Common use of Perfection Certificate; Filings, Registrations and Recordings Clause in Contracts

Perfection Certificate; Filings, Registrations and Recordings. The Agent shall have received a completed Perfection Certificate dated the Effective Date and signed by a Responsible Officer of the Borrower Agent, together with all attachments contemplated thereby. Each document (including any UCC financing statement) required by the Collateral Documents or under law or reasonably requested by the Agent to be filed, registered or recorded in order to create in favor of the Agent, for the benefit of the Agent, the Lenders and other Secured Parties, a perfected Lien under the law of the United States or a jurisdiction therein on the Collateral described therein, prior and superior in right to any other Person (other than with respect to Liens expressly permitted by Section 6.02), shall be in proper form for filing, registration or recordation; provided that, to the extent any security interest in any Collateral cannot be provided and/or perfected on the Effective Date (other than the pledge and perfection of the security interests (i) in the Equity Interests of the Borrowers and the other Domestic Subsidiaries and (ii) in other assets with respect to which a lien may be perfected by the filing of a financing statement under the UCC) after use of commercially reasonable efforts to do so or is otherwise not required to be perfected on the Effective Date pursuant to the terms herein, then the provision and/or perfection of a security interest in such Collateral shall not constitute a condition under this Section 4.01, but instead shall be required to be delivered after the Effective Date pursuant to arrangements and timing to be mutually agreed by the Agent and the Borrower Agent acting reasonably (and in any event within 90 days after the Effective Date or such longer period as may be reasonably agreed by the Agent).

Perfection Certificate; Filings, Registrations and Recordings. The Agent shall have received a completed Perfection Certificate dated the Effective Date and signed by a Responsible Officer of the Borrower AgentCompany, together with all attachments contemplated thereby. Each document (including any UCC or PPSA financing statementstatements) required by the Collateral Documents or under law or reasonably requested by the Agent to be filed, registered or recorded in order to create in favor of the Agent, for the benefit of the Agent, the Co-Collateral Agent, the Lenders and other Secured Parties, a perfected Lien under the law of the United States or a jurisdiction therein on the Collateral described therein, prior and superior in right to any other Person (other than with respect to Liens expressly permitted by Section 6.02), shall be in proper form for filing, registration or recordationrecordation and, as regards Canadian Collateral, shall have been filed, registered or recorded; provided that, to the extent any security interest in any Collateral cannot be provided and/or perfected on the Effective Date (other than the pledge and perfection of the security interests (i) in the Equity Interests of the Borrowers Company and the other its Domestic Subsidiaries and (ii) in other assets with respect to which a lien Lien may be perfected by the filing of a financing statement under the UCCUCC or PPSA) after the Loan Parties’ use of commercially reasonable efforts to do so or is otherwise not required to be perfected on the Effective Date pursuant to the terms hereinso, then the provision and/or perfection of a security interest in such Collateral shall not constitute a condition under this Section 4.01, but instead shall be required to be delivered after the Effective Date pursuant to arrangements and timing to be mutually agreed by the Agent and the Borrower Agent Company acting reasonably (and in any event within 90 days after the Effective Date or such longer period as may be reasonably agreed by the Agent, or, in the case of Second Priority Lien Collateral, such longer period as permitted pursuant to the Senior Secured Term Loan Facility).

Perfection Certificate; Filings, Registrations and Recordings. The Agent shall have received a completed Perfection Certificate dated the Effective Date and signed by a Responsible Officer of the Borrower AgentCompany, together with all attachments contemplated thereby. Each document (including any UCC or PPSA financing statementstatements) required by the Collateral Documents or under law or reasonably requested by the Agent to be filed, registered or recorded in order to create in favor of the Agent, for the benefit of the Agent, the Lenders and other Secured Parties, a perfected Lien under the law of the United States or a jurisdiction therein on the Collateral described therein, prior and superior in right to any other Person (other than with respect to Liens expressly permitted by Section 6.02), shall be in proper form for filing, registration or recordationrecordation and, as regards Canadian Collateral, shall have been filed, registered or recorded; provided that, to the extent any security interest in any Collateral cannot be provided and/or perfected on the Effective Date (other than the pledge and perfection of the security interests (i) in the Equity Interests of the Borrowers Company and the other its Domestic Subsidiaries and (ii) in other assets with respect to which a lien Lien may be perfected by the filing of a financing statement under the UCCUCC or PPSA) after the Loan Parties’ use of commercially reasonable efforts to do so or is otherwise not required to be perfected on the Effective Date pursuant to the terms hereinso, then the provision and/or perfection of a security interest in such Collateral shall not constitute a condition under this Section 4.01, but instead shall be required to be delivered after the Effective Date pursuant to arrangements and timing to be mutually agreed by the Agent and the Borrower Agent Company acting reasonably (and in any event within 90 days after the Effective Date or such longer period as may be reasonably agreed by the Agent, or, in the case of Second Priority Lien Collateral, such longer period as permitted pursuant to the Senior Secured Term Loan Facility).

Perfection Certificate; Filings, Registrations and Recordings. The Agent shall have received a completed Perfection Certificate dated the Effective Date and signed by a Responsible Officer of the Borrower AgentCompany, together with all attachments contemplated thereby. Each document (including any UCC financing statement) required by the Collateral Documents or under law or reasonably requested by the Agent to be filed, registered or recorded in order to create in favor of the Agent, for the benefit of the Agent, the Co-Collateral Agent, the Lenders and other Secured Parties, a perfected Lien under the law of the United States or a jurisdiction therein on the Collateral described therein, prior and superior in right to any other Person (other than with respect to Liens expressly permitted by Section 6.02), shall be in proper form for filing, registration or recordation; provided that, to the extent any security interest in any Collateral cannot be provided and/or perfected on the Effective Date (other than the pledge and perfection of the security interests (i) in the Equity Interests of the Borrowers Company and the other its Domestic Subsidiaries and (ii) in other assets with respect to which a lien may be perfected by the filing of a financing statement under the UCC) after your use of commercially reasonable efforts to do so or is otherwise not required to be perfected on the Effective Date pursuant to the terms hereinso, then the provision and/or perfection of a security interest in such Collateral shall not constitute a condition under this Section 4.01, but instead shall be required to be delivered after the Effective Date pursuant to arrangements and timing to be mutually agreed by the Agent and the Borrower Agent Company acting reasonably (and in any event within 90 days after the Effective Date or such longer period as may be reasonably agreed by the Agent).