Common use of Collateral Documents Clause in Contracts

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 or the Security Agreement shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Section 4.01 or Sections 4.01, 6.11, 6.13, 6.16 6.11 or the Security Agreement 6.13 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage, or (ii) any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents; or

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Sections Section 4.01, 6.11, 6.13, 6.16 6.11 or the Security Agreement 6.13 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents (or other pledged collateral actually delivered to it under the Collateral Documents) or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; or

Collateral Documents. Any The Collateral Document Documents after delivery thereof pursuant to Sections 4.014.02, 6.11, 6.13, 6.16 6.11 or the Security Agreement 6.13 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited permitted under this AgreementSection 7.04 or 7.05) cease to create create, or shall be asserted by any Loan Party not to create, a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered therebythereby with an aggregate value equal to or greater than $25,000,000, subject to Liens permitted under Section 7.01, (xi) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession or control of certificates actually delivered to it representing securities securities, other collateral requiring possession or control, or motor vehicle certificates of title (or notation thereon) pledged under the Collateral Documents Documents, in each case actually delivered to it, or to file Uniform Commercial Code financing statements or continuation statements or any Collateral Documents and (yii) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; or

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 Section 4.1 or the Security Agreement 8.11 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited permitted under this AgreementSection 9.4 or 9.5) cease to create create, or any Lien purported to be created by any Collateral Document shall be asserted in writing by any Loan Party not to be, a valid and perfected Lienlien, with the priority required by the Collateral Documents (and for or other security purported to be created on the avoidance of doubt, with respect to ABL Priority applicable Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.019.1, (x) except to the extent that any such loss of perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code UCC continuation statements and (y) except as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; or

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 Section 4.1 or the Security Agreement 8.11 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited permitted under this AgreementSection 9.4 or 9.5) cease to create create, or any Lien purported to be created by any Collateral Document shall be asserted in writing by any Loan Party not to be, a valid and perfected Lien, with the priority required by the Collateral Documents (and for or other security purported to be created on the avoidance of doubt, with respect to ABL Priority applicable Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.019.1, except (x) except to the extent that any such loss of perfection or priority is not required pursuant to results from acts or omissions of the Collateral and Guarantee Requirement Agent, any co-agent or sub-agent of the Collateral Agent appointed in accordance with Article XI or any loss thereof results from Lender, including the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code UCC continuation statements and statements, or (y) except as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; provided that, for purposes of this paragraph (j), the Guaranty shall be deemed not to be a Collateral Document; or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 the Existing Credit Agreement or the Security Agreement Section 6.11 or 6.13 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited permitted under this AgreementSection 7.04 or 7.05) cease to create create, or any Lien purported to be created by any Collateral Document shall be asserted in writing by any Loan Party not to be, a valid and perfected Lienlien, with the priority required by the Collateral Documents (and for or other security purported to be created on the avoidance of doubt, with respect to ABL Priority applicable Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such loss of perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverageor failed to acknowledge coverage or (ii) any of the Equity Interests of any Borrower ceasing to be pledged pursuant to the Security Agreements free of Liens other than Liens created by the Security Agreements or any nonconsensual Liens permitted by Section 7.01 or any Liens permitted under Section 7.01(v); or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Section 4.01 or Sections 4.01, 6.11, 6.13, 6.13 or 6.16 or the Security Agreement shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results solely from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage, or (ii) any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents; or

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 Section 4.1 or the Security Agreement 8.11 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited permitted under this AgreementSection 9.4 or 9.5) cease to create create, or any Lien purported to be created by any Collateral Document shall be asserted in writing by any Loan Party not to be, a valid and perfected Lienlien, with the priority required by the Collateral Documents (and for or other security purported to be created on the avoidance of doubt, with respect to ABL Priority applicable Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.019.1, (x) except to the extent that any such loss of perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code UCC continuation statements and (y) except as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; or

Collateral Documents. Any Subject to, solely with respect to the Foreign Security Documents, the Reservations and the Perfection Requirements, any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 or the Security Agreement shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or the Agreed Security Principles or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements or similar statements in any applicable jurisdiction and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; or

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or Sections 4.01, 6.11, 6.13, 6.16 or the Security Agreement 6.12 and 6.20 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited permitted under this AgreementSection 7.04 or Section 7.05) cease to create a valid and perfected Lien, with the first priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements Lien on and security interest in (or, in the case of Collateral of any material portion Loan Party organized under the laws of Bermuda (or the Equity Interests of any company organized under the laws of Bermuda), the failure to maintain a first priority registered charge over) the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, or any Loan Party shall assert in writing such invalidity or lack of perfection or priority (x) other than in an informational notice to the Administrative Agent), except to the extent that any such loss of perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code financings statements or continuation statements or other equivalent filings and (y) except except, as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and the related insurer shall not have denied or disclaimed in writing that such insurer has not denied coverage; orlosses are covered by such title insurance policy.

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 6.11 or the Security Agreement 6.12 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubtany Acceptable Intercreditor Agreements, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (xi) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement Security Agreement or Section 6.11 or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession or control of certificates actually delivered Collateral, or resulting from the making of a filing, or the failure to it representing securities pledged make a filing, under the Collateral Documents or to file Uniform Commercial Code continuation statements or other applicable Law and (yii) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; or, or any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents;

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 or the Security Agreement shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results solely from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage, or (ii) any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents; or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 6.11 or the Security Agreement 6.13 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property (if any) to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage, or (ii) any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents; or

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or Sections 4.01, 6.11, 6.13, 6.16 6.11 or the Security Agreement 6.13 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited under this Agreement, or as a result of acts or omissions by the Administrative Agent or any Lender) cease to create a valid and perfected Lien, with the priority required by this Agreement and the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the any Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, except (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; or

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 Section 4.01 or the Security Agreement Section 6.11 or Section 6.13 or Section 6.20 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and (other than with respect to Mortgages) perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Junior Lien Intercreditor Agreements Agreement on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; or

Collateral Documents. (i) Any Collateral Document or any material portion thereof, after delivery thereof pursuant to the Exchange Agreement or Sections 4.01, 6.11, 6.13, 6.16 6.11 or the Security Agreement 6.13 shall for any reason (other than pursuant to the terms hereof and thereof including as a result of a transaction not prohibited under this Agreement) cease to be in full force and effect and to create a valid and perfected Lien, with the priority required by this Agreement, the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens the Lien priority permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage, or (ii) any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents; or

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 Section 4.1 or the Security Agreement 8.11 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited permitted under this AgreementSection 9.4 or 9.5) cease to create create, or any Lien purported to be created by any Collateral Document shall be asserted in writing by any Loan Party not to be, a valid and perfected Lien, with the priority required by the Collateral Documents (and for or other security purported to be created on the avoidance of doubt, with respect to ABL Priority applicable Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.019.1, except (x) except to the extent that any such loss of perfection or priority is not required pursuant to results from acts or omissions of the Collateral and Guarantee Requirement Agent, any co-agent or sub-agent of the Collateral Agent appointed in accordance with Article XI or any loss thereof results from Lender, including the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and Documents, (y) except to the extent that any UCC continuation statements are not filed while the Obligations are outstanding or (z) as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; provided that, for purposes of this paragraph (j), the Guaranty shall be deemed not to be a Collateral Document; or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Section 4.01 or Sections 4.01, 6.11, 6.13, 6.16 6.13 or the Security Agreement 6.15 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage, or (ii) any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents; or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Section 4.01 or Sections 4.01, 6.11, 6.13, 6.16 6.11 or the Security Agreement 6.13 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results solely from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage, or (ii) any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents; or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Section 4.01 or Sections 4.01, 6.11, 6.13, 6.16 6.11 or the Security Agreement 6.13 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; or, or (ii) any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents;

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 Section 4.01 or the Security Agreement 6.11 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited permitted under this AgreementSection 7.04 or 7.05) cease to create create, or any Lien purported to be created by any Collateral Document shall be asserted in writing by any Loan Party not to be, a valid and perfected Lienlien, with the priority required by the Collateral Documents (and for or other security purported to be created on the avoidance of doubt, with respect to ABL Priority applicable Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such loss of perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Administrative Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied or failed to acknowledge coverage; or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Sections 4.01the Existing Credit Agreement, 6.11, 6.13, 6.16 Section 5 of the Amendment Agreement or the Security Agreement Section 6.11 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited permitted under this AgreementSection 7.04 or 7.05) cease to create create, or any Lien purported to be created by any Collateral Document shall be asserted in writing by any Loan Party not to be, a valid and perfected Lienlien, with the priority required by the Collateral Documents (and for or other security purported to be created on the avoidance of doubt, with respect to ABL Priority applicable Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such loss of perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements or the equivalent in the applicable jurisdiction and (y) except as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied or failed to acknowledge coverage; or, or (ii) any of the Equity Interests of the Parent Borrower ceasing to be pledged pursuant to the U.S. Security Agreement free of Liens other than Liens created by the Security Agreements or any nonconsensual Liens permitted by Section 7.01;

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 Section 4.01 or the Security Agreement 6.11 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited permitted under this AgreementSection 7.04 or 7.05) cease to create create, or any Lien purported to be created by any Collateral Document shall be asserted in writing by any Loan Party not to be, a valid and perfected Lienlien, with the priority required by the Collateral Documents (and for or other security purported to be created on the avoidance of doubt, with respect to ABL Priority applicable Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such loss of perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file continuation statements under the Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied or failed to acknowledge coverage, or (ii) any of the Equity Interests held by the Borrower or any First-Tier Sibling Subsidiary that is a Guarantor ceasing to be pledged pursuant to the Security Agreement free of Liens other than Liens created by the Security Agreement or any nonconsensual Liens arising solely by operation of Law; or

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 Section 4.01 or the Security Agreement Section 6.11 shall for any reason (other than pursuant to the terms hereof or thereof including in connection with a Syndication or as a result of a transaction not prohibited under this Agreement) cease to create create, or any Lien purported to be created by any Collateral Document shall be asserted in writing by any Loan Party not to be, a valid and perfected Lienlien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under, or disclosed in or permitted under Section 7.01, (x) except to the extent that any such loss of perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverageor failed to acknowledge coverage or except to the extent that such perfection or priority that is lost was not required or required to be maintained pursuant to the Collateral and Guarantee Requirement, except as a result of ROFR Rights; or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Sections Section 4.01, 6.11, 6.13, 6.16 Section 6.11 or the Security Agreement Section 6.13 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited permitted under this AgreementSection 7.04 or 7.05) cease to create create, or any Lien purported to be created by any Collateral Document shall be asserted in writing by any Loan Party not to be, a valid and perfected Lienlien, with the priority required by the Collateral Documents (and for or other security purported to be created on the avoidance of doubt, with respect to ABL Priority applicable Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such loss of perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements or the equivalent in the applicable jurisdiction and (y) except as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied or failed to acknowledge coverage; or, or (ii) any of the Equity Interests issued by the Borrower ceasing to be pledged pursuant to the Security Agreement free of Liens other than Liens created by the Collateral Documents, Liens permitted by Section 7.01(ee) and any nonconsensual Liens permitted by Section 7.01;

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Sections Section 4.01, 6.11, 6.13, 6.16 4.03 or the Security Agreement 6.11 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited permitted under this AgreementSection 7.04 or 7.05) cease to create create, or any Lien purported to be created by any Collateral Document shall be asserted in writing by any Loan Party not to be, a valid and perfected Lienlien, with the priority required by the Collateral Documents (and for or other security purported to be created on the avoidance of doubt, with respect to ABL Priority applicable Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such loss of perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied or failed to acknowledge coverage, or (ii) any of the Equity Interests of the Parent Borrower ceasing to be pledged pursuant to the U.S. Security Agreement free of Liens other than Liens created by the U.S. Security Agreement or any nonconsensual Liens arising solely by operation of Law; or

Collateral Documents. Any Collateral Document with respect to a material portion of the Collateral after delivery thereof pursuant to Sections Section 4.01, 6.11, 6.13, 6.16 6.11 or the Security Agreement 6.13 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited permitted under this AgreementSection 7.04 or 7.05) cease to create create, or any Lien purported to be created by such Collateral Document shall be asserted in writing by the Borrower or any other Loan Party not to be, a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubtDocuments, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that (i) any such loss of perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to take any action within their control, including the failure to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code (or foreign equivalent) continuation statements and statements, (yii) except as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; or (iii) such loss of perfected security interest may be remedied by the filing of appropriate documentation without the loss of priority; or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 or the Security Agreement shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section SectionSection 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results solely from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage, or (ii) any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents; or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 Section 4.01 or the Security Agreement 6.11 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for or other security purported to be created on the avoidance of doubt, with respect to ABL Priority applicable Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage, or (ii) any of the Equity Interests of the Borrower ceasing to be pledged pursuant to the Collateral Documents; or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 Section 4.01 or the Security Agreement Section 6.11 or 6.12 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the First Lien Intercreditor Agreements Agreement on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage, or (ii) any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents; or

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 Section 4.1 or the Security Agreement 8.11 shall for any reason (other than pursuant to the terms hereof or thereof including as a result of a transaction not prohibited permitted under this AgreementSection 9.4 or 9.5) cease to create create, or any Lien purported to be created by any Collateral Document shall be asserted in writing by any Loan Party not to be, a valid and perfected Lienlien, with the priority required by the Collateral Documents (and for or other security purported to be created on the avoidance of doubt, with respect to ABL Priority applicable Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.019.1, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any the loss thereof of such perfection or priority results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code UCC continuation statements and (y) except as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Section 4.01 or Sections 4.01, 6.11, 6.13, 6.16 or the Security Agreement 6.17 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements Agreement on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results solely from the failure of the Administrative Agent or the Collateral Agent (or the Term Loan Collateral Agent, as bailee for the Collateral Agent in accordance with the ABL Intercreditor Agreement) to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage, or (ii) any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents (it being understood that this clause (k) shall not apply to any Mexican Loan Documents); or

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 Section 4.02 or the Security Agreement Section 6.12 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited permitted under this AgreementSection 7.04 or Section 7.05) cease to create a valid and perfected Lien, with the first priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements Lien on and security interest in (or, in the case of Collateral of any material portion Loan Party organized under the laws of Bermuda (or the Equity Interests of any company organized under the laws of Bermuda), the failure to maintain a first priority registered charge over) the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, or any Loan Party shall assert in writing such invalidity or lack of perfection or priority (x) other than in an informational notice to the Administrative Agent), except to the extent that any such loss of perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code financings statements or continuation statements or other equivalent filings and (y) except except, as to Collateral consisting of Real Property real property to the extent that such losses are covered by a lender’s title insurance policy and the related insurer shall not have denied or disclaimed in writing that such insurer has not denied coverage; orlosses are covered by such title insurance policy.

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Sections Section 4.01, 6.11, 6.13, 6.16 6.11 or the Security Agreement 6.13 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this AgreementAgreement or pursuant to Section 3.02 hereof) cease ceases to create a valid and perfected first-priority Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral that is (x) purported to be covered therebythereby and (y) comprises Property that, when taken together with all Property as to which such Lien has so ceased to be effective, has a fair market value in excess of $25,000,000, subject to Liens permitted under Section 7.01, (xi) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (yii) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage; or

Collateral Documents. (i) Any Collateral Document after delivery thereof pursuant to Sections 4.01, 6.11, 6.13, 6.16 Section 4.01 or the Security Agreement Section 6.11 or 6.12 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage, or (ii) any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents; or

Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01 or Sections 4.01, 6.11, 6.13, 6.16 6.13 or the Security Agreement 6.15 shall for any reason (other than pursuant to the terms thereof including as a result of a transaction not prohibited under this Agreement) cease to create a valid and perfected Lien, with the priority required by the Collateral Documents (and for the avoidance of doubt, with respect to ABL Priority Collateral, the priority required by the ABL Intercreditor Agreement) and the Intercreditor Agreements on and security interest in any material portion of the Collateral purported to be covered thereby, subject to Liens permitted under Section 7.01, (x) except to the extent that any such perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or any loss thereof results from the failure of the Administrative Agent or the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Collateral Documents or to file Uniform Commercial Code continuation statements and (y) except as to Collateral consisting of Real Property to the extent that such losses are covered by a lender’s title insurance policy and such insurer has not denied coverage, or (ii) any of the Equity Interests of the Borrower shall for any reason cease to be pledged pursuant to the Collateral Documents; or