Security Interests, etc. The Mortgagor will not directly or indirectly create or permit or suffer to be created or to remain, and will promptly discharge or cause to be discharged, any deed of trust, mortgage, encumbrance or charge on, pledge of, security interest in or conditional sale or other title retention agreement with respect to or any other lien on or in the Collateral or any part thereof or the interest of the Mortgagor or the Mortgagee therein, or any Proceeds thereof or Rents or other sums arising therefrom, other than (a) Permitted Encumbrances, and (b) liens of mechanics, materialmen, suppliers or vendors or rights thereto incurred in the ordinary course of the business of the Mortgagor for sums not yet due or any such liens or rights thereto which are at the time being contested as permitted by Section 1.8. The Mortgagor will not postpone the payment of any sums for which liens of mechanics, materialmen, suppliers or vendors or rights thereto have been incurred (unless such liens or rights thereto are at the time being contested as permitted by Section 1.8), for more than 60 days after the completion of the action giving rise to such liens or rights thereto.
Security Interests, etc. The Mortgagor will not directly or indirectly create or permit or suffer to be created or to remain, and will promptly discharge or cause to be discharged, any deed of trust, mortgage, encumbrance or charge on, pledge of, security interest in or conditional sale or other title retention agreement with respect to or any other lien on or in the Collateral or any part thereof or the interest of the Mortgagor or the Mortgagee therein, or any Proceeds thereof or Rents or other sums arising therefrom, other than (a) Permitted Encumbrances, and (b) liens of mechanics, materialmen, suppliers or vendors or rights thereto incurred in the ordinary course of the business of the Mortgagor for sums not yet due or any such liens or rights thereto which are at the time being contested as permitted by SECTION 1.8. The Mortgagor will not postpone the payment of any sums for which liens of mechanics, materialmen, suppliers or vendors or rights thereto have been incurred (unless such liens or rights thereto are at the time being contested as permitted by SECTION 1.8), or enter into any contract under which payment of such sums is postponable (unless such contract expressly provides for the legal, binding and effective waiver of any such liens or rights thereto), in either case, for more than 60 days after the completion of the action giving rise to such liens or rights thereto.
Security Interests, etc. The Trustor will not directly or indirectly create or permit or suffer to be created or to remain, and will promptly discharge or cause to be discharged, any deed of trust, mortgage, encumbrance or charge on, pledge of, security interest in or conditional sale or other title retention agreement with respect to or any other lien on or in the Trust Premises or any part thereof or the interest of the Trustor or the Beneficiary therein, or any Proceeds thereof or Rents or other sums arising therefrom, other than (a) Permitted Encumbrances, and (b) liens of mechanics, materialmen, suppliers or vendors or rights thereto incurred in the ordinary course of the business of the Trustor for sums not yet due or any such liens or rights thereto which are at the time being contested as permitted by Section 1.8. The Trustor will not postpone the payment of any sums for which liens of mechanics, materialmen, suppliers or vendors or rights thereto have been incurred (unless such liens or rights thereto are at the time being contested as permitted by Section 1.8), for more than 60 days after the completion of the action giving rise to such liens or rights thereto.
Security Interests, etc. (a) Subject to the Funding Conditions Provision, the Legal Reservations and the Agreed Security Principles, once executed and delivered, each of the Security Documents creates, as security for the applicable Obligations, a valid and enforceable, and, upon making the filings and recordings referenced in Section 5.19(b) and any Non-U.S. Perfection Requirements, perfected security interest in and Lien on all of the Collateral subject thereto from time to time, in favor of the Administrative Agent for the benefit of the Secured Creditors named therein, superior to and prior to the rights of all third persons and subject to no other Liens (except that the Collateral under the Security Documents may be subject to Permitted Liens) and no filings or recordings are required in order to perfect the security interests created under any Security Document except for filings or recordings required in connection with any such Security Document that shall have been made, or for which satisfactory arrangements have been made, upon or prior to the execution and delivery thereof.
Security Interests, etc. (a) Subject to the Funding Conditions Provision, the Legal Reservations and the Agreed Security Principles, once executed and delivered, each of the Security Documents creates, as security for the applicable Obligations, a valid and enforceable, and, upon making the filings and recordings referenced in Section 5.19(b) and any Non-U.S. Perfection Requirements, perfected security interest in and Lien on all of the Collateral subject thereto from time to time, in favor of the Administrative Agent for the benefit of the Secured Creditors named therein, superior to and prior to the rights of all third persons and subject to no other Liens (except that the Collateral under the Security Documents may be subject to Permitted Liens) and no filings or recordings are required in order to perfect the security interests created under any Security Document except for filings or recordings required in connection with any such Security Document that shall have been made, or for which satisfactory arrangements have been made, upon or prior to the execution and delivery thereof. (b) Subject to the Funding Conditions Provision, the Legal Reservations and the Agreed Security Principles all recording, stamp, intangible, notarial or other similar taxes or fees required to be paid by any Person under applicable legal requirements or other laws applicable to the property encumbered by the Security Documents in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement thereof have been paid, in each case, except to the extent failure to pay such recording, stamp, intangible, notarial or other similar taxes or fees would not reasonably be expected to result in an Material Adverse Effect. Notwithstanding anything contained herein, on the Closing Date, the only Liens on and security interests in any Collateral that are required to be provided or perfected on the Closing Date are set forth in the Funding Conditions Provision. Section 5.20
Security Interests, etc. The Collateral Documents create valid and perfected first priority liens on and security interests in the Collateral (subject to Permitted Liens and, in the case of the property and assets of the Obligors which become part of the Collateral on or about the Additional Availability Date, the liens and security interests of NTFC, on behalf of itself and the other NTFC Lenders, pursuant to the terms of the NTFC Loan Documents and the Intercreditor Agreement) in favor of the Collateral Agent, for its benefit and the benefit of the other Secured Parties, securing the payment of the Notes and all of the other Obligations of the Obligors under or in respect of the Note Documents. All of the shares of capital stock of (or other ownership or profit interests in) the Company and each of the Subsidiaries that are purported to comprise part of the Collateral have been delivered to the Collateral Agent or NTFC, as required by the applicable Collateral Documents (on behalf of the Secured Parties), together with undated stock or other appropriate powers executed in blank; and all filings and other actions necessary to perfect and protect such liens and security interests have been duly made or taken and are in full force and effect or will be duly made or taken in accordance with the terms of the Note Documents; and all filing and recording fees and taxes have been duly paid.
Security Interests, etc. Create or suffer to remain any security interest, lien or encumbrance against or upon any of their properties, real or personal, whether presently owned or hereafter acquired, other than to the Bank provided, however, that this restriction shall not apply to or operate to prevent (i) liens for taxes and other governmental charges, which taxes and charges at a particular time are not due or remain payable without penalty, or which are permitted to remain unpaid by reason of the operation of Paragraph 7.5 of Section 7 hereof; (ii) liens arising in the ordinary course of business out of claims for labor, materials or supplies which are permitted to remain unpaid by reason of the operation of Paragraph 7.5 of Section 7 hereof; (iii) deposits and pledges made in the ordinary course of business to secure Workers' Compensation, unemployment, old age benefits or other social security payments or in connection with or to secure performance of bids, tenders, trade contracts or leases, or to secure statutory obligations or surety, performance or appeal bonds, or other pledges or deposits for purposes of like nature, and not in connection with the borrowing of money; and (iv) easements, rights-of-way, restrictions, minor defects in title and other similar real estate encumbrances not in the aggregate interfering with the ordinary conduct of the business of such Borrower, or Guarantor. 12 <PAGE> 7.3
Security Interests, etc. The Collateral Documents create a valid and perfected first priority lien on and security interest in the Collateral in favor of the Agent for the benefit of the Secured Parties, securing the payment of all of the Secured Obligations, and all of the shares of capital stock of each of the Subsidiaries of the Company that are purported to comprise part of the Collateral have been delivered to the Agent, together with undated stock powers executed in blank, and all filings and other actions necessary or desirable to perfect and protect such lien and security interest have been duly made or taken and are in full force and effect or will be duly made or taken in accordance with the terms of the Note Documents.
Security Interests, etc. (a) The provisions of the Borrower ----------------------- Security Agreement are effective, after giving effect to Barclays' succession as collateral agent pursuant to Section 11.6 of the Amended and Restated Credit Agreement (the "Succession"), to create valid security interests in favor of the Collateral Agent, for the benefit of the Lending Parties, in all of the collateral described therein that is of the type in which a security interest can be created under Article 9 of the UCC (the "Collateral"), to the extent the UCC is applicable to the creation of such security interests. After giving effect to the Succession and assuming the filing of the Financing Statements in the Filing Offices, the Collateral Agent has a perfected security interest in such Collateral of the Borrower (excluding fixtures, as defined in the UCC), to the extent perfection may be accomplished by the filing of financing statements under the UCC, and no further filings are required pursuant to the UCC in the State of New York as a result of the execution and delivery of the Amended and Barclays Bank PLC, as Administrative Agent, et al. 8 March 14, 1997 Restated Credit Agreement to continue such perfection. After giving effect to the Succession and assuming the delivery of the Collateral in which a security interest may be perfected by possession pursuant to the UCC to (and provided that the same has remained in the possession of) the Collateral Agent, the Collateral Agent has a perfected security interest in such Collateral, and no further action is required under the UCC by the Collateral Agent (other than the retention of possession of such Collateral) as a result of the execution and delivery of the Amended and Restated Credit Agreement to continue such perfection.
Security Interests, etc. Except as provided herein or in any other Note Document, the Collateral Documents create a valid and perfected first priority lien on and security interest in the Collateral, except as set forth as Schedule IX to the Security Agreement, in favor of the Agent for the benefit of the Secured Parties, securing the payment of all of the Secured Obligations, and all of the shares of capital stock of each of the Guarantors that are purported to comprise part of the Collateral have been delivered to the Agent, together with undated stock powers executed in blank, and except as provided herein, all filings and other actions necessary or desirable to perfect and protect such lien and security interest have been duly made or taken and are in full force and effect or will be duly made or taken in accordance with the terms of the Note Documents.
