Common use of The Security Documents Clause in Contracts

The Security Documents. The provisions of the Security Documents are effective to create in favor of the Collateral Agent for the benefit of the Secured Parties a legal, valid and enforceable security interest in all right, title and interest of the Credit Parties in the Collateral and the Collateral Agent, for the benefit of the Secured Parties, will have, upon its taking all actions required of it under the UCC, a fully perfected security interest in all right, title and interest in all of the Collateral described therein (to the extent that such security interest can be perfected by filing a UCC financing statement or, to the extent required by the Guarantee and Collateral Agreement, by taking possession of (or taking certain other actions with respect to) the respective Collateral), subject to no other Liens other than Permitted Liens (or, with respect to any Pledged Collateral (as defined in the Guarantee and Collateral Agreement), no other Liens other than nonconsensual Liens). In addition, the recordation of (x) the Grant of Security Interest in U.S. Patents and (y) the Grant of Security Interest in U.S. Trademarks in the respective forms attached to the Guarantee and Collateral Agreement, in each case in the United States Patent and Trademark Office, together with UCC filings made pursuant to the Guarantee and Collateral Agreement, will create, as may be perfected by such filings and recordation, a perfected security interest in the United States trademarks and patents covered by the Guarantee and Collateral Agreement, and the recordation of the Grant of Security Interest in U.S. Copyrights in the form attached to the Guarantee and Collateral Agreement with the United States Copyright Office, together with UCC filings made pursuant to the Guarantee and Collateral Agreement, will create, as may be perfected by such filings and recordation, a perfected security interest in the United States copyrights covered by the Guarantee and Collateral Agreement.

The Security Documents. (a) The provisions of the Security Documents Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Parties Creditors a legal, valid and enforceable security interest in all right, title and interest of the Credit Parties Borrower and the Subsidiary Guarantors in the Security Agreement Collateral described therein, as collateral security for the payment and performance of the Loans and the Collateral Agentother Obligations, for and the benefit of the Secured Parties, will haveSecurity Agreement, upon its taking all actions the filing of Form UCC-1 financing statements or the appropriate equivalent (which filings have been made) or other methods of perfection (which have been completed to the extent required of it under by the UCCSecurity Agreement), creates, a fully (and to the extent required by the Security Agreement) perfected first lien on, and security interest in in, all right, title and interest in all of the Security Agreement Collateral described therein (to the extent that such therein, which security interest can shall be perfected by filing a UCC financing statement or, to the extent required by the Guarantee and Collateral Agreement, by taking possession of (or taking certain other actions with respect to) the respective Collateral), subject to no other Liens other than Permitted Liens (or, with respect to any Pledged Collateral (as defined in the Guarantee and Collateral Agreement), no other Liens other than nonconsensual Liens). In addition, the The recordation of (x) the Grant of Security Interest Agreement in U.S. Patents and (y) the Grant of Security Interest in U.S. Trademarks in the respective forms attached to the Guarantee and Collateral Agreement, in each case in the United States Patent and Trademark Office, Office together with UCC filings on Form UCC-1 made pursuant to the Guarantee and Collateral AgreementSecurity Agreement are effective, will createunder applicable law, to perfect the security interest, as may be perfected by such filings collateral security for the payment and recordationperformance of the Loans and the other Obligations, a perfected security interest granted to the Collateral Agent for the benefit of the Secured Creditors in the United States trademarks and patents covered by the Guarantee such Security Agreement in U.S. Patents and Collateral Agreement, Trademarks and the recordation of the Grant of Security Interest Agreement in U.S. Copyrights in the form attached to the Guarantee and Collateral Agreement with the United States Copyright Office, Office together with UCC filings on Form UCC-1 made pursuant to the Guarantee and Collateral Agreement, will createSecurity Agreement are effective under federal law to perfect the security interest, as may be perfected by such filings collateral security for the payment and recordationperformance of the Loans and the other Obligations, a perfected security interest granted to the Collateral Agent for the benefit of the Secured Creditors in the United States copyrights covered by the Guarantee and Collateral Agreement.such Security Agreement in U.S.

The Security Documents. (a) The provisions of the U.S. Security Documents Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Parties Creditors a legal, valid and enforceable security interest in all right, title and interest of the Credit Parties party thereto in the U.S. Security Agreement Collateral described therein, subject to the provisions of the U.S. Security Agreement, and the Collateral Agent, for the benefit of the Secured PartiesCreditors, will have, upon its taking all actions required of it under the UCC, has a fully perfected first lien on, and security interest in in, all right, title and interest in all of the U.S. Security Agreement Collateral described therein (to the extent that such security interest can be perfected by filing a UCC financing statement or, to the extent required by the Guarantee and Collateral Agreement, by taking possession of (or taking certain other actions with respect to) the respective Collateral)therein, subject to no other Liens other than Permitted Liens (or, with respect to any Pledged Collateral (as defined in the Guarantee and Collateral Agreement), no other Liens other than nonconsensual Liens). In addition, the The recordation of (x) the Grant Assignment of Security Interest in U.S. Patents and (y) the Grant of Security Interest in U.S. Trademarks in the respective forms form attached to the Guarantee and Collateral Agreement, in each case U.S. Security Agreement in the United States Patent and Trademark Office, Office together with UCC filings on Form UCC-1 made pursuant to the Guarantee and Collateral Agreement, U.S. Security Agreement will create, as may be perfected by such filings filing and recordation, a perfected security interest granted to the Collateral Agent in the United States trademarks and patents covered by the Guarantee and Collateral Agreement, U.S. Security Agreement and the recordation of the Grant Assignment of Security Interest in U.S. Copyrights in the form attached to the Guarantee and Collateral U.S. Security Agreement with the United States Copyright Office, Office together with UCC filings on Form UCC-1 made pursuant to the Guarantee and Collateral Agreement, U.S. Security Agreement will create, as may be perfected by such filings filing and recordation, a perfected security interest granted to the Collateral Agent in the United States copyrights covered by the Guarantee and U.S. Security Agreement. Except for filings made pursuant to Section 5.12 on or prior to the Restatement Effective Date, no additional filings with respect to the U.S. Security Agreement are required at the time of, or in connection with the occurrence of, the Restatement Effective Date. (b) Subject to the terms of the U.S. Pledge Agreement, the security interests created in favor of the Collateral Agent, as Pledgee, for the benefit of the Secured Creditors under the U.S Pledge Agreement constitute first priority perfected security interests in the Pledged Securities described in the U.S. Pledge Agreement, subject to no security interests of any other Person. No filings or recordings are required in order to perfect (or maintain the perfection or priority of) the security interests created in the Pledged Securities under the U.S. Pledge Agreement. (c) Subject to the terms of the Mortgages (as amended by the Mortgage Amendments in the case of the Original Mortgages), the Mortgages create, for the obligations purported to be secured thereby, a valid and enforceable perfected security interest in and mortgage lien on all of the Mortgaged Properties in favor of the Collateral Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Creditors, superior to and prior to the rights of all third persons (except that the security interest and mortgage lien created in the Mortgaged Properties may be subject to the Permitted Encumbrances related thereto) and subject to no other Liens (other than Permitted Liens). Schedule III contains a true and complete list of each parcel of Real Property owned or leased by Holdings and its Subsidiaries on the Restatement Effective Date, and the type of interest therein held by Holdings or such Subsidiary. Holdings and each of its Subsidiaries have good and marketable title to all fee-owned Real Property and valid leasehold title to all Leaseholds, in each case free and clear of all Liens except Permitted Liens. (d) Subject to the terms of the respective U.K. Security Documents, the security interests created in favor of the Collateral Agent, as Chargee, for the benefit of the Secured Creditors under the U.K. Security Documents constitute first priority perfected security interests in the assets charged pursuant to the U.K. Security Documents, subject to no security interests of any other Person. No filings or recordings are required in order to perfect (or maintain the perfection or priority of) the security interests created in the assets charged pursuant to the U.K. Security Documents other than the filing of the U.K. Security Documents together with duly completed Companies Forms M395 with the Registrar of Companies in England and Wales within 21 days of the date of those documents (which filings, if this representation is made at any time after the 21st day following the Restatement Effective Date, have been made).

The Security Documents. (a) The provisions of the Security Documents are effective to create in favor of the Collateral Agent Agent, for the benefit of the Secured Parties Creditors, has a legal, valid and enforceable security interest in all right, title and interest of the Credit Parties in the Security Agreement Collateral described therein to the extent that a security interest can be created therein under the UCC, and the Collateral Agent, for the benefit of the Secured PartiesCreditors, will have, upon its taking all actions required of it under the UCC, has a fully perfected first lien on, and security interest in in, all right, title and interest of the Credit Parties in all of the Security Agreement Collateral described therein (to the extent that such security interest can be perfected by filing a UCC UCC-1 financing statement or, to the extent required by the Guarantee and Collateral Security Agreement, by taking possession of (or taking certain other actions with respect to) the respective Security Agreement Collateral), subject to no other Liens other than Permitted Liens (or, with respect to any Pledged Collateral (as defined in the Guarantee and Collateral Agreement), no other Liens other than nonconsensual Liens). In addition, the recordation of (x) the Grant of Security Interest in U.S. Patents and (y) the Grant of Security Interest in U.S. Trademarks in the respective forms form attached to the Guarantee and Collateral Agreement, in each case Security Agreement in the United States Patent and Trademark Office, together with UCC filings on Form UCC-1 made pursuant to the Guarantee and Collateral Security Agreement, will create, as may be perfected by such filings filing and recordation, a perfected security interest in the United States trademarks and patents covered by the Guarantee Security Agreement and Collateral Agreement, specifically identified in such Grant and the recordation of the Grant of Security Interest in U.S. Copyrights in the form attached to the Guarantee and Collateral Security Agreement with the United States Copyright Office, together with UCC filings on Form UCC-1 made pursuant to the Guarantee and Collateral Security Agreement, will create, as may be perfected by such filings filing and recordation, a perfected security interest in the United States copyrights covered by the Guarantee Security Agreement and specifically identified in such Grant. (b) The security interests created in favor of the Collateral AgreementAgent, as pledgee, for the benefit of the Secured Creditors, under the Pledge Agreement constitute perfected security interests in the Pledge Agreement Collateral, subject to no security interests of any other Person. Except to the extent made on or prior to the Effective Date, no filings or recordings are required to perfect (or maintain the perfection of) the security interests created in the Pledge Agreement Collateral.

The Security Documents. (a) The provisions of the Security Documents Agreements are effective to create in favor of the Collateral Agent for the benefit of the Secured Parties Creditors a legal, valid and enforceable security interest in all right, title and interest of the Credit Parties in the Collateral (as described in each such Security Document), and the Collateral Agent, for the benefit of the Secured PartiesCreditors, will have, upon its taking all actions required of it under has (to the UCC, extent provided in the respective Security Agreement) a fully perfected security interest in all right, title and interest in all of the Collateral (as described therein (to the extent that in each such security interest can be perfected by filing a UCC financing statement or, to the extent required by the Guarantee and Collateral Agreement, by taking possession of (or taking certain other actions with respect to) the respective CollateralSecurity Document), subject to no other Liens other than Permitted Liens (or, with respect to any Pledged Collateral (as defined in the Guarantee and Collateral Agreement), no other Liens other than nonconsensual Liens). In addition, the The recordation of (x) the Grant of Security Interest in U.S. Patents Patents, if applicable, and (y) the Grant of Security Interest in U.S. Trademarks Trademarks, if applicable, in the respective forms form attached to the Guarantee and Collateral U.S. Security Agreement, in each case in the United States Patent and Trademark Office, together with UCC filings on Form UCC-1 made pursuant to the Guarantee and Collateral U.S. Security Agreement, will create, as may be perfected by such filings and recordation, a perfected security interest in the United States trademarks and patents covered by the Guarantee and Collateral U.S. Security Agreement, and the recordation of the Grant of Security Interest in U.S. Copyrights Copyrights, if applicable, in the form attached to the Guarantee and Collateral U.S. Security Agreement with the United States Copyright Office, together with UCC filings on Form UCC-1 made pursuant to the Guarantee and Collateral U.S. Security Agreement, will create, as may be perfected by such filings and recordation, a perfected security interest in the United States copyrights covered by the Guarantee U.S. Security Agreement. The recordation of the Confirmation of Security Interest in the form attached to the Canadian Security Agreement in the Canadian Intellectual Property Office, together with the PPSA filings made pursuant to the Canadian Security Agreement, will create, as may be perfected by such filings and Collateral recordation, a perfected security interest in the Canadian trademarks, patents and copyrights covered by the Canadian Security Agreement. (b) The security interests created under the Pledge Agreement in favor of the Collateral Agent, as Pledgee, for the benefit of the Secured Creditors, constitute perfected (to the extent provided in the Pledge Agreement) security interests in the Collateral (as described in the Pledge Agreement), subject to no security interests of any other Person. No filings or recordings are required in order to perfect (or maintain the perfection or priority of) the security interests created in the Collateral under the Pledge Agreement other than with respect to that portion of the Collateral constituting a “general intangible” under the UCC. (c) Each Mortgage creates, as security for the obligations purported to be secured thereby, a valid and enforceable and, upon recordation, perfected security interest in and mortgage lien on the respective Mortgaged Property in favor of the Collateral Agent (or such other trustee as may be required or desired under local law) for the benefit of the Secured Creditors, superior and prior to the rights of all third Persons (except as may exist pursuant to the Permitted Encumbrances related thereto) and subject to no other Liens (other than Permitted Liens related thereto).

The Security Documents. (a) The provisions of the Security Documents Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Parties Creditors a legal, valid and enforceable security interest in all right, title and interest of the respective Credit Parties in the Collateral described therein and the Collateral Agent, for the benefit of the Secured PartiesCreditors, will have, upon its taking all actions required of it under the UCC, has a fully perfected Lien on, and security interest in in, all right, title and interest of the respective Credit Parties, in all of the Collateral described therein (to the extent that such security interest can be perfected by filing a UCC financing statement or, to the extent required by the Guarantee and Collateral Agreement, by taking possession of (or taking certain other actions with respect to) the respective Collateral)therein, subject to no other Liens other than Permitted Liens (or, with respect to any Pledged Collateral (as defined in the Guarantee and Collateral Agreement), no other Liens other than nonconsensual Liens). In addition, the The recordation of (x) the Grant of Security Interest in U.S. Patents and (y) the Grant of Security Interest in U.S. Trademarks in the respective forms attached to the Guarantee and Collateral Agreement, in each case Agreement in the United States Patent and Trademark Office, Office together with UCC filings on Form UCC-1 made pursuant to the Guarantee Security Agreement will be effective, under federal and Collateral Agreementstate law, will create, as may be perfected by such filings and recordation, a perfected to perfect the security interest granted to the Collateral Agent in the United States trademarks and patents covered by the Guarantee and Collateral Agreement, Security Agreement and the recordation filing of the Grant of Security Interest in U.S. Copyrights in the form attached to the Guarantee and Collateral Agreement with the United States Copyright Office, Office together with UCC filings on Form UCC-1 made pursuant to the Guarantee Security Agreement will be effective under federal and Collateral Agreement, will create, as may be perfected by such filings and recordation, a perfected state law to perfect the security interest granted to the Collateral Agent in the United States copyrights covered by the Guarantee Security Agreement. Each of the Credit Parties party to the Security Agreement has good and merchantable title to all Collateral Agreementdescribed therein, free and clear of all Liens except those described above in this clause (a). (b) The security interests created in favor of the Collateral Agent, as Pledgee for the benefit of the Secured Creditors, under the Pledge Agreement constitute first perfected security interests in the Pledge Agreement Collateral, subject to no security interests of any other

The Security Documents. (a) The provisions of the Security Documents Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Parties Creditors a legal, valid and enforceable security interest in all right, title and interest of the respective Credit Parties in the Collateral described therein and the Collateral Agent, for the benefit of the Secured PartiesCreditors, will have, upon its taking all actions required of it under the UCC, has a fully perfected Lien on, and security interest in in, all right, title and interest of the respective Credit Parties, in all of the Collateral described therein (to the extent that such security interest can be perfected by filing a UCC financing statement or, to the extent required by the Guarantee and Collateral Agreement, by taking possession of (or taking certain other actions with respect to) the respective Collateral)therein, subject to no other Liens other than Permitted Liens (or, with respect to any Pledged Collateral (as defined in the Guarantee and Collateral Agreement), no other Liens other than nonconsensual Liens). In addition, the The recordation of (x) the Grant of Security Interest in U.S. Patents and (y) the Grant of Security Interest in U.S. Trademarks in the respective forms attached to the Guarantee and Collateral Agreement, in each case Agreement in the United States Patent and Trademark Office, Office together with UCC filings on Form UCC-1 made pursuant to the Guarantee Security Agreement will be effective, under federal and Collateral Agreementstate law, will create, as may be perfected by such filings and recordation, a perfected to perfect the security interest granted to the Collateral Agent in the United States trademarks and patents covered by the Guarantee and Collateral Agreement, Security Agreement and the recordation filing of the Grant of Security Interest in U.S. Copyrights in the form attached to the Guarantee and Collateral Agreement with the United States Copyright Office, Office together with UCC filings on Form UCC-1 made pursuant to the Guarantee Security Agreement will be effective under federal and Collateral Agreement, will create, as may be perfected by such filings and recordation, a perfected state law to perfect the security interest granted to the Collateral Agent in the United States copyrights covered by the Guarantee Security Agreement. Each of the Credit Parties party to the Security Agreement has good and merchantable title to all Collateral described therein, free and clear of all Liens except those described above in this clause (a). (b) The security interests created in favor of the Collateral Agent, as Pledgee for the benefit of the Secured Creditors, under the Pledge Agreement constitute first perfected security interests in the Pledged Securities described in the Pledge Agreement, subject to no security interests of any other Person. No filings or recordings are required in order to perfect (or maintain the perfection or priority of) the security interests created in the Pledged Securities and the proceeds thereof under the Pledge Agreement.

The Security Documents. (a) The provisions of the Security Documents Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Parties Creditors a legal, valid and enforceable security interest in all right, title and interest of the Credit Parties Obligors in the Security Agreement Collateral described therein, and the Collateral Agent, for the benefit of the Secured PartiesCreditors, will have, upon its taking all actions required of it under the UCC, has a fully perfected first lien on, and security interest in in, all right, title and interest in all of the Security Agreement Collateral described therein (to the extent that such security interest can be perfected by filing a UCC financing statement ortherein, to the extent required by the Guarantee free and Collateral Agreement, by taking possession clear of (or taking certain other actions with respect to) the respective Collateral), subject to no all other Liens other than Permitted Liens (or, with respect to any Pledged Collateral (as defined in the Guarantee and Collateral Agreement), no other Liens other than nonconsensual Liens). In addition, the The recordation of (x) the Grant of Security Interest in U.S. Patents and (y) the Grant of Security Interest in U.S. Trademarks in the respective forms form attached to the Guarantee and Collateral Security Agreement, in each case in the United States Patent and Trademark Office, together with UCC filings on Form UCC-1 made pursuant to the Guarantee and Collateral Security Agreement, will create, as may be perfected by such filings and recordation, a perfected security interest in the United States trademarks and patents covered by the Guarantee and Collateral Security Agreement, and the recordation of the Grant of Security Interest in U.S. Copyrights in the form attached to the Guarantee and Collateral Security Agreement with the United States Copyright Office, together with UCC filings on Form UCC-1 made pursuant to the Guarantee and Collateral Security Agreement, will create, as may be perfected by such filings and recordation, a perfected security interest in the United States copyrights covered by the Guarantee and Collateral Security Agreement. (b) The security interests created in favor of the Collateral Agent, as Pledgee, for the benefit of the Secured Creditors, under the Pledge Agreement constitute first priority perfected security interests in the Pledge Agreement Collateral described in the Pledge Agreement, free and clear of all other Liens. No filings or recordings are required in order to perfect (or maintain the perfection or priority of) the security interests created in the Pledge Agreement Collateral under the Pledge Agreement.

The Security Documents. (a) The security interests created under each Pledge Agreement in favor of the Collateral Agent, as Pledgee, for the benefit of the Secured Creditors, constitute perfected security interests in the Pledge Agreement Collateral described therein, superior to and prior to the rights of all third Persons (other than those in favor of the ABL Collateral Agent under the ABL Security Documents), and subject to no security interests of any other Person other than Permitted Liens. (b) The provisions of the each U.S. Security Documents Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Parties Creditors, a legal, valid and enforceable security interest in all right, title and interest of the Credit Parties in the Security Agreement Collateral described therein, and, upon the proper filing of UCC financing statements, registrations, recordings and other actions (including, without limitation, the recordation of (x) grants of security interest in United States Patents and United States Trademarks, in each case in the United States Patent and Trademark Office and (y) grants of security interest in United States Copyrights with the United States Copyright Office), necessary or appropriate to create, preserve and perfect the security interest granted to the extent contemplated by the U.S. Security Documents (which filings, registrations, recordings and other actions have been accomplished), the Collateral Agent, for the benefit of the Secured PartiesCreditors, will have, upon its taking all actions required of it under the UCC, have a fully perfected security interest in all right, title and interest in all of the Security Agreement Collateral described therein (therein, to the extent that such Security Agreement Collateral consists of the type of property in which a security interest can may be perfected by possession or control (within the meaning of the UCC as in effect on the Effective Date in the State of New York), by filing a UCC financing statement orunder the UCC as enacted in any relevant jurisdiction or by a filing of a grant of security interest in the United States Patent and Trademark Office or in the United States Copyright Office, in each case, subject to the extent required by exceptions contained in the Guarantee relevant Credit Document, superior to and Collateral Agreementprior to the rights of all third Persons, by taking possession of (or taking certain other actions with respect to) the respective Collateral), and subject to no other Liens other than Permitted Liens Liens. (orc) The provisions of each European Security Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Creditors, with respect to any Pledged Collateral (as defined a legal, valid and enforceable security interest in all right, title and interest of the Credit Parties in the Guarantee Security Agreement Collateral described therein, and, upon the registrations, recordings and Collateral Agreementother actions necessary or appropriate to create, preserve and perfect the security interest granted to the extent contemplated by the European Security Documents (which filings, registrations, recordings and other actions have been accomplished), the Collateral Agent, for the benefit of the Secured Creditors, will have a fully perfected security interest in all right, title and interest in all of the Security Agreement Collateral described therein, superior to and prior to the rights of all third Persons, and subject to no other Liens other than nonconsensual Permitted Liens). In addition. (d) If any Mortgage is executed and delivered in accordance with Sections 8.12 and/or 5.12, upon the recordation proper filing of (x) the Grant of Security Interest in U.S. Patents and (y) the Grant of Security Interest in U.S. Trademarks each such Mortgage in the respective forms attached to the Guarantee and Collateral Agreementappropriate filing office, in each case in the United States Patent and Trademark Office, together with UCC filings made pursuant to the Guarantee and Collateral Agreement, such Mortgage will create, as may security for the obligations purported to be perfected by such filings and recordationsecured thereby, a valid and enforceable perfected security interest in and charge and mortgage lien on the United States trademarks and patents covered by the Guarantee and Collateral Agreement, and the recordation respective Mortgaged Property in favor of the Grant of Security Interest in U.S. Copyrights in the form attached to the Guarantee and Collateral Agreement with the United States Copyright Office, together with UCC filings made pursuant to the Guarantee and Collateral Agreement, will create, Agent (or such other trustee as may be perfected by required or desired under local law) for the benefit of the Secured Creditors, superior and prior to the rights of all third Persons (except that the security, charge and mortgage lien created on such filings and recordationMortgaged Property may be subject to the Permitted Encumbrances related thereto and, a perfected security interest in the United States copyrights covered by the Guarantee case of any U.S. Mortgaged Property, Liens permitted pursuant to Section 9.01(xviii)) and Collateral Agreementsubject to no other Liens (other than Permitted Liens related thereto).

The Security Documents. The provisions of the Security Documents Agreement are effective to create in favor of the Collateral Agent for the benefit of the Secured Parties Creditors a legal, valid and enforceable security interest in all right, title and interest of the Credit Parties Borrower and the Subsidiary Guarantors in the Security Agreement Collateral described therein, as collateral security for the payment and performance of the Loans and the Collateral Agentother Obligations, for and the benefit of the Secured Parties, will haveSecurity Agreement, upon its taking all actions the filing of Form UCC-1 financing statements or the appropriate equivalent (which filings have been made) or other methods of perfection (which have been completed to the extent required of it under by the UCCSecurity Agreement), creates, a fully (and to the extent required by the Security Agreement) perfected first lien on, and security interest in in, all right, title and interest in all of the Security Agreement Collateral described therein (to the extent that such therein, which security interest can shall be perfected by filing a UCC financing statement or, to the extent required by the Guarantee and Collateral Agreement, by taking possession of (or taking certain other actions with respect to) the respective Collateral), subject to no other Liens other than Permitted Liens (or, with respect to any Pledged Collateral (as defined in the Guarantee and Collateral Agreement), no other Liens other than nonconsensual Liens). In addition, the The recordation of (x) the Grant of Security Interest Agreement in U.S. Patents and (y) the Grant of Security Interest in U.S. Trademarks in the respective forms attached to the Guarantee and Collateral Agreement, in each case in the United States Patent and Trademark Office, Office together with UCC filings on Form UCC-1 made pursuant to the Guarantee and Collateral AgreementSecurity Agreement are effective, will createunder applicable law, to perfect the security interest, as may be perfected by such filings collateral security for the payment and recordationperformance of the Loans and the other Obligations, a perfected security interest granted to the Collateral Agent for the benefit of the Secured Creditors in the United States trademarks and patents covered by the Guarantee such Security Agreement in U.S. Patents and Collateral Agreement, Trademarks and the recordation of the Grant of Security Interest Agreement in U.S. Copyrights in the form attached to the Guarantee and Collateral Agreement with the United States Copyright Office, Office together with UCC filings on Form UCC-1 made pursuant to the Guarantee and Collateral Agreement, will createSecurity Agreement are effective under federal law to perfect the security interest, as may be perfected by such filings collateral security for the payment and recordationperformance of the Loans and the other Obligations, a perfected security interest granted to the Collateral Agent for the benefit of the Secured Creditors in the United States copyrights covered by such Security Agreement in U.S. Copyrights. Each of the Guarantee Borrower and each Subsidiary Guarantor has good and marketable title to all Security Agreement Collateral pledged by it under the Security Agreement, free and clear of all Liens except those described above in this clause (a) and except for Permitted Liens.