Common use of Creation, Perfection and Priority of Liens Clause in Contracts

Creation, Perfection and Priority of Liens. The execution and delivery of the Collateral Documents by the Company and each of the Guarantors, together with the actions taken on or prior to the date hereof pursuant to Section 2.1(k) are effective to create in favor of the Collateral Agent, on behalf of the Holders, as security for the obligations under the Note Documents, a valid Second Priority Lien on all of the Collateral; provided that if no First Lien Obligations are outstanding such Lien shall have priority over all other Liens on such Collateral (other than any Permitted Liens). All filings and other actions necessary or desirable to perfect and maintain the perfection and such priority status of such Liens have been duly made or taken and remain in full force and effect, other than the periodic filing of UCC continuation statements in respect of UCC financing statements (including any fixture filings) filed by or on behalf of the Holders.

Appears in 4 contracts

Samples: Intercreditor Agreement (Manchester Financial Group, LP), Intercreditor Agreement (NextWave Wireless Inc.), Intercreditor Agreement (NextWave Wireless Inc.)

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Creation, Perfection and Priority of Liens. The execution and delivery of the Collateral Documents by the Company and each of the GuarantorsGuarantors party thereto, together with the actions taken on or prior to the date hereof pursuant to Section 2.1(k) ), are effective to create in favor of the Collateral Agent, on behalf of the Holders, as security for the obligations under the Note Documents, a valid Second Priority Lien on all of the Collateral; provided that if no First Lien Obligations are outstanding outstanding, such Lien shall have priority over all other Liens on such Collateral (other than any Permitted Liens). All filings and other actions necessary or desirable to perfect and maintain the perfection and such priority Second Priority status of such Liens have been duly made or taken and remain in full force and effect, other than the periodic filing of UCC continuation statements in respect of UCC financing statements (including any fixture filings) filed by or on behalf of the HoldersHolders of the Notes.

Appears in 1 contract

Samples: Note Purchase Agreement (NextWave Wireless Inc.)

Creation, Perfection and Priority of Liens. The execution and delivery of the Collateral Security Documents by each Obligor party thereto and the Company and each delivery to Agent of the Guarantors, together with the actions taken on or prior to the date hereof pursuant to Section 2.1(kPledged Collateral (all of which Pledged Collateral has been so delivered) are effective to create in favor of Agent for the Collateral Agent, on behalf benefit of the HoldersLenders, as security for the obligations under respective Secured Obligations (as defined in the Note Documentsapplicable Security Document in respect of any Collateral), a valid Second Priority and perfected first priority Lien on all of the Collateral; provided that if no First Lien Obligations are outstanding such Lien shall have priority over , and all other Liens on such Collateral (other than any Permitted Liens). All filings and other actions necessary or desirable to perfect and maintain the perfection and such first priority status of such Liens have been duly made or taken and remain in full force and effect, other than the filing of any UCC financing statements delivered to Agent for filing (but not yet filed) and the periodic filing of UCC continuation statements in respect of UCC financing statements (including any fixture filings) filed by or on behalf of the HoldersAgent.

Appears in 1 contract

Samples: Loan and Security Agreement (EMAK Worldwide, Inc.)

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Creation, Perfection and Priority of Liens. The execution and delivery of the Collateral Documents by the Company and each of the GuarantorsGuarantors party thereto, together with the actions taken on or prior to the date hereof pursuant to Section 2.1(k) ), are effective to create in favor of the Collateral Agent, on behalf of the Holders, as security for the obligations under the Note Documents, a valid Second First Priority Lien on all of the Collateral; provided that if no First Lien Obligations are outstanding such Lien shall have priority over , and all other Liens on such Collateral (other than any Permitted Liens). All filings and other actions necessary or desirable to perfect and maintain the perfection and such priority First Priority status of such Liens have been duly made or taken and remain in full force and effect, other than the periodic filing of UCC continuation statements in respect of UCC financing statements (including any fixture filings) filed by or on behalf of the HoldersHolders of the Notes.

Appears in 1 contract

Samples: Purchase Agreement (NextWave Wireless Inc.)

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