) and such actions as are necessary to perfect the Security Interest with respect to any Collateral consisting of United States Patents, United States Trademarks and United States Copyrights (or registration or application for registration thereof) acquired or developed after the date hereof)applicable, within the three month period (commencing as of the date hereof) pursuant to 35 U.S.C. Section 261, ss.261 or 15 U.S.C. Section 1060 ss.1060 or the one month period (commencing as of the date hereof) pursuant to 17 U.S.C. Section 205 ss.205 and otherwise as may be required to pursuant to the laws of any other necessary jurisdictionjurisdiction in the United States (or any political subdivision thereof) and its territories and possessions. The Security Interest is and shall be prior to any other Lien on any of the Collateral (now held or hereafter acquired) except for Collateral, other than Liens expressly permitted by pursuant to Section 7.02 6.02 of the Revolving Credit Agreement. Notwithstanding the foregoing, the Borrower shall not be required to provide landlord and bailee waivers (but shall use commercially reasonable efforts to provide them).