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Common use of Validity of Security Interest Clause in Contracts

Validity of Security Interest. The security interest in and Lien on the Pledged Collateral granted to the Administrative Agent for the benefit of the Secured Parties hereunder constitutes (a) a legal and valid security interest in all the Pledged Collateral securing the payment and performance of the Obligations, and (b) upon completion of the filings and other actions described in Schedule 4 to the Perfection Certificate (to the extent required to be listed on the schedules to the Perfection Certificate as of the date this representation is made or deemed made), (i) will constitute a perfected security interest in all the Pledged Collateral in which a security interest may be perfected in the United States 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 UCC or other applicable law in such jurisdictions and (ii) will constitute a perfected security interest in all Pledged Collateral in which a security interest may be perfected in the United States upon the timely receipt and recording of the Patent Security Agreement, Copyright Security Agreement or Trademark Security Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable. The security interest and Lien granted to the Administrative Agent for the benefit of the Secured Parties pursuant to this Agreement in and on the Pledged Collateral is and shall be prior to all other Liens on the Pledged Collateral except for Permitted Liens.

Appears in 3 contracts

Samples: Security Agreement (American Renal Associates LLC), Credit Agreement (American Renal Associates LLC), Security Agreement (American Renal Associates LLC)

Validity of Security Interest. The security interest in and Lien on the Pledged Collateral granted to the Administrative Collateral Agent for the benefit of the Secured Parties hereunder constitutes (a) a legal and valid security interest in all the Pledged Collateral securing the payment and performance of the Secured Obligations, and (b) upon completion of subject to the filings and other actions described in Schedule 4 6 to the Perfection Certificate (to the extent required to be listed on the schedules to the Perfection Certificate as of the date this representation is made or deemed made), (i) will constitute a perfected security interest in all the Pledged Collateral in which a security interest may be perfected in the United States 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 UCC or other applicable law in such jurisdictions and (ii) will constitute a perfected security interest in all Pledged Collateral in which a security interest may be perfected in the United States upon the timely receipt and recording of the Patent Security Agreement, Copyright Security Agreement or Trademark Security Agreement intellectual property filings with the United States Patent and Trademark Office and the United States Copyright Office, as applicablea perfected security interest in all the Pledged Collateral to the extent required to be perfected hereunder. The security interest and Lien granted to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to this Agreement in and on the Pledged Collateral is and shall be will at all times constitute a perfected, continuing security interest therein, prior to all other Liens on the Pledged Collateral except for Permitted Liens. Without limiting the foregoing, this Agreement constitutes a legal valid and binding obligation of each Pledgor, enforceable against such Pledgor, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law.

Appears in 3 contracts

Samples: Security Agreement, Security Agreement (Aleris Corp), Security Agreement (Aleris Corp)

Validity of Security Interest. The security interest in and Lien on the Pledged Collateral granted to the Administrative Agent for the benefit of the Secured Parties hereunder constitutes (a) a legal and valid security interest in all the Pledged Collateral securing the payment and performance of the Obligations, and (b) upon completion of subject to the filings and other actions described in Schedule 4 6 to the Perfection Certificate Certificate, the payment of all applicable fees, the delivery to and continuing possession by the Administrative Agent of all Certificated Securities, all Instruments, all Tangible Chattel Paper and all Documents a security interest in which is perfected by possession, and the obtaining and maintenance of “control” (to as described in the extent required to be listed on Uniform Commercial Code as in effect in the schedules to applicable jurisdiction) by the Perfection Certificate as Administrative Agent of the date this representation all Deposit Accounts, all Securities Accounts, all Commodities Accounts, all Electronic Chattel Paper, Letter-of-Credit Rights and all Uncertificated Securities, in each case a security interest in which is made or deemed made)perfected by such “control”, (i) will constitute a perfected security interest in all the Pledged Collateral in which a security interest may be perfected in Collateral. To the United States by filing, recording or registering a financing statement or analogous document in extent perfection of the United States (or any political subdivision thereof) and its territories and possessions pursuant to the UCC or other applicable law in such jurisdictions and (ii) will constitute a perfected security interest in all such Pledged Collateral in which a security interest may be perfected in the United States upon the timely receipt and recording of the Patent Security is required by this Agreement, Copyright Security Agreement or Trademark Security Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable. The security interest and Lien granted to the Administrative Agent for the benefit of the Secured Parties pursuant to this Agreement in and on the such Pledged Collateral is will at all times constitute a perfected security interest and shall be Lien prior to all other Liens on the such Pledged Collateral except for Permitted LiensEncumbrances and Liens otherwise permitted by Section 7.02 of the Credit Agreement.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Smith & Wesson Holding Corp), Pledge and Security Agreement (Smith & Wesson Holding Corp)

Validity of Security Interest. The security interest in and Lien on the Pledged Collateral granted to the Administrative Collateral Agent for the benefit of the Secured Parties hereunder constitutes (a) a legal and valid security interest in all the Pledged Collateral securing the payment and performance of the Secured Obligations, and (b) upon completion of subject to the filings and other actions described in Schedule 4 7 to the Perfection Certificate Certificate, the payment of all applicable fees, the delivery to and continuing possession by the Collateral Agent of all Certificated Securities, all Instruments, all Tangible Chattel Paper and all Documents a security interest in which is perfected by possession, and the obtaining and maintenance of “control” (to as described in the extent required to be listed on Uniform Commercial Code as in effect in the schedules to applicable jurisdiction) by the Perfection Certificate as Administrative Agent of the date this representation all Deposit Accounts, all Securities Accounts, all Commodities Accounts, all Electronic Chattel Paper, Letter-of-Credit Rights and all Uncertificated Securities, in each case a security interest in which is made or deemed made)perfected by such “control”, (i) will constitute a perfected security interest in all the Pledged Collateral in which a security interest may be perfected in Collateral. To the United States by filing, recording or registering a financing statement or analogous document in extent perfection of the United States (or any political subdivision thereof) and its territories and possessions pursuant to the UCC or other applicable law in such jurisdictions and (ii) will constitute a perfected security interest in all such Pledged Collateral in which a security interest may be perfected in the United States upon the timely receipt and recording of the Patent Security is required by this Agreement, Copyright Security Agreement or Trademark Security Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable. The security interest and Lien granted to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to this Agreement in and on the such Pledged Collateral is will at all times constitute a perfected security interest and shall be Lien prior to all other Liens on the such Pledged Collateral except for Permitted Liens.

Appears in 2 contracts

Samples: Security Agreement (Foamex International Inc), Security Agreement (Foamex International Inc)

Validity of Security Interest. The security interest in and Lien on the Pledged Collateral granted to the Administrative Agent for the benefit of the Secured Parties hereunder constitutes (a) a legal and valid security interest in all the Pledged Collateral securing the payment and performance of the ObligationsObligations under the UCC, and (b) upon completion of subject to the filings and other actions described in Schedule 4 6 to the Perfection Certificate (to the extent required to be listed on the schedules to the Perfection Certificate as of the date this representation is made or deemed made), (i) will constitute a perfected security interest in all the Pledged Collateral in which a security interest may be perfected in under the United States 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 UCC or other applicable law in such jurisdictions and (ii) will constitute a perfected security interest in all Pledged Collateral in which a security interest may be perfected in the United States upon the timely receipt and recording of the Patent Security Agreement, Copyright Security Agreement or Trademark Security Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicableUCC. The security interest and Lien granted to the Administrative Agent for the benefit of the Secured Parties pursuant to this Agreement in and on the Pledged Collateral is Collateral, except as otherwise provided in this Agreement and shall subject to the limitations set forth herein, will at all times constitute a perfected, continuing security interest therein (to the extent such security interests can be perfected by filing under the UCC), prior to all other Liens on the Pledged Collateral except for Permitted Liens. Upon the taking of possession or control by the Administrative Agent of Pledged Collateral with respect to which a security interest may be perfected by possession or control, the Liens created by this Agreement shall constitute first priority perfected Liens on, and security interests in such Pledged Collateral.

Appears in 1 contract

Samples: Credit Agreement (RR Donnelley & Sons Co)

Validity of Security Interest. The security interest in and Lien on the Pledged Collateral granted to the Administrative Agent for the benefit of the Secured Parties hereunder constitutes (a) a legal and valid security interest in all the Pledged Collateral securing the payment and performance of the ObligationsSecured Obligations under the UCC, and (b) upon completion of subject to the filings and other actions described in Schedule 4 6 to the Perfection Certificate (to the extent required to be listed on the schedules to the Perfection Certificate as of the date this representation is made or deemed made), (i) will constitute a perfected security interest in all the Pledged Collateral in which a security interest may be perfected in under the United States 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 UCC or other applicable law in such jurisdictions and (ii) will constitute a perfected security interest in all Pledged Collateral in which a security interest may be perfected in the United States upon the timely receipt and recording of the Patent Security Agreement, Copyright Security Agreement or Trademark Security Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicableUCC. The security interest and Lien granted to the Administrative Agent for the benefit of the Secured Parties pursuant to this Agreement in and on the Pledged Collateral is Collateral, except as otherwise provided in this Agreement and shall subject to the limitations set forth herein, will at all times constitute a perfected, continuing security interest therein (to the extent such security interests can be perfected by filing under the UCC), prior to all other Liens on the Pledged Collateral except for Permitted Liens. Upon the taking of possession or control by the Administrative Agent of Pledged Collateral with respect to which a security interest may be perfected by possession or control, the Liens created by this Agreement shall constitute first priority perfected Liens on, and security interests in such Pledged Collateral.

Appears in 1 contract

Samples: Credit Agreement (RR Donnelley & Sons Co)

Validity of Security Interest. The security interest in and Lien on the Pledged Collateral granted to the Administrative Collateral Agent for the benefit of the Secured Parties hereunder constitutes (a) a legal and valid security interest in all the Pledged Collateral securing the payment and performance of the Obligations, and (b) upon completion of the filings and other actions described in Schedule 4 to the Perfection Certificate (to the extent required to be listed on the schedules to the Perfection Certificate as of the date this representation is made or deemed made), (i) will constitute a perfected security interest in all the Pledged Collateral in which a security interest may be perfected in the United States 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 UCC or other applicable law in such jurisdictions and (ii) will constitute a perfected security interest in all Pledged Collateral in which a security interest may be perfected in the United States upon the timely receipt and recording of the Patent Security Agreement, Copyright Security Agreement or Trademark Security Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable. The security interest and Lien granted to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to this Agreement in and on the Pledged Collateral is and shall be prior to all other Liens on the Pledged Collateral except for Permitted Liens.

Appears in 1 contract

Samples: Security Agreement (American Renal Associates LLC)

Validity of Security Interest. The security interest in and Lien on the Pledged Collateral granted to the Administrative Agent for the benefit of the Secured Parties hereunder constitutes (a) a legal and valid security interest in all the Pledged Collateral securing the payment and performance of the Secured Obligations, and (b) upon completion of the filings and other actions described in Schedule 4 subject to the Perfection Certificate (to filing of financing statements in the extent required to be listed on applicable jurisdictions, the schedules to the Perfection Certificate as of the date this representation is made or deemed made), (i) will constitute a perfected security interest in all the Pledged Collateral in which a security interest may be perfected Copyright Security Agreement in the United States by filingCopyright Office, 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 UCC or other applicable law in such jurisdictions and (ii) will constitute a perfected security interest in all Pledged Collateral in which a security interest may be perfected in the United States upon the timely receipt and recording of the Patent Security Agreement, Copyright Security Agreement or and Trademark Security Agreement with the United States Patent and Trademark Office Office, a perfected security interest in all the Collateral to the extent such security interest and Lien can be perfected by filing in the applicable jurisdictions, the United States Copyright Office, as applicableand the United States Patent and Trademark Office, or by possession or by control to the extent such possession or control are required herein. The security interest and Lien granted to the Administrative Agent for the benefit of the Secured Parties pursuant to this Agreement in and on the Pledged Collateral is and shall be will at all times constitute a perfected, continuing security interest therein, prior to all other Liens on the Pledged Collateral except for Permitted Liens. Notwithstanding anything to the contrary herein or in the Credit Agreement, the Pledgors make no representation regarding the attachment, perfection or priority of any lien on or security interest in any of the Intercompany Notes executed by a Foreign Subsidiary except to the extent the UCC is applicable thereto.

Appears in 1 contract

Samples: Credit Agreement (Vonage Holdings Corp)

Validity of Security Interest. The security interest in and Lien on the Pledged Collateral granted to the First Lien Administrative Agent for the benefit of the Secured Parties hereunder constitutes (a) a legal and valid security interest in all the Pledged Collateral securing the payment and performance of the Secured Obligations, and (b) upon completion of the filings and other actions described in Schedule 4 to the Perfection Certificate (to the extent required to be listed on the schedules to the Perfection Certificate as of the date this representation is made or deemed made), (i) will constitute a perfected security interest in all the Pledged Collateral in which a security interest may be perfected in the United States 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 UCC or other applicable law in such jurisdictions and (ii) will constitute a perfected security interest in all Pledged Collateral in which a security interest may be perfected in the United States upon the timely receipt and recording of the Patent Security Agreement, Copyright Security Agreement or Trademark Security Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable. The security interest and Lien Xxxx granted to the First Lien Administrative Agent for the benefit of the Secured Parties pursuant to this Agreement in and on the Pledged Collateral is and shall be prior to all other Liens on the Pledged Collateral except for Permitted Liens.

Appears in 1 contract

Samples: First Lien Credit Agreement (American Renal Associates Holdings, Inc.)

Validity of Security Interest. The security interest in and Lien on the Pledged Collateral granted to the Administrative Agent for the benefit of the Secured Parties hereunder constitutes (a) a legal and valid security interest in all the Pledged Collateral securing the payment and performance of the Obligations, and (b) upon completion of the filings and other actions described in Schedule 4 subject to the Perfection Certificate (to filing of financing statements in the extent required to be listed on applicable jurisdictions, the schedules to the Perfection Certificate as of the date this representation is made or deemed made), (i) will constitute a perfected security interest in all the Pledged Collateral in which a security interest may be perfected Copyright Security Agreement in the United States by filingCopyright Office, 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 UCC or other applicable law in such jurisdictions and (ii) will constitute a perfected security interest in all Pledged Collateral in which a security interest may be perfected in the United States upon the timely receipt and recording of the Patent Security Agreement, Copyright Security Agreement or and Trademark Security Agreement with the United States Patent and Trademark Office Office, a perfected security interest in all the Collateral to the extent such security interest and Lien can be perfected by filing in the applicable jurisdictions, the United States Copyright Office, as applicableand the United States Patent and Trademark Office, or by possession or by control to the extent such possession or control are required herein. The security interest and Lien granted to the Administrative Agent for the benefit of the Secured Parties pursuant to this Agreement in and on the Pledged Collateral is and shall be will at all times constitute a perfected, continuing security interest therein, prior to all other Liens on the Pledged Collateral except for Permitted Liens. Notwithstanding anything to the contrary herein or in the Credit Agreement, the Pledgors make no representation regarding the attachment, perfection or priority of any lien on or security interest in any of the Intercompany Notes executed by a Foreign Subsidiary except to the extent the UCC is applicable thereto.

Appears in 1 contract

Samples: Credit Agreement (Vonage Holdings Corp)

Validity of Security Interest. The security interest in and Lien on the Pledged Collateral granted to the Administrative Agent for the benefit of the Secured Parties hereunder constitutes (a) a legal and valid security interest in all the Pledged Collateral securing the payment and performance of the Secured Obligations, and (b) upon completion of the filings and other actions described in Schedule 4 to the Perfection Certificate (to the extent required to be listed on the schedules to the Perfection Certificate as of the date this representation is made or deemed made), (i) will constitute a perfected security interest in all the Pledged Collateral in which a security interest may be perfected in the United States 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 UCC or other applicable law in such jurisdictions and (ii) will constitute a perfected security interest in all Pledged Collateral in which a security interest may be perfected in the United States upon the timely receipt and recording of the Patent Security Agreement, Copyright Security Agreement or Trademark Security Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable. The security interest and Lien Xxxx granted to the Administrative Agent for the benefit of the Secured Parties pursuant to this Agreement in and on the Pledged Collateral is and shall be prior to all other Liens on the Pledged Collateral except for Permitted Liens.

Appears in 1 contract

Samples: Credit Agreement (American Renal Associates Holdings, Inc.)