Common use of Creation and Perfection of Security Interests Clause in Contracts

Creation and Perfection of Security Interests. Notwithstanding anything to the contrary in this Section 4.01, with respect to the Secured Obligations, all actions necessary to establish that the Collateral Agent will have a perfected first priority security interest (subject to Permitted Liens) in the Collateral under the Loan Documents shall have been taken, in each case, to the extent such Collateral (including the creation or perfection of any security interest) is required to be provided on the Closing Date; provided that to the extent any security interest in the Collateral is not granted or perfected on the Closing Date after Borrower’s commercially reasonable efforts to do so (other than (x) grants of Collateral subject to the UCC and the delivery of and authorization to file Uniform Commercial Code financing statements, (y) the filing of Intellectual Property security agreements in the United States Patent and Trademark Office or the United States Copyright Office, as the case may be, and (z) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 of the UCC) of the Borrower and the other Credit Parties (other than Excluded Equity Interests) that are part of the Collateral; provided that such “certificated securities”, other than “certificated securities” of the Borrower, will be required to be delivered hereunder only to the extent received from JAMF after use of commercially reasonable efforts to obtain such “certificated securities”; provided further that any “certificated securities” and not so delivered on the Closing Date will be required to be delivered within 30 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion)), the grant or perfection of such security interest (including, without limitation, the security interest on any Real Property that is part of the Collateral) shall not constitute a condition precedent to the availability of the Credit Extension to be made on the Closing Date, but shall be granted or perfected, as the case may be, within 90 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion or as provided in Section 5.15).

Creation and Perfection of Security Interests. Notwithstanding anything to the contrary in this Section 4.01, with respect to the Secured Obligations, all actions necessary to establish that the Collateral Agent will have a perfected first priority security interest (subject to Permitted Liens) in the Collateral under the Loan Documents shall have been taken, in each case, to the extent such Collateral (including the creation or perfection of any security interest) is required to be provided on the Closing Date; provided that to the extent any security interest in the Collateral is not granted or perfected on the Closing Date after Borrower’s commercially reasonable efforts to do so (other than (x) grants of Collateral subject to the UCC and the delivery of and authorization to file Uniform Commercial Code financing statements, (y) the filing of Intellectual Property security agreements in the United States Patent and Trademark Office or the United States Copyright Office, as the case may bebe (for the avoidance of doubt, the Borrower shall not be obligated to perfect any foreign Intellectual Property), and (z) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 of the UCC) of Intermediate Holdings, the Borrower and the other Credit Parties (other than Excluded Equity Interests) that are part of the Collateral; provided that such “certificated securities”, other than “certificated securities” of the BorrowerBorrower or Intermediate Holdings, will be required to be delivered hereunder only to the extent received from JAMF the Borrower, after use of commercially reasonable efforts to obtain such “certificated securities”; provided further that any “certificated securities” and required to be delivered pursuant to the Loan Documents but not so delivered on the Closing Date will be required to be delivered within 30 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion)), the grant or perfection of such security interest (including, without limitation, the security interest on any Real Property that is part of the Collateral) shall not constitute a condition precedent to the availability of the Credit Extension to be made on the Closing Date, but shall be granted or perfected, as the case may be, within 90 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion or as provided in Section 5.15).

Creation and Perfection of Security Interests. Notwithstanding anything to the contrary in this Section 4.01, with respect to the Secured Obligations, all actions necessary to establish that the Collateral Agent will have a perfected first priority security interest (subject to Permitted Liens) in the Collateral under the Loan Documents shall have been taken, in each case, to the extent such Collateral (including the creation or perfection of any security interest) is required to be provided on the Closing Date; provided that to the extent any security interest in the Collateral is not granted or perfected on the Closing Date after Borrower’s Borrowers’ commercially reasonable efforts to do so (other than (x) grants of Collateral subject to the UCC and the delivery of and authorization to file Uniform Commercial Code financing statements, (y) the filing delivery of intellectual property security agreements for Intellectual Property security agreements in which is registered or for which an application has been filed with the United States Patent and Trademark Office or the United States Copyright Office, Office (other than “intent to use” trademark applications that are excluded as Collateral under the case may be, Security Agreement) and (z) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 of the UCC) of the Borrower Borrowers and the other Credit Parties Domestic Subsidiaries (other than Excluded Equity InterestsPledges) that are part of the Collateral; provided that such “certificated securities”, other than “certificated securities” of the Borrower, will be required to be delivered hereunder only to the extent received from JAMF after use of commercially reasonable efforts to obtain such “certificated securities”; provided further that any “certificated securities” and not so delivered on the Closing Date will be required to be delivered within 30 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion)), the grant or perfection of such security interest (including, without limitation, the security interest on any Real Property that is part of the Collateral) shall not constitute a condition precedent to the availability of the Credit Extension to be made on the Closing Date, but shall be granted or perfected, as the case may be, within 90 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion or as provided in Section 5.155.18).

Creation and Perfection of Security Interests. Notwithstanding anything to the contrary in this Section 4.01, with respect to the Secured Obligations, all actions necessary to establish that the Collateral Agent will have a perfected first second priority security interest (subject to Permitted Liens) in the Collateral under the Loan Documents shall have been taken, in each case, to the extent such Collateral (including the creation or perfection of any security interest) is required to be provided on the Closing Date; provided that to the extent any security interest in the Collateral is not or cannot be granted or perfected on the Closing Date after Borrower’s the Borrowers’ commercially reasonable efforts to do so (other than (x) grants of Collateral subject to the UCC and the delivery of and authorization pursuant to file which a lien may be perfected by filing a Uniform Commercial Code financing statements, statement and (y) the filing delivery (including, for the avoidance of Intellectual Property security agreements in doubt, delivery to the United States Patent and Trademark Office or the United States Copyright Office, as the case may be, and (zFirst Lien Collateral Agent) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 of the UCC) of the Borrower and the other Credit Parties (other than Holdings) (other than any Excluded Equity Interests) that are part of the Collateral; Collateral (provided that such “certificated securities”, other than stock certificates and stock powers of “certificated securities” of the (other than any such stock certificates and stock powers issued by any Borrower, ) will be required to be delivered hereunder only to the extent received from JAMF the Company, after use of commercially reasonable efforts to obtain such stock certificates and stock powers of “certificated securities”; provided further that any stock certificates and stock powers of “certificated securities” and required to be delivered pursuant to the Loan Documents but not so delivered on the Closing Date will be required to be delivered within 30 120 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion)), the grant or perfection of such security interest (including, without limitation, the security interest on any Real Property that is part of the Collateral) shall not constitute a condition precedent to the availability of the Credit Extension to be made on the Closing Date, but shall be granted or perfected, as the case may be, within 90 120 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion or as provided in Section 5.15).

Creation and Perfection of Security Interests. Notwithstanding anything (i) The Notes shall be secured by first-priority Liens pursuant to the contrary in this Section 4.01Security Documents to be entered into from time to time by the Company and certain of its Subsidiaries (collectively, the “Grantors”) and Lord Securities Corporation (together with respect its Subsidiaries and Affiliates acting as its sub-agent or representative or directly as collateral agent (collectively, the “LS Sub-Agents”)), as collateral agent (the “Collateral Agent”) for the benefit of the Holders from time to time. For the avoidance of doubt, when reference is made herein to the Secured ObligationsCollateral Agent, all actions necessary it shall be deemed to establish that the Collateral Agent will have include a perfected first priority security interest (subject to Permitted Liens) in the Collateral under the Loan Documents shall have been takenreference, in each casewhere applicable, to the extent such Collateral LS Sub Agents so appointed. (ii) Pursuant to the Reorganization Plan (including Annex No. 1 thereto), the creation Senior Secured Notes due 2022 Security Documents were amended and modified by the Reorganization Plan to provide that the Notes shall be secured by first-priority Liens pursuant to the Senior Secured Notes due 2022 Security Documents as so amended and modified to the same extent and in the same manner as the Senior Secured Notes due 2022 were secured, including as provided in Article Eleven of the Senior Secured Notes due 2022 Indenture, and with the same initial Collateral Agent, and an executive titles (título ejecutivo) in Chile to facilitate the execution of the Liens shall be provided to the satisfaction of the Trustee and the Collateral Agent. Such executive title (título ejecutivo) shall designate the Trustee (with any future assignment limited to any substitute or perfection replacement of any security interestthe Trustee under this Indenture) is required as “Payee” for the benefit and on behalf of the Holders and the Beneficial Owners, shall be Permitted Indebtedness and a Guaranteed Obligation, and shall be secured by first-priority Liens pursuant to the Security Documents to the same extent as the Notes. Any principal, interest or other amount paid from time to time (whether upon maturity, acceleration, redemption, repurchase or otherwise) in respect of this Indenture or the Notes or such executive title (título ejecutivo) shall likewise be deemed to be provided on paid in respect of the Closing Date; provided that to the extent any security interest in the Collateral is not granted or perfected on the Closing Date after Borrower’s commercially reasonable efforts to do so other (other than (x) grants of Collateral subject to the UCC and the delivery of and authorization to file Uniform Commercial Code financing statements, (y) the filing of Intellectual Property security agreements in the United States Patent and Trademark Office or the United States Copyright Office, as the case may be), with payments under the executive title (título ejecutivo) to be allocated between the Tranche A Notes and the Tranche B Notes in accordance with this Indenture, so that there shall be no duplication of the Obligations of the Company and the Subsidiary Guarantors under this Indenture or the Notes, on the one hand., and the executive title (z) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 of the UCC) of the Borrower and título ejecutivo), on the other Credit Parties hand. Without limiting any action which may be taken, or remedy that may be exercised, by the Trustee, the Collateral Agent, the Holders or the Beneficial Owners under or with respect to this Indenture or the Notes (other than Excluded Equity Interests) that are part including upon the occurrence of the Collateral; provided that such “certificated securities”, other than “certificated securities” any Event of the Borrower, will be required to be delivered hereunder only to the extent received from JAMF after use of commercially reasonable efforts to obtain such “certificated securities”; provided further that any “certificated securities” Default or under Article Six (Defaults and not so delivered on the Closing Date will be required to be delivered within 30 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretionRemedies)), all such actions may be taken and remedies exercised by the grant or perfection of such security interest (including, without limitationTrustee, the security interest on any Real Property that is part of Collateral Agent, the Collateral) shall not constitute a condition precedent Holders or the Beneficial Owners equally with respect to the availability of executive title (título ejecutivo) (independent of, or in conjunction or cumulative with, actions and remedies under this Indenture or the Credit Extension Notes); however, no such actions may be taken or remedies exercised with respect to the executive title (título ejecutivo) unless also permitted at such time to be made on taken under or with respect to the Closing DateIndenture or the Notes. As soon as practicable, but new Security Documents shall be granted or perfected, executed by the Company to replace the Senior Secured Notes due 2022 Security Documents as so amended and modified to the same extent and in the same manner as the case may be, within 90 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion or as provided in Section 5.15)Senior Secured Notes due 2022 were secured.

Creation and Perfection of Security Interests. Notwithstanding anything to the contrary in this Section 4.01, with respect to the Secured Obligations, all actions necessary to establish that the Collateral Agent will have a perfected first priority security interest (subject to Permitted Liens) in the Collateral under the Loan Documents shall have been taken, in each case, to the extent such Collateral (including the creation or perfection of any security interest) is required to be provided on the Closing Date; provided that to the extent any security interest in the Collateral is not granted or perfected on the Closing Date after Borrower’s commercially reasonable efforts to do so (other than (x) grants of Collateral subject to the UCC and the delivery of and authorization to file Uniform Commercial Code financing statements, (y) the filing of Intellectual Property security agreements in the United States Patent and Trademark Office or the United States Copyright Office, as the case may bebe (for the avoidance of doubt, the Borrower shall not be obligated to perfect any foreign Intellectual Property), and (z) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 of the UCC) of the Borrower and Borrower’s material, Wholly Owned Subsidiaries that are organized under the other Credit Parties laws of the United States, any state thereof or the District of Columbia (other than Excluded Equity Interests) that are part of the Collateral; provided that such “certificated securities”, other than “certificated securities” of the Borrower, issued by T365 and its Subsidiaries will be required to be delivered hereunder only to the extent received from JAMF the T365, after use of commercially reasonable efforts to obtain such “certificated securities”; provided further that any “certificated securities” and required to be delivered pursuant to the Loan Documents but not so delivered on the Closing Date will be required to be delivered within 30 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion)), the grant or perfection of such security interest (including, without limitation, the security interest on any Real Property that is part of the Collateral) shall not constitute a condition precedent to the availability of the Credit Extension to be made on the Closing Date, but shall be granted or perfected, as the case may be, within 90 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion or as provided in Section 5.15).

Creation and Perfection of Security Interests. Notwithstanding anything to the contrary in this Section 4.01, with respect to the Secured Obligations, all actions necessary to establish that the Collateral Agent will have a perfected first priority security interest (subject to Permitted Liens) in the Collateral under the Loan Documents shall have been taken, in each case, to the extent such Collateral (including the creation or perfection of any security interest) is required to be provided on the Closing Date; provided that to the extent any security interest in the Collateral is not granted or perfected on the Closing Date after Borrower’s commercially reasonable efforts to do so (other than (x) grants of Collateral subject to the UCC and the delivery of and authorization to file Uniform Commercial Code financing statements, (y) the filing of Intellectual Property security agreements in the United States Patent and Trademark Office or the United States Copyright Office, as the case may bebe (for the avoidance of doubt, the Borrower shall not be obligated to perfect any foreign Intellectual Property), and (z) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 of the UCC) of the Borrower and Borrower’s material, Wholly Owned Subsidiaries that are organized under the other Credit Parties laws of the United States, any state thereof or the District of Columbia (other than Excluded Equity Interests) that are part of the Collateral; provided that such “certificated securities”, other than “certificated securities” of the Borrower, issued by Trilogy and its Subsidiaries will be required to be delivered hereunder only to the extent received from JAMF the Trilogy, after use of commercially reasonable efforts to obtain such “certificated securities”; provided further that any “certificated securities” and required to be delivered pursuant to the Loan Documents but not so delivered on the Closing Date will be required to be delivered within 30 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion)), the grant or perfection of such security interest (including, without limitation, the security interest on any Real Property that is part of the Collateral) shall not constitute a condition precedent to the availability of the Credit Extension to be made on the Closing Date, but shall be granted or perfected, as the case may be, within 90 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion or as provided in Section 5.15).

Creation and Perfection of Security Interests. Notwithstanding anything to the contrary in this Section 4.01, with respect to the Secured Obligations, all actions necessary to establish that the Collateral Agent will have a perfected first priority security interest (subject to Permitted Liens) in the Collateral under the Loan Documents shall have been taken, in each case, to the extent such Collateral (including the creation or perfection of any security interest) is required to be provided on the Closing Date; provided that to the extent any security interest in the Collateral is not or cannot be granted or perfected on the Closing Date after the Borrower’s commercially reasonable efforts to do so (other than (x) grants of Collateral subject to the UCC and the delivery of and authorization to file Uniform Commercial Code financing statements, statements and (y) the filing of Intellectual Property security agreements in the United States Patent and Trademark Office or the United States Copyright Office, as the case may be, and (z) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 of the UCC) of the Borrower and the other Credit Parties Subsidiary Guarantors (other than Excluded Equity Interests) that are part of the Collateral; Collateral provided that such “certificated securities”, other than “certificated securities” of the Borrower, will be required to be delivered hereunder only to the extent actually received from JAMF the Seller, after the use of commercially reasonable efforts to obtain such “certificated securities”; provided further that any “certificated securities” and not so delivered on the Closing Date will be required to be delivered within 30 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion)), the grant or perfection of such security interest (including, without limitation, the security interest on any Real Property that is part of the Collateral) shall not constitute a condition precedent to the availability of the Credit Extension to be made on the Closing Date, but shall be granted or perfected, as the case may be, within 90 ninety (90) days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion or as provided for in Section 5.15).

Creation and Perfection of Security Interests. Notwithstanding anything to the contrary in this Section 4.01, with respect to the Secured Obligations, all actions necessary to establish that the Collateral Agent will have a perfected first priority security interest (subject to Permitted Liens) in the Collateral under the Loan Documents shall have been taken, in each case, to the extent such Collateral (including the creation or perfection of any security interest) is required to be provided on the Closing Date; provided that to the extent any security interest in the Collateral is not granted or perfected on the Closing Date after Borrower’s commercially reasonable efforts to do so (other than (x) grants of Collateral subject to the UCC and the delivery of and authorization to file Uniform Commercial Code financing statements, (y) the filing of Intellectual Property security agreements in the United States Patent and Trademark Office or the United States Copyright Office, as the case may bebe (for the avoidance of doubt, the Borrower shall not be obligated to perfect any foreign Intellectual Property), and (z) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 of the UCC) of the Borrower and Borrower’s material, Wholly Owned Subsidiaries that are organized under the other Credit Parties laws of the United States, any state thereof or the District of Columbia (other than Excluded Equity Interests) that are part of the Collateral; provided that such “certificated securities”, other than “certificated securities” of the Borrower, issued by Punchh Inc. and its Subsidiaries will be required to be delivered hereunder only to the extent received from JAMF Punchh Inc., after use of commercially reasonable efforts to obtain such “certificated securities”; provided further ” (it being understood that that any such “certificated securities” and not so delivered on the Closing Date will be required to be delivered within 30 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion))), the grant or perfection of such security interest (including, without limitation, the security interest on any Real Property that is part of the Collateral) shall not constitute a condition precedent to the availability of the Credit Extension to be made on the Closing Date, but shall be granted or perfected, as the case may be, within 90 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion or as provided in Section 5.15).

Creation and Perfection of Security Interests. Notwithstanding anything to the contrary in this Section 4.014.2, with respect to the Secured Obligations, all actions documents and instruments (including the ABL/Note Intercreditor Agreement) necessary to establish that the Collateral Agent will have a perfected (i) perfected, first priority security interest interests (subject to Permitted Liens) in the Notes Priority Collateral under and (ii) perfected, second priority security interests (subject to Permitted Liens) in the Loan Documents ABL Priority Collateral, shall have been takendelivered to the Purchasers; provided, in each casethat, to the extent such any Collateral (including the creation or perfection of any security interest) is required to not or cannot be provided on the Closing Date; provided that , other than, to the extent any security interest expressly required in the Transaction Documents, (A) a lien on Collateral is not granted or that may be perfected solely by the filing of a financing statement under the UCC, and (B) a pledge of the certificated equity interests of the Company and each Wholly Owned Domestic Subsidiary of the Company required to be pledged pursuant to the Transaction Documents, in each case, with respect to which a lien may be perfected on the Closing Date by the delivery of a stock or equivalent certificate (if applicable) after Borrower’s the use of commercially reasonable efforts to do so without undue burden or expense, then the provision of (other than (xand/or perfection of a security interest in) grants of such Collateral subject shall not constitute a condition precedent to the UCC and the delivery of and authorization to file Uniform Commercial Code financing statements, (y) the filing of Intellectual Property security agreements in the United States Patent and Trademark Office or the United States Copyright Office, as the case may be, and (z) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 purchase of the UCC) of the Borrower and the other Credit Parties (other than Excluded Equity Interests) that are part of the Collateral; provided that such “certificated securities”, other than “certificated securities” of the Borrower, will be required to be delivered hereunder only to the extent received from JAMF after use of commercially reasonable efforts to obtain such “certificated securities”; provided further that any “certificated securities” and not so delivered Securities on the Closing Date will be required to but may instead be delivered and/or perfected within 30 days three (3) Business Days after the Closing Date (or such longer period as the Administrative Agent may agree provided for in its sole, reasonable discretion)), the grant or perfection of such security interest (including, without limitation, the security interest on any Real Property that is part Section 5.17 of the CollateralIndenture) shall not constitute a condition precedent pursuant to the availability of the Credit Extension arrangements to be made on mutually agreed by the Closing Date, but shall be granted or perfected, as the case may be, within 90 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion or as provided in Section 5.15)parties hereto acting reasonably.

Creation and Perfection of Security Interests. Notwithstanding anything to the contrary in this Section 4.01, with respect to the Secured Obligations, all All actions necessary to establish that the Collateral Agent will have a perfected first priority security interest (subject to Permitted Liens) in the Collateral under the Loan Documents shall have been takentaken (including, without limitation, the execution and delivery to the Administrative Agent of all documents and instruments (if applicable, in proper form for filing) required to establish such security interests), in each case, to the extent such Collateral (including the creation or perfection of any security interest) is required to be provided on the Closing Date; provided that that, to the extent any security interest in the any Collateral to be provided by any Loan Party is not granted or cannot be provided and/or perfected on the Closing Date after Borrower’s commercially reasonable efforts to do so (other than the pledge and perfection of the security interest in the Equity Interests of the Borrower and its Wholly Owned Subsidiaries (xwhich stock certificates shall be delivered on the Closing Date; provided that stock certificates representing Equity Interests in Foreign Subsidiaries shall be delivered within ten (10) grants Business Days of Collateral subject the Closing Date) that are required to the UCC be pledged pursuant to this Agreement and the delivery of other Loan Documents (and authorization to file Uniform Commercial Code financing statements, (y) the filing of Intellectual Property security agreements in the United States Patent and Trademark Office or the United States Copyright Office, as the case may be, and (z) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 of the UCC) other assets of the Borrower and the Subsidiary Guarantors pursuant to which a lien may be perfected by the filing of a Form UCC-1 or such other Credit Parties (other than Excluded Equity Interestsfinancing statement)) that are part of after the Collateral; provided that such “certificated securities”, other than “certificated securities” of the Borrower, will be required to be delivered hereunder only to the extent received from JAMF after Loan Parties’ use of commercially reasonable efforts to obtain such “certificated securities”; provided further that any “certificated securities” and not so delivered on do so, neither the Closing Date will be required to be delivered within 30 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion)), the grant or perfection of such security interest (includingCollateral nor, without limitationin the case of real estate Collateral, the security interest on delivery of any Real Property that is part of the Collateral) mortgages related title policies, surveys, title insurance documents, endorsements or similar documentation, shall not constitute a condition precedent to the availability of the Credit Extension to be made Initial Term Loans on the Closing Date, but shall be granted or perfected, as the case may be, required to be perfected within 90 days after the Closing Date (or such longer period as subject to extensions by the Administrative Agent may agree Agent, in its sole, reasonable discretion or as provided in Section 5.15sole discretion).

Creation and Perfection of Security Interests. Notwithstanding anything to the contrary in this Section 4.01, with respect to the Secured Obligations, all actions necessary to establish that the Collateral Agent will have a perfected first second priority security interest (subject to Permitted Liens) in the Collateral under the Loan Documents shall have been taken, in each case, to the extent such Collateral (including the creation or perfection of any security interest) is required to be provided on the Closing Date; provided that to the extent any security interest in the Collateral is not or cannot be granted or perfected on the Closing Date after the Borrower’s commercially reasonable efforts to do so (other than (x) grants of Collateral subject to the UCC and the delivery of and authorization to file Uniform Commercial Code financing statements, statements and (y) the filing of Intellectual Property security agreements in the United States Patent and Trademark Office or the United States Copyright Office, as the case may be, and (z) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 of the UCC) of the Borrower and the other Credit Parties Subsidiary Guarantors (other than Excluded Equity Interests) that are part of the Collateral; Collateral provided that such “certificated securities”, other than “certificated securities” of the Borrower, will be required to be delivered hereunder only to the extent actually received from JAMF the Seller, after the use of commercially reasonable efforts to obtain such “certificated securities”; provided further that any “certificated securities” and not so delivered on the Closing Date will be required to be delivered within 30 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion)), the grant or perfection of such security interest (including, without limitation, the security interest on any Real Property that is part of the Collateral) shall not constitute a condition precedent to the availability of the Credit Extension to be made on the Closing Date, but shall be granted or perfected, as the case may be, within 90 ninety (90) days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion or as provided for in Section 5.15).

Creation and Perfection of Security Interests. Notwithstanding anything to the contrary in this Section 4.01, with respect to the Secured Obligations, all actions necessary to establish that the Collateral Agent will have a perfected first priority security interest (subject to Permitted Liens) in the Collateral under the Loan Documents shall have been taken, in each case, to the extent such Collateral (including the creation or perfection of any security interest) is required to be provided on the Closing Date; provided that to the extent any security interest in the Collateral is not granted or perfected on the Closing Date after Borrower’s commercially reasonable efforts to do so (other than (x) grants of Collateral subject to the UCC and the delivery of and authorization to file Uniform Commercial Code financing statements, (y) the filing of Intellectual Property security agreements in the United States Patent and Trademark Office or the United States Copyright Office, as the case may bebe (for the avoidance of doubt, the Borrower shall not be obligated to perfect any foreign Intellectual Property), and (z) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 of the UCC) of Intermediate Holdings, the Borrower and the other Credit Parties (other than Excluded Equity Interests) that are part of the Collateral; provided that such “certificated securities”, other than “certificated securities” of the BorrowerBorrower or Intermediate Holdings, will be required to be delivered hereunder only to the extent received from JAMF the Borrower, after use of commercially reasonable efforts to obtain such “certificated securities”; provided further that any “certificated securities” and not so delivered on the Closing Date will be required to be delivered within 30 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion)), the grant or perfection of such security interest (including, without limitation, the security interest on any Real Property that is part of the Collateral) shall not constitute a condition precedent to the availability of the Credit Extension to be made on the Closing Date, but shall be granted or perfected, as the case may be, within 90 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion or as provided in Section 5.15).

Creation and Perfection of Security Interests. Notwithstanding anything to the contrary in this Section 4.01, with respect to the Secured Obligations, all actions necessary to establish that the Collateral Agent will have a perfected first priority security interest (subject to Permitted Liens) in the Collateral under the Loan Documents shall have been taken, in each case, to the extent such Collateral (including the creation or perfection of any security interest) is required to be provided on the Closing Date; provided that to the extent any security interest in the Collateral is not granted or perfected on the Closing Date after Borrower▇▇▇▇▇▇▇▇’s commercially reasonable efforts to do so (other than (x) grants of Collateral subject to the UCC and the delivery of and authorization to file Uniform Commercial Code financing statements, (y) the filing of Intellectual Property security agreements in the United States Patent and Trademark Office or the United States Copyright Office, as the case may bebe (for the avoidance of doubt, the Borrower shall not be obligated to perfect any foreign Intellectual Property), and (z) the delivery of stock certificates and stock powers for “certificated securities” (as defined in Article 8 of the UCC) of the Borrower and Borrower’s material, Wholly Owned Subsidiaries that are organized under the other Credit Parties laws of the United States, any state thereof or the District of Columbia (other than Excluded Equity Interests) that are part of the Collateral; provided that such “certificated securities”, other than “certificated securities” of the Borrower, issued by T365 and its Subsidiaries will be required to be delivered hereunder only to the extent received from JAMF the T365, after use of commercially reasonable efforts to obtain such “certificated securities”; provided further that any “certificated securities” and required to be delivered pursuant to the Loan Documents but not so delivered on the Closing Date will be required to be delivered within 30 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion)), the grant or perfection of such security interest (including, without limitation, the security interest on any Real Property that is part of the Collateral) shall not constitute a condition precedent to the availability of the Credit Extension to be made on the Closing Date, but shall be granted or perfected, as the case may be, within 90 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole, reasonable discretion or as provided in Section 5.15).