The Security Documents. Each Security Document grants a Lien as set forth therein in the properties or rights intended to be covered thereby (the "COLLATERAL") which (i) constitutes a valid and enforceable security interest under the Uniform Commercial Code of the State (x) in which the Collateral is located and (y) by which any Security Document is governed (as applicable, the "UCC"), (ii) is entitled to all of the rights, benefits and priorities provided by the UCC, and (iii) is superior and prior to the rights of all third Persons now existing or hereafter arising whether by way of mortgage, pledge, lien, security interest, encumbrance or otherwise, except for (A) Permitted Liens, (B) Liens for tax assessments, levies or governmental charges not yet due, (C) Liens permitted by any of the following clauses of Section 8.2(iii): (d), (g), (i) and (m), and (D) Liens permitted by clauses (a) and (c) of Section 8.2(iii) but only if and to the extent that the relevant statute granting such liens provides that such Liens would "prime" the Liens of the Banks and the Agent under the Security Documents. All such action as is necessary in law has been taken to establish and perfect the security interest of the Agent and the Banks in the Collateral and to entitle the Banks or the Agent on behalf of the Banks to exercise the rights and remedies provided in each of the Security Documents and the UCC, as applicable, and no filing, recording, registration or giving of notice or other action is required in connection therewith except such as has been made or given. All filing and other fees and all recording or other tax payable with respect to the recording of any of the Security Documents and UCC financing statements have been paid or provided for.
Appears in 1 contract
The Security Documents. (a) Each Security Document grants a Lien as set forth therein heretofore delivered grants, and each Security Document hereafter delivered when delivered will g▇▇▇▇ ▇ ▇▇▇▇ in the properties or rights intended to be covered thereby (the "COLLATERAL"“Collateral”) which (i) constitutes will constitute a valid and enforceable security interest under the Uniform Commercial Code of the State (x) in which the Collateral is located and (y) by which any Security Document is governed (as applicable, the "“UCC"”), (ii) is will be entitled to all of the rights, benefits and priorities provided by the UCC, and (iii) is when such Security Documents or financing statements with respect thereto are filed and recorded as required by the UCC, will be superior and prior to the rights of all third Persons now existing or hereafter arising whether by way of mortgage, pledge, lien, security interest, encumbrance or otherwise, except for (A) Permitted Liens, (B) Liens for tax assessments, levies or governmental charges not yet due, (C) Liens permitted by any of and will provide Agent and Lenders the following clauses of Section 8.2(iii): (d), (g), (i) and (m), and (D) Liens permitted by clauses (a) and (c) of Section 8.2(iii) but only if and to the extent that the relevant statute granting such liens provides that such Liens would "prime" the Liens of the Banks and the Agent under the Security DocumentsRequisite Priority. All such action as is necessary in law has been taken taken, or prior to the Effective Date will have been taken, to establish and perfect the security interest of the Agent and the Banks Lenders in the Collateral and to entitle the Banks Lenders or the Agent on behalf of the Banks Lenders to exercise the rights and remedies provided in each of the Security Documents and the UCC, as applicable, and no filing, recording, registration or giving of notice or other action is required in connection therewith except such as has been made or givengiven or will have been made or given prior to such dates. All filing and other fees and all recording or other tax payable with respect to the recording of any of the Security Documents and UCC financing statements have been paid or provided for.
Appears in 1 contract
Sources: Revolving Credit Agreement (Firstcity Financial Corp)
The Security Documents. (a) Each Security Document grants when delivered will grant a Lien as set forth therein security interest or lien in the properties or rights intended to be covered thereby (the "COLLATERALCollateral") which (i) constitutes will constitute a valid and enforceable security interest under (A) the Uniform Commercial Code of the State (x) in which the Collateral is located and (y) by which any Security Document is governed (as applicable, the "UCC"), or (B) as to Security Documents governed by English law, the applicable provisions of English law (the "UK Statutes"); (ii) is will be entitled to all of the rights, benefits and priorities provided by (A) the UCCUCC or (B) as to those Security Documents governed by English law, the UK Statutes; and (iii) is superior when such Security Documents or financing statements with respect thereto are filed and recorded as required by the UCC (or, in the case of those Security Documents governed by English law, duly registered pursuant to the Companies Act 1985, the Land Registration Act 1925 and the Land Charges Act (▇▇▇▇), as appropriate), w▇▇▇ ▇▇ ▇uperior and prior to the rights of all third Persons now existing or hereafter arising under the laws of the US, the UK and any subdivision of either (based on the laws in effect, and any laws already passed but not yet in effect, on the date on which such representation is being made) whether by way of mortgage, pledge, lien, security interest, encumbrance or otherwise, otherwise except for (A) Permitted Liens, (B) Liens for tax assessments, levies or governmental charges not yet due, (C) Liens permitted by any of the following clauses of Section 8.2(iii): (d), (g), (i) and (m), and (D) Liens permitted by clauses (a) and (c) of Section 8.2(iii) but only if and to the extent that the relevant statute granting such liens provides that such Liens would "prime" the Liens of the Banks and the Agent under the Security Documentsother Liens referred to in Section 8.2(g). All such action as is necessary in law has been taken, or prior to the Closing Date will have been taken (except as otherwise contemplated by Section 7.20 hereof), to establish and perfect the security interest of the Agent and the Banks in the Collateral and to entitle the Banks or the Agent on behalf of the Banks to exercise the rights and remedies provided in each of the Security Documents and the UCCUCC or the UK Statutes, as applicable, and (except as specified in the first parenthetical of clause (iii) above) no filing, recording, registration or giving of notice or other action is required in connection therewith except such as has been made or givengiven or will have been made or given prior to such date (except as otherwise contemplated by Section 7.20 hereof). All filing and other fees and all mortgage recording or other tax payable with respect to the recording of any of the Security Documents and UCC financing statements (and any analogous UK documents) have been paid or provided forfor or will have been so paid or provided for on or prior to the Closing Date.
(b) The Security Documents, whether made before, on or after the Amendment Effective Date secure or guarantee, as the case may be, all Loans whether made before, on or after the Amendment Effective Date. No amendments need to be made in any of the Security Documents, nor does any action need to be taken, to effectuate the provisions of the preceding sentence other than amendments being made (if any), and action being taken (if any), on the Amendment Effective Date pursuant to Sections 12.14 hereof.
Appears in 1 contract
Sources: Loan Agreement (Xanser Corp)
The Security Documents. (a) Each Security Document grants a Lien as set forth therein heretofore delivered grants, and each Security Document hereafter delivered when delivered will ▇▇▇▇▇ ▇ ▇▇▇▇ in the properties or rights intended to be covered thereby (the "COLLATERAL"“Collateral”) which (i) constitutes will constitute a valid and enforceable security interest under the Uniform Commercial Code of the State (x) in which the Collateral is located and (y) by which any Security Document is governed (as applicable, the "“UCC"”), (ii) is will be entitled to all of the rights, benefits and priorities provided by the UCC, and (iii) is when such Security Documents or financing statements with respect thereto are filed and recorded as required by the UCC, will be superior and prior to the rights of all third Persons now existing or hereafter arising whether by way of mortgage, pledge, lien, security interest, encumbrance or otherwise, except for (A) Permitted Liens, (B) Liens for tax assessments, levies or governmental charges not yet due, (C) Liens permitted by any of and will provide Agent and Lenders the following clauses of Section 8.2(iii): (d), (g), (i) and (m), and (D) Liens permitted by clauses (a) and (c) of Section 8.2(iii) but only if and to the extent that the relevant statute granting such liens provides that such Liens would "prime" the Liens of the Banks and the Agent under the Security Documentsfirst priority. All such action as is necessary in law has been taken taken, or prior to the Effective Date will have been taken, to establish and perfect the security interest of the Agent and the Banks Lenders in the Collateral and to entitle the Banks Lenders or the Agent on behalf of the Banks Lenders to exercise the rights and remedies provided in each of the Security Documents and the UCC, as applicable, and no filing, recording, registration or giving of notice or other action is required in connection therewith except such as has been made or givengiven or will have been made or given prior to such dates. All filing and other fees and all recording or other tax payable with respect to the recording of any of the Security Documents and UCC financing statements have been paid or provided for.
(b) In furtherance (and not in limitation) of Section 10.30(a), after giving effect to the Pledge Agreements and Security Agreements listed on Schedule 10.30(b), each Borrower and each Primary Obligor will have granted Collateral Agent a Lien of the first priority on (x) each Pledged Note and on each other note, instrument or other evidence of indebtedness, other than any Excluded Note, in which it has any right, title or interest; and (y) each Equity Interest, other than Equity Interests in Excluded Entities, in which it has any right, title or interest, including, without limitation, each Equity Interest issued to it by any Portfolio Entity acquiring any Asset Pool.
Appears in 1 contract
Sources: Reducing Note Facility Agreement (Firstcity Financial Corp)
The Security Documents. (a) Each Security Document grants a Lien as set forth therein heretofore delivered grants, and each Security Document hereafter delivered when delivered will ▇▇▇▇▇ ▇ ▇▇▇▇ in the properties or rights intended to be covered thereby (the "COLLATERAL"“Collateral”) which (i) constitutes will constitute a valid and enforceable security interest under the Uniform Commercial Code of the State (x) in which the Collateral is located and (y) by which any Security Document is governed (as applicable, the "“UCC"”), (ii) is will be entitled to all of the rights, benefits and priorities provided by the UCC, and (iii) is when such Security Documents or financing statements with respect thereto are filed and recorded as required by the UCC, will be superior and prior to the rights of all third Persons now existing or hereafter arising whether by way of mortgage, pledge, lien, security interest, encumbrance or otherwise, except for (A) Permitted Liens, (B) Liens for tax assessments, levies or governmental charges not yet due, (C) Liens permitted by any of and will provide Agent and Lenders the following clauses of Section 8.2(iii): (d), (g), (i) and (m), and (D) Liens permitted by clauses (a) and (c) of Section 8.2(iii) but only if and to the extent that the relevant statute granting such liens provides that such Liens would "prime" the Liens of the Banks and the Agent under the Security Documentsfirst priority. All such action as is necessary in law has been taken taken, or prior to the Effective Date will have been taken, to establish and perfect the security interest of the Agent and the Banks Lenders in the Collateral and to entitle the Banks Lenders or the Agent on behalf of the Banks Lenders to exercise the rights and remedies provided in each of the Security Documents and the UCC, as applicable, and no filing, recording, registration or giving of notice or other action is required in connection therewith except such as has been made or givengiven or will have been made or given prior to such dates. All filing and other fees and all recording or other tax payable with respect to the recording of any of the Security Documents and UCC financing statements have been paid or provided for.
(b) In furtherance (and not in limitation) of Section 10.30(a), after giving effect to the Pledge Agreements and Security Agreements listed on Schedule 10.30(b), Borrower and each Primary Obligor will have granted Collateral Agent a Lien of the first priority on (x) each Pledged Note and on each other note, instrument or other evidence of indebtedness, other than any Excluded Note, in which it has any right, title or interest; and (y) each Equity Interest, other than Equity Interests in Excluded Entities, in which it has any right, title or interest, including, without limitation, each Equity Interest issued to it by any Portfolio Entity acquiring any Asset Pool.
Appears in 1 contract
Sources: Reducing Note Facility Agreement (Firstcity Financial Corp)