Common use of Necessary Filings Clause in Contracts

Necessary Filings. All filings, registrations, recordings and other actions necessary or appropriate to create, preserve and perfect the security interest granted by such Assignor to the Collateral Agent hereby in respect of the Collateral have been (or in the case of the filing of financing statements, within 10 days following the Initial Borrowing Date shall have been) accomplished and the security interest granted to the Collateral Agent pursuant to this Agreement in and to the Collateral creates a valid, and together with all such filings, registrations, recordings and other actions, a perfected security interest therein prior to the rights of all other Persons therein and subject to no other Liens (other than Permitted Liens) and is entitled to all the rights, priorities and benefits afforded by the UCC or other relevant law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be perfected by possession or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office; it being understood and agreed that this Section 2.1 shall not be breached as a result of the respective Assignor not delivering to the Collateral Agent an Instrument not required to be so delivered pursuant to Section 3.5 of this Agreement or not entering into a "control agreement" with respect to any cash held by such Assignor.

Appears in 2 contracts

Samples: Security Agreement (Winfred Berg Licensco Inc), Security Agreement (Winfred Berg Licensco Inc)

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Necessary Filings. All Upon the filing of this Mortgage together with a duly completed Mortgage Supplement with the FAA in accordance with the Act and the regulations thereunder, the filing of financing statements (and continuation statements at periodic intervals) with respect to the security and other interests created hereby under the UCC as in effect in any applicable jurisdiction, the registrations of International Interests in the International Registry with respect to the Airframes and Engines, (i) all filings, registrationsregistrations and recordings (including, recordings and other actions without limitation, the filing of financing statements under the UCC) necessary in the United States or appropriate in the International Registry to create, preserve preserve, protect and perfect the security interest granted by such Assignor Owner to the Collateral Agent Mortgagee hereby in respect of the Collateral have been accomplished or, as to Collateral to become subject to the security interest of this Mortgage as provided herein from time to time after the date hereof, will be so filed, registered and recorded simultaneously with such Collateral being subject to the Lien of this Mortgage, and (or in the case of the filing of financing statements, within 10 days following the Initial Borrowing Date shall have beenii) accomplished and the security interest granted to the Collateral Agent Mortgagee pursuant to this Agreement Mortgage in and to the Collateral creates a valid, and together with all such filings, registrations, recordings and other actions, will constitute a perfected security interest therein prior to the rights of all other Persons therein and therein, but subject to no other Liens (other than Permitted Liens) Liens permitted under this Mortgage and the Credit Agreement), and is entitled to all the rights, priorities and benefits afforded by the UCC or Act, the Cape Town Treaty (subject to the proviso to clause (iii) of Section 4.02(a) of this Mortgage), and other relevant U.S. law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be perfected by possession interests or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office; it being understood and agreed that this Section 2.1 shall not be breached as a result of the respective Assignor not delivering to the Collateral Agent an Instrument not required to be so delivered pursuant to Section 3.5 of this Agreement or not entering into a "control agreement" with respect to any cash held by such AssignorLiens.

Appears in 2 contracts

Samples: Aircraft Mortgage and Security Agreement (Wheels Up Experience Inc.), Aircraft Mortgage and Security Agreement (Wheels Up Experience Inc.)

Necessary Filings. All Upon the filing of this Mortgage with the FAA in accordance with Title 49 and the regulations thereunder, the filing of financing statements (and continuation statements at periodic intervals) with respect to the security and other interests created hereby under the UCC as in effect in any applicable jurisdiction, the registrations of International Interests in the International Registry with respect to the Airframes, Engines and Spare Engines, and placing of the insignia referred to in Section 2.01(d) herein, (i) all filings, registrationsregistrations and recordings (including, recordings and other actions without limitation, the filing of financing statements under the UCC) necessary in the United States or appropriate in the International Registry to create, preserve preserve, protect and perfect the security interest granted by such Assignor Great Lakes to the Collateral Agent hereby in respect of the Collateral have been accomplished or, as to Collateral to become subject to the security interest of this Mortgage as provided herein from time to time after the date hereof, will be so filed, registered and recorded simultaneously with such Collateral being subject to the Lien of this Mortgage, and (or in the case of the filing of financing statements, within 10 days following the Initial Borrowing Date shall have beenii) accomplished and the security interest granted to the Collateral Agent pursuant to this Agreement Mortgage in and to the Collateral creates a valid, and together with all such filings, registrations, recordings and other actions, will constitute a perfected security interest therein prior to the rights of all other Persons therein and therein, but subject to no other Liens (other than Permitted Liens) Encumbrances), and is entitled to all the rights, priorities and benefits afforded by Title 49, the UCC or Cape Town Convention, and other relevant U.S. law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be perfected by possession interests or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office; it being understood and agreed that this Section 2.1 shall not be breached as a result of the respective Assignor not delivering to the Collateral Agent an Instrument not required to be so delivered pursuant to Section 3.5 of this Agreement or not entering into a "control agreement" with respect to any cash held by such AssignorLiens.

Appears in 1 contract

Samples: Mortgage and Security Agreement (Great Lakes Aviation LTD)

Necessary Filings. All Upon the filing of this Mortgage with the FAA in accordance with Title 49 and the regulations thereunder, the filing of financing statements (and continuation statements at periodic intervals) with respect to the security and other interests created hereby under the UCC as in effect in any applicable jurisdiction, the registrations of International Interests in the International Registry with respect to the Airframes, Engines and Spare Engines, and placing of the insignia referred to in Section 2.01(d) herein, (i) all filings, registrationsregistrations and recordings (including, recordings and other actions without limitation, the filing of financing statements under the UCC) necessary in the United States or appropriate in the International Registry to create, preserve preserve, protect and perfect the security interest granted by such Assignor each Grantor to the Collateral Agent hereby in respect of the Collateral have been accomplished or, as to Collateral to become subject to the security interest of this Mortgage as provided herein from time to time after the date hereof, will be so filed, registered and recorded simultaneously with such Collateral being subject to the Lien of this Mortgage, and (or in the case of the filing of financing statements, within 10 days following the Initial Borrowing Date shall have beenii) accomplished and the security interest granted to the Collateral Agent pursuant to this Agreement Mortgage in and to the Collateral creates a valid, and together with all such filings, registrations, recordings and other actions, will constitute a perfected security interest therein prior to the rights of all other Persons therein and therein, but subject to no other Liens (other than Permitted Liens) Encumbrances), and is entitled to all the rights, priorities and benefits afforded by Title 49, the UCC or Cape Town Convention, and other relevant U.S. law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be perfected by possession interests or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office; it being understood and agreed that this Section 2.1 shall not be breached as a result of the respective Assignor not delivering to the Collateral Agent an Instrument not required to be so delivered pursuant to Section 3.5 of this Agreement or not entering into a "control agreement" with respect to any cash held by such AssignorLiens.

Appears in 1 contract

Samples: First Lien Security Agreement (Delta Air Lines Inc /De/)

Necessary Filings. All Upon the filing of this Mortgage with the FAA in accordance with Title 49 and the regulations thereunder, the filing of financing statements (and continuation statements at periodic intervals) with respect to the security and other interests created hereby under the UCC as in effect in any applicable jurisdiction, the registrations of International Interests in the International Registry with respect to the Airframes, Engines and Spare Engines, and placing of the insignia referred to in Section 2.01(d) herein, (i) all filings, registrationsregistrations and recordings (including, recordings and other actions without limitation, the filing of financing statements under the UCC) necessary in the United States or appropriate in the International Registry to create, preserve preserve, protect and perfect the security interest granted by such Assignor Great Lakes to the Collateral Agent Lender hereby in respect of the Collateral have been accomplished or, as to Collateral to become subject to the security interest of this Mortgage as provided herein from time to time after the date hereof, will be so filed, registered and recorded simultaneously with such Collateral being subject to the Lien of this Mortgage, and (or in the case of the filing of financing statements, within 10 days following the Initial Borrowing Date shall have beenii) accomplished and the security interest granted to the Collateral Agent Lender pursuant to this Agreement Mortgage in and to the Collateral creates a valid, and together with all such filings, registrations, recordings and other actions, will constitute a perfected security interest therein prior to the rights of all other Persons therein and therein, but subject to no other Liens (other than Permitted Liens) ), and is entitled to all the rights, priorities and benefits afforded by Title 49, the UCC or Cape Town Convention, and other relevant U.S. law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be perfected by possession interests or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office; it being understood and agreed that this Section 2.1 shall not be breached as a result of the respective Assignor not delivering to the Collateral Agent an Instrument not required to be so delivered pursuant to Section 3.5 of this Agreement or not entering into a "control agreement" with respect to any cash held by such AssignorLiens.

Appears in 1 contract

Samples: Mortgage and Security Agreement (Great Lakes Aviation LTD)

Necessary Filings. All Upon the filing of this Mortgage with the FAA in accordance with Title 49 and the regulations thereunder, the filing of financing statements (and continuation statements at periodic intervals) with respect to the security and other interests created hereby under the UCC as in effect in any applicable jurisdiction, the registrations of International Interests in the International Registry with respect to the Airframes, Engines and Spare Engines, and placing of the insignia referred to in Section 2.01(d) herein, (i) all filings, registrationsregistrations and recordings (including, recordings and other actions without limitation, the filing of financing statements under the UCC) necessary in the United States or appropriate in the International Registry to create, preserve preserve, protect and perfect the security interest granted by such Assignor each Grantor to the Collateral Administrative Agent hereby in respect of the Collateral have been accomplished or, as to Collateral to become subject to the security interest of this Mortgage as provided herein from time to time after the date hereof, will be so filed, registered and recorded simultaneously with such Collateral being subject to the Lien of this Mortgage, and (or in the case of the filing of financing statements, within 10 days following the Initial Borrowing Date shall have beenii) accomplished and the security interest granted to the Collateral Administrative Agent pursuant to this Agreement Mortgage in and to the Collateral creates a valid, and together with all such filings, registrations, recordings and other actions, will constitute a perfected security interest therein prior to the rights of all other Persons therein (other than Specified Permitted Collateral Liens and Liens granted therein to secure any Pari Passu Senior Secured Debt), but subject to no other Liens (other than Permitted Collateral Liens) ), and is entitled to all the rights, priorities and benefits afforded by Title 49, the UCC or Cape Town Treaty (subject to the proviso to clause (iii) of Section 4.02(a) of this Mortgage), and other relevant U.S. law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be perfected by possession interests or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office; it being understood and agreed that this Section 2.1 shall not be breached as a result of the respective Assignor not delivering to the Collateral Agent an Instrument not required to be so delivered pursuant to Section 3.5 of this Agreement or not entering into a "control agreement" with respect to any cash held by such AssignorLiens.

Appears in 1 contract

Samples: Security Agreement (Delta Air Lines Inc /De/)

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Necessary Filings. All Upon (x) the filing of this Mortgage with the FAA in accordance with the Transportation Code and the regulations thereunder and with any applicable Governmental Authority in any other jurisdiction as deemed necessary or advisable by the Collateral Agent, (y) the appropriate registrations with the International Registry and (z) the filing of financing statements (and continuation statements at periodic intervals) with respect to the security and other interests created hereby under the UCC as in effect in any applicable jurisdiction and affixing the placard referred to in Section 2.01(d) herein, (i) all filings, registrationsregistrations and recordings (including, recordings and without limitation, the filing of financing statements under the UCC) necessary under the Laws of the United States (or any state thereof) or any other actions necessary or appropriate jurisdiction to create, preserve preserve, protect and perfect the security interest granted by such Assignor the Grantors to the Collateral Agent hereby in respect of the Collateral have been accomplished or, as to Collateral to become subject to the security interest of this Mortgage as provided herein from time to time after the date hereof, will be filed simultaneously with such Collateral being subject to the Lien of this Mortgage, and (or in the case of the filing of financing statements, within 10 days following the Initial Borrowing Date shall have beenii) accomplished and the security interest granted to the Collateral Agent pursuant to this Agreement Mortgage in and to the Collateral creates a valid, and together with all such filings, registrations, recordings and other actions, will constitute a perfected security interest therein prior to the rights of all other Persons therein and therein, but subject to no other Liens (other than Permitted Liens) ), and is entitled to all the rights, priorities and benefits afforded by the UCC or Transportation Code, and other relevant law United States Law and any applicable Laws as enacted in any other relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be perfected by possession interests or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office; it being understood and agreed that this Section 2.1 shall not be breached as a result of the respective Assignor not delivering to the Collateral Agent an Instrument not required to be so delivered pursuant to Section 3.5 of this Agreement or not entering into a "control agreement" with respect to any cash held by such AssignorLiens.

Appears in 1 contract

Samples: Mortgage and Security Agreement (Mesa Air Group Inc)

Necessary Filings. All Upon (x) the filing of this Mortgage with the FAA in accordance with Title 49 and the regulations thereunder and with any applicable Governmental Authority in any other jurisdiction as deemed necessary or advisable by the Collateral Agent, (y) the appropriate registrations with the International Registry and (z) the filing of financing statements (and continuation statements at periodic intervals) with respect to the security and other interests created hereby under the UCC as in effect in any applicable jurisdiction and affixing the placard referred to in Section 2.01(c) herein, (i) all filings, registrationsregistrations and recordings (including, recordings without limitation, the filing of financing statements under the UCC) [Equipment Mortgage and Security Agreement] necessary under the laws of the United States (or any state thereof) or any other actions necessary or appropriate jurisdiction to create, preserve preserve, protect and perfect the security interest granted by such Assignor the Grantor to the Collateral Agent hereby in respect of the Collateral have been accomplished or, as to Collateral to become subject to the security interest of this Mortgage as provided herein from time to time after the date hereof, will be filed simultaneously with such Collateral being subject to the Lien of this Mortgage, and (or in the case of the filing of financing statements, within 10 days following the Initial Borrowing Date shall have beenii) accomplished and the security interest granted to the Collateral Agent pursuant to this Agreement Mortgage in and to the Collateral creates a valid, and together with all such filings, registrations, recordings and other actions, will constitute a perfected security interest therein prior to the rights of all other Persons therein and therein, but subject to no other Liens (other than Permitted Liens) ), and is entitled to all the rights, priorities and benefits afforded by the UCC or Title 49, and other relevant U.S. law and any applicable Laws as enacted in any other relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be perfected by possession interests or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office; it being understood and agreed that this Section 2.1 shall not be breached as a result of the respective Assignor not delivering to the Collateral Agent an Instrument not required to be so delivered pursuant to Section 3.5 of this Agreement or not entering into a "control agreement" with respect to any cash held by such AssignorLiens.

Appears in 1 contract

Samples: Security Agreement (Pinnacle Airlines Corp)

Necessary Filings. All Upon the filing of this Mortgage with the FAA in accordance with Title 49 and the regulations thereunder, the filing of financing statements (and continuation statements at periodic intervals) with respect to the security and other interests created hereby under the UCC as in effect in any applicable jurisdiction, the registrations of International Interests in the International Registry with respect to the Airframes, Engines and [Second Lien Aircraft, Spare Engines and Spare Parts Mortgage and Security Agreement] Spare Engines, and placing of the insignia referred to in Section 2.01(d) herein, (i) all filings, registrationsregistrations and recordings (including, recordings and other actions without limitation, the filing of financing statements under the UCC) necessary in the United States or appropriate in the International Registry to create, preserve preserve, protect and perfect the security interest granted by such Assignor each Grantor to the Collateral Agent hereby in respect of the Collateral have been accomplished or, as to Collateral to become subject to the security interest of this Mortgage as provided herein from time to time after the date hereof, will be so filed, registered and recorded simultaneously with such Collateral being subject to the Lien of this Mortgage, and (or in the case of the filing of financing statements, within 10 days following the Initial Borrowing Date shall have beenii) accomplished and the security interest granted to the Collateral Agent pursuant to this Agreement Mortgage in and to the Collateral creates a valid, and together with all such filings, registrations, recordings and other actions, will constitute a perfected security interest therein prior to the rights of all other Persons therein and (other than the First Lien Collateral Agent), but subject to no other Liens (other than Permitted Liens) Encumbrances), and is entitled to all the rights, priorities and benefits afforded by Title 49, the UCC or Cape Town Convention, and other relevant U.S. law as enacted in any relevant jurisdiction to perfected security interests, in each case to the extent that the Collateral consists of the type of property in which a security interest may be perfected by possession interests or control (within the meaning of the UCC as in effect on the date hereof in the State of New York), by filing a financing statement under the UCC as enacted in any relevant jurisdiction or by a filing of a Grant of Security Interest in the respective form attached hereto in the United States Patent and Trademark Office or in the United States Copyright Office; it being understood and agreed that this Section 2.1 shall not be breached as a result of the respective Assignor not delivering to the Collateral Agent an Instrument not required to be so delivered pursuant to Section 3.5 of this Agreement or not entering into a "control agreement" with respect to any cash held by such AssignorLiens.

Appears in 1 contract

Samples: Intercreditor Agreement (Delta Air Lines Inc /De/)

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