Security Interest in the Equipment. Immediately prior to the sale, assignment and transfer thereof, each Receivable shall be secured by a validly perfected first priority security interest (as defined in Section 1-201(37) of the UCC) in the Equipment (except Receivables Sale Agreement to the extent the Equipment secures any receivable that is cross-collateralized with such Receivable) in favor of the applicable Seller or, in the case Equipment included in the Series 2013-2 SUBI, the Titling Trust Collateral Agent as secured party or all necessary and appropriate actions have been commenced that would result in the valid perfection of a first priority security interest in the Equipment in favor of such Seller or the Titling Trust Collateral Agent, as applicable, as secured party.
Security Interest in the Equipment. Immediately prior to the sale, assignment and transfer thereof, each CEF Asset shall be secured by a validly perfected first priority security interest (as defined in Section 1-201(37) of the UCC) in the Equipment (except to the extent the Equipment secures any loan that is cross-collateralized with such CEF Asset) in favor of the applicable Seller as secured party or all necessary and appropriate actions have been commenced that would result in the valid perfection of a first priority security interest in the Equipment in favor of such Seller as secured party.
Security Interest in the Equipment. Immediately prior to the sale, assignment and transfer thereof, such Receivable shall be secured by a validly perfected first priority security interest (as defined in Section 1-201(37) of the UCC) in the Equipment (except to the extent the Equipment secures any receivable that is cross-collateralized with such Receivable) in favor of the applicable Seller as secured party or all necessary and appropriate actions have been commenced that would result in the valid perfection of a first priority security interest in the Equipment in favor of such Seller as secured party.
Security Interest in the Equipment. Immediately prior to the sale, assignment and transfer thereof, each Purchaser Asset shall be secured by a validly perfected first priority security interest (as defined in Section 1-201(37) of the UCC) in the Equipment (except to the extent the Equipment secures any receivable that is cross-collateralized with such Purchaser Asset) in favor of GE Capital as secured party or all necessary and appropriate actions have been commenced that would result in the valid perfection of a first priority security interest in the Equipment in favor of GE Capital as secured party.
Security Interest in the Equipment. Immediately prior to the sale, assignment and transfer thereof, each Loan shall be secured by a validly perfected first priority security interest (as defined in Section 1-201(37) of the UCC) in the Equipment (except to the extent the Equipment secures any receivable that is cross-collateralized with such Loan) in favor of the Seller as secured party or all necessary and appropriate actions have been commenced that would result in the valid perfection of a first priority security interest in the Equipment in favor of the Seller as secured party.
Security Interest in the Equipment. Immediately prior to the sale, assignment and transfer thereof, each [Loan] [Receivable] shall be secured by a validly perfected first priority security interest (as defined in Section 1-201(37) of the UCC) in the Equipment (except to the extent the Equipment secures any [loan] [receivable] that is cross-collateralized with such [Loan] [Receivable]) in favor of the applicable Original Seller [or, in the case the Equipment is included in the Series 201[●]-[●] SUBI, the Titling Trust Collateral Agent] as secured party or all necessary and appropriate actions have been commenced that would result in the valid perfection of a first priority security interest in the Equipment in favor of the Seller [or the Titling Trust Collateral Agent, as applicable] as secured party.
Security Interest in the Equipment. Immediately prior to the sale, assignment and transfer thereof, each Purchaser Asset shall be secured by a validly perfected first priority security interest in the Equipment (except to the extent the Equipment secures any loan that is cross-collateralized with such Purchaser Asset) in favor of GE Capital, GECITS, VFS or IFS, as applicable, as secured party or all necessary and appropriate actions have been commenced that would result in the valid perfection of a first priority security interest in the Equipment in favor of GE Capital, GECITS, VFS or IFS, as applicable, as secured party. Annex A to Loan Purchase and Sale Agreement
Security Interest in the Equipment. In the event that this Lease shall be recharacterized under applicable law as a lease intended for security or a secured financing, Lessor and Lessee further intend and agree that, for the purpose of securing Lessee's obligations for the repayment of its obligations hereunder, (i) this Lease shall also be deemed to be a security agreement and financing statement within the meaning of Article 9 of the Uniform Commercial Code; (ii) the conveyance provided for in Section 2.1 hereof shall be deemed to be a grant by Lessee to Lessor of a lien on and security interest in all of Lessee's right, title and interest in and to the Equipment and all proceeds of the conversion, voluntary or involuntary, of the foregoing into cash, investments, securities or other property, whether in the form of cash, investments, securities or other property; (iii) the possession by Lessor or any of its agents of notes and such other items of property as constitute instruments, money, negotiable documents or chattel paper shall be deemed to be "possession by the secured party" for purposes of perfecting the security interest pursuant to Section 9-305 of the Uniform Commercial Code; and (iv) notifications to Persons holding such property, and acknowledgements, receipts or confirmations from financial intermediaries, bankers or agents (as applicable) of Lessee shall be deemed to have been given for the purpose of perfecting such security interest under applicable law. Lessor and Lessee shall, to the extent consistent with this Lease, take such actions as may be necessary (including the filing of Uniform Commercial Code Financing Statements) to ensure that, if this Lease were deemed to create a security interest in the Equipment in accordance with this Section, such security interest would be deemed to be a perfected security interest of first priority under applicable law and will be maintained as such throughout the Basic Term and any Renewal Terms.
Security Interest in the Equipment. Immediately prior to the sale, assignment and transfer thereof, each Purchaser Asset shall be secured by a validly Annex A to Receivables Purchase and Sale Agreement perfected first priority security interest (as defined in Section 1-201(37) of the UCC) in the Equipment (except to the extent the Equipment secures any [loan] [receivable] that is cross-collateralized with such Purchaser Asset) in favor of the applicable Original Seller as secured party or all necessary and appropriate actions have been commenced that would result in the valid perfection of a first priority security interest in the Equipment in favor of such Original Seller as secured party.
Security Interest in the Equipment. It is the intent of the Holders that the interest in the Equipment held by the Trustee constitutes a first priority Lien in all right, title and interest in the Equipment, for the benefit of the Holders to secure the performance by the Lessee of its obligations pursuant to the Lease of its obligations to the Lessor pursuant to the other Operative Documents to which it is a party.
