Common use of Perfection and Priority Clause in Contracts

Perfection and Priority. The security interest granted pursuant to this Agreement will constitute a valid and continuing perfected security interest in favor of the Administrative Agent in the Collateral for which perfection is governed by the UCC or, with respect to registered Copyrights, filing with the United States Copyright Office upon (i) the completion of the filings in the appropriate offices and other actions specified on Schedule 3 (which, in the case of all filings and other documents referred to on such schedule, have been delivered to the Administrative Agent in completed and duly executed form), (ii) the delivery to the Administrative Agent of all Collateral consisting of Instruments and certificated securities, in each case properly endorsed for transfer to the Administrative Agent or in blank, (iii) the execution of Control Account Agreements with respect to Investment Property not in certificated form, (iv) the execution of Deposit Account Control Agreements with respect to all Deposit Accounts (other than the Cash Collateral Account), and (v) all appropriate filings having been made with the United States Copyright Office. Such security interest will be prior to all other Liens on the Collateral except for Customary Permitted Liens which have priority over the Administrative Agent's Lien by operation of law or otherwise as permitted under the Credit Agreement.

Perfection and Priority. The security interest granted pursuant to this Agreement will shall constitute a valid and continuing perfected security interest in favor of the Administrative Agent in the Collateral for which perfection is governed by the UCC or, with respect to registered Copyrights, or filing with the United States Copyright Office or with the United States Patent and Trademark Office upon (i) the completion of the filings in the appropriate offices and other actions specified on Schedule 3 (Filings) (which, in the case of all filings and other documents referred to on such schedule, have been delivered to the Administrative Agent in completed and duly executed form), (ii) the delivery to the Administrative Agent of all Collateral consisting of Instruments and certificated securities, in each case properly endorsed for transfer to the Administrative Agent or in blank, (iii) the execution of Control Account Agreements with respect to Investment Property not in certificated form, (iv) the execution of Deposit Account Control Agreements with respect to all Deposit Accounts (other than the Cash Collateral Account), ) and (v) all appropriate filings having been made with the United States Copyright Office or with the United States Patent and Trademark Office. Such security interest will shall be prior to all other Liens on the Collateral except for Customary Permitted Liens which have having priority over the Administrative Agent's Lien by operation of law or otherwise as permitted under the Credit Agreement.

Perfection and Priority. The security interest granted pursuant to this Agreement will shall constitute a valid and continuing perfected security interest in favor of the Administrative Agent in the Collateral for which perfection is governed by the UCC or, with respect to registered Copyrights, or filing with the United States Copyright Office upon (i) the completion of the filings in the appropriate offices and other actions specified on Schedule 3 (Filings) (which, in the case of all filings and other documents referred to on such schedule, have been delivered to the Administrative Agent in completed and duly executed form), (ii) the delivery to the Administrative Agent of all Collateral consisting of Instruments and certificated securities, in each case properly endorsed for transfer to the Administrative Agent or in blank, (iii) the execution of Control Account Agreements with respect to Investment Property not in certificated form, (iv) the execution of Deposit Account Control Agreements with respect to all Deposit Accounts (other than the Cash Collateral Account), Accounts) and (v) all appropriate filings having been made with the United States Copyright Office. Such security interest will shall be prior to all other Liens on the Collateral except for Customary Permitted Liens which have (other than Permitted Liens described in Section 8.4(c) or 8.4(d) of the Credit Agreement) having priority over the Administrative Agent's ’s Lien by operation of law or otherwise otherwise, as permitted under the Credit Agreement.

Perfection and Priority. The security interest interests granted pursuant to this Agreement will shall constitute a valid and continuing perfected security interest interests in favor of the Administrative Agent in the Collateral for which perfection is governed by the UCC or, with respect to registered Copyrights, or filing with the United States Copyright Office upon (i) the completion of the filings in the appropriate offices and other actions specified on Schedule 3 (which, in the case of all filings and other documents referred to on such schedule, have been delivered to the Administrative Agent in completed and duly executed form), (ii) the delivery to the Administrative Agent of all Collateral consisting of Instruments and certificated securities, in each case properly endorsed for transfer to the Administrative Agent or in blank, (iii) the execution of Control Account Agreements with respect to Investment Property not in certificated form, (iv) the execution of Deposit Account Control Agreements with respect to all Deposit Accounts (other than the Cash Collateral Account), ) required to be subject to a perfected security interest hereunder and (v) all appropriate filings having been made with the United States Copyright Office. Such security interest will interests shall be prior to all other Liens on the Collateral except for Customary Permitted Liens which have having priority over the Administrative Agent's ’s Lien by operation of law or otherwise as permitted under the Credit Agreement.

Perfection and Priority. The security interest granted pursuant to this Agreement will shall constitute a valid and continuing perfected security interest in favor of the Bank Administrative Agent in the Bank Collateral for which perfection is governed by the UCC or, with respect to registered Copyrights, or filing with the United States Copyright Office upon (i) the completion of the filings in the appropriate offices and other actions specified on Schedule 3 (Filings) (which, in the case of all filings and other documents referred to on such schedule, have been delivered to the Bank Administrative Agent in completed and duly executed form), (ii) the delivery to the Bank Administrative Agent of all Bank Collateral consisting of Instruments and certificated securities, in each case properly endorsed for transfer to the Bank Administrative Agent or in blank, (iii) the execution of Control Account Agreements with respect to Investment Property not in certificated form, (iv) the execution of Deposit Account Control Agreements with respect to all Deposit Accounts (other than the Cash Collateral Account), ) and (v) all appropriate filings having been made with the United States Copyright Office. Such security interest will shall be prior to all other Liens on the Bank Collateral except for Customary Permitted Liens which have having priority over the Bank Administrative Agent's Lien by operation of law or otherwise as permitted under the Credit Agreement.

Perfection and Priority. The security interest granted pursuant to this Agreement will shall constitute a valid and continuing perfected security interest in favor of the Administrative Agent in the Collateral for which perfection is governed by the UCC or, with respect to registered Copyrights, or filing with the United States Copyright Office upon (i) the completion of the filings in the appropriate offices and other actions specified on Schedule SCHEDULE 3 (FILINGS) (which, in the case of all filings and other documents referred to on such schedule, have been delivered to the Administrative Agent in completed and duly executed form), (ii) the delivery to the Administrative Agent of all Collateral consisting of Instruments and certificated securities, in each case properly endorsed for transfer to the Administrative Agent or in blank, (iii) the execution of Control Account Agreements with respect to Investment Property not in certificated form, form and (iv) the execution of Deposit Account Control Agreements with respect to all Deposit Accounts (other than the Cash Collateral Account), and (v) all appropriate filings having been made with the United States Copyright Office. Such security interest will shall be prior to all other Liens on the Collateral except for Customary Permitted Liens which have having priority over the Administrative Agent's Lien by operation of law or otherwise as permitted under the Credit Agreement.