Common use of Personal Property Requirements Clause in Contracts

Personal Property Requirements. The Collateral Agent shall have received: (i) all certificates, agreements or instruments representing or evidencing the Securities Collateral accompanied by instruments of transfer and stock powers undated and endorsed in blank; (ii) the Intercompany Note executed by and among the Companies (other than any Immaterial Subsidiary), accompanied by an endorsement to the Intercompany Note in the form attached thereto, undated and endorsed in blank by each of the Loan Parties; (iii) all other certificates, agreements or instruments necessary to perfect the Collateral Agent’s security interest in all Chattel Paper, all Instruments, all Deposit Accounts identified in Schedules 12 and 16(a) to the Perfection Certificate and all Investment Property of each Loan Party (as each such term is defined in, and to the extent such perfection is required by, the Security Agreement); (iv) UCC financing statements in appropriate form for filing under the UCC, filings with the United States Patent and Trademark Office and United States Copyright Office and such other documents under applicable Legal Requirements in each jurisdiction as may be necessary or appropriate or, in the reasonable opinion of the Collateral Agent, desirable to perfect the Liens created, or purported to be created, by the Security Documents; and (v) certified copies, each as of a recent date, of (1) the UCC searches required by the Perfection Certificate, (2) United States Patent and Trademark Office and United States Copyright Office searches with respect to each Company, (3) tax and judgment lien searches, bankruptcy and pending lawsuit searches or equivalent reports or searches, each of a recent date, listing all effective financing statements, lien notices or comparable documents that name any Company as debtor and that are filed in the state and county jurisdictions in which any Company is organized or maintains its principal place of business, and (4) such other searches that the Collateral Agent deems reasonably necessary or appropriate.

Personal Property Requirements. The Collateral Agent shall have received: (i) all certificates, agreements or instruments representing or evidencing the Securities Collateral accompanied by instruments of transfer and stock powers undated and endorsed in blank; (ii) the Intercompany Note Subordination Agreement, executed by and among Holdings and the Companies (other than any Immaterial Subsidiary), accompanied by an endorsement to the Intercompany Note in the form attached thereto, undated and endorsed in blank by each of the Loan Restricted Parties; (iii) all other certificates, agreements or instruments necessary to perfect the Collateral Agent’s security interest in all Chattel Paper, all Instruments, all Deposit Accounts and Securities Accounts identified in Schedules 12 10, 12(a) and 16(a12(b) to the Perfection Certificate and all Investment Property of each Loan Party (as each such term is defined in, and to the extent such perfection is required by, the Security Agreement or the Holdings Pledge Agreement, as applicable); (iv) UCC financing statements in appropriate form for filing under the UCC, filings with the United States Patent and Trademark Office and United States Copyright Office and such other documents under applicable Legal Requirements UCC in each U.S. jurisdiction as may be necessary or appropriate or, in the reasonable opinion of the Collateral Administrative Agent, desirable to perfect the First Priority Liens in all Collateral created, or purported to be created, by the Security Documents; and (v) certified copies, each as of a recent date, of (1w) the UCC searches required by the Perfection Certificate, (2) United States Patent and Trademark Office and United States Copyright Office searches with respect to each Company, (3x) tax and judgment lien searches, bankruptcy searches and pending U.S. lawsuit searches or equivalent reports or searches, each of a recent date, searches listing all effective financing statements, lien notices or comparable documents that name any Company as debtor and that are filed in the state and county jurisdictions in which any Company is organized or maintains its principal place of business, business and (4y) such other searches that the Collateral Administrative Agent deems reasonably necessary or appropriate.

Personal Property Requirements. The Collateral Agent shall have received: (i) all certificates, agreements or instruments representing or evidencing the Securities Collateral accompanied by instruments of transfer and stock powers undated and endorsed in blank; (ii) the Intercompany Note Subordination Agreement, executed by and among the Companies (other than any Immaterial Subsidiary), accompanied by an endorsement to the Intercompany Note in the form attached thereto, undated Holdings and endorsed in blank by each of the Loan Parties; (iii) subject to Section 5.14(a), all other certificates, agreements or instruments necessary to perfect the Collateral Agent’s security interest in all Chattel Paper, all Instruments, Equity Interests of the Borrower and each Subsidiary Guarantor and all Deposit Accounts identified in Schedules 12 Annexes C and 16(a) to F of the Perfection Certificate Pledge Agreement and all other Investment Property of each Loan Party (as each such term is defined in, and to the extent such perfection is required by, the Security Pledge Agreement); (iv) UCC financing statements in appropriate form for filing under the UCC, filings with the United States Patent and Trademark Office and United States Copyright Office and such other documents under applicable Legal Requirements UCC in each U.S. jurisdiction as may be necessary or appropriate or, in the reasonable opinion of the Collateral Administrative Agent, desirable to perfect the First Priority Liens in all Collateral created, or purported to be created, by the Security Documents; and (v) certified copies, each as of a recent date, of (1w) the UCC searches required by the Perfection CertificateAdministrative Agent, (2) United States Patent and Trademark Office and United States Copyright Office searches with respect to each Company, (3x) tax and judgment lien searches, bankruptcy searches and pending U.S. lawsuit searches or equivalent reports or searches, each of a recent date, searches listing all effective financing statements, lien notices or comparable documents that name any Company Loan Party as debtor and that are filed in the state and county jurisdictions in which any Company Loan Party is organized or maintains its principal place of business, business and (4y) such other searches that the Collateral Administrative Agent deems reasonably necessary or appropriate.

Personal Property Requirements. The Collateral Agent shall have received: (i) all certificates, agreements or instruments representing or evidencing the Securities Collateral accompanied by instruments of transfer and stock powers undated and endorsed in blank; (ii) the Intercompany Note Subordination Agreement, executed by and among Holdings and the Companies (other than any Immaterial Subsidiary), accompanied by an endorsement to the Intercompany Note in the form attached thereto, undated and endorsed in blank by each of the Loan Restricted Parties; (iii) all other certificates, agreements or instruments necessary to perfect the Collateral Agent’s security interest in all Chattel Paper, all Instruments, all Deposit Accounts and Securities Accounts identified in Schedules 12 10, 12(a) and 16(a12(b) to the Perfection Certificate and all Investment Property of each Loan Party (as each such term is defined in, and to the extent such perfection is required by, the Security Agreement or the Holdings Pledge Agreement, as applicable); (iv) UCC financing statements in appropriate form for filing under the UCC, filings with the United States Patent and Trademark Office and United States Copyright Office and such other documents under applicable Legal Requirements UCC in each U.S. jurisdiction as may be necessary or appropriate or, in the reasonable opinion of the Collateral Administrative Agent, desirable to perfect the First Priority (or, in the case of ABL Priority Collateral, Secured Priority) Liens in all Collateral created, or purported to be created, by the Security Documents; and (v) certified copies, each as of a recent date, of (1x) the UCC searches required by the Perfection Certificate, (2) United States Patent and Trademark Office and United States Copyright Office searches with respect to each Company, (3y) tax and judgment lien searches, bankruptcy searches and pending lawsuit searches or equivalent reports or searches, each of a recent date, searches listing all effective financing statements, lien notices or comparable documents that name any Company as debtor and that are filed in the state and county jurisdictions in which any Company is organized or maintains its principal place of business, business and (4z) such other searches that the Collateral Administrative Agent deems reasonably necessary or appropriate.

Personal Property Requirements. The Collateral Agent shall have received: (i) all certificates, agreements or instruments representing or evidencing the Securities Collateral Pledged Equity Interests and the Pledged Notes (each as defined in the Security Agreement) accompanied by instruments of transfer and stock powers undated and endorsed in blankblank shall have been delivered to the Collateral Agent; (ii) the Intercompany Note executed by and among the Companies (other than any Immaterial Subsidiary), accompanied by an endorsement to the Intercompany Note in the form attached thereto, undated and endorsed in blank by each of the Loan Parties; (iii) all other certificates, agreements agreements, including control agreements, or instruments necessary to perfect the Collateral Agent’s security interest in all Chattel Paper, all Instruments, all Deposit Accounts identified in Schedules 12 and 16(a) to the Perfection Certificate and all Investment Property of each Loan Party (as each such term is defined in, in the Security Agreement and to the extent such perfection is required by, by Section 3.3 of the Security Agreement); (iviii) UCC financing statements Financing Statements in appropriate form for filing under the UCC, filings with the United States Patent Patent, Trademark and Trademark Office and United States Copyright Office offices and such other documents under applicable Legal Requirements of Law in each jurisdiction as may be necessary or appropriate or, in the reasonable opinion of the Collateral Agent, desirable to perfect the Liens created, or purported to be created, by the Security Documents; and (viv) certified copiescopies of UCC, each as of a recent date, of (1) the UCC searches required by the Perfection Certificate, (2) United States Patent and Trademark Office and United States Copyright Office searches with respect to each Company, (3) tax and judgment lien searches, bankruptcy and pending lawsuit searches or equivalent reports or searches, each of a recent date, date listing all effective financing statements, lien notices or comparable documents that name any Company Loan Party as debtor and that are filed in those state and county jurisdictions in which any Property of any Loan Party is located and the state and county jurisdictions in which any Company Loan Party is organized or maintains its principal place of business, business and (4) such other searches that the Collateral Agent deems reasonably necessary or appropriate, none of which encumber the Collateral covered or intended to be covered by the Security Documents (other than those relating to Liens acceptable to the Collateral Agent and Permitted Liens).

Personal Property Requirements. The Collateral Agent shall have received: (i) all certificates, agreements or instruments representing or evidencing the Securities Collateral accompanied by instruments of transfer and stock powers undated and endorsed in blank; (ii) the Intercompany Note executed by and among the Companies (other than any Immaterial Subsidiary)Administrative Borrower and its Restricted Subsidiaries, accompanied by an endorsement to the Intercompany Note by the Loan Parties in the form attached thereto, thereto (undated and endorsed in blank by each of the Loan Partiesblank); (iii) all other certificates, agreements agreements, including control agreements, or instruments necessary to perfect the Collateral Agent’s security interest in all Chattel Paper, all Instruments, all Deposit Accounts and Securities Accounts identified in Schedules 12 11, 15(a) and 16(a15(b) to the Perfection Certificate and all Investment Property of each Loan Party (as each such term is defined in, and to the extent such perfection is required by, the Security Agreement); (iv) UCC financing statements in appropriate form for filing under the UCC, filings with the United States Patent and Trademark Office and United States Copyright Office and such other documents under applicable Legal Requirements in each jurisdiction as may be necessary or appropriate or, in the reasonable opinion of the Collateral Agent, desirable to perfect the First Priority Liens in all Collateral created, or purported to be created, by the Security Documents; and (v) certified copies, each as of a recent date, of (1A) the UCC searches required by the Perfection Certificate, (2) United States Patent and Trademark Office and United States Copyright Office searches with respect to each Company, (3B) tax and judgment lien searches, bankruptcy and pending lawsuit searches or equivalent reports or searches, each of a recent date, searches listing all effective financing statements, lien notices or comparable documents that name any Company as debtor and that are filed in the state and county jurisdictions in which any Company is organized or maintains its principal place of business, business and (4C) such other searches that the Collateral Agent deems reasonably necessary or appropriate.

Personal Property Requirements. The Collateral Agent shall have received: (i) subject to Section 5.20, all certificates, agreements or instruments representing or evidencing the Securities Collateral accompanied by instruments of transfer and stock powers undated and endorsed in blank; (ii) the Intercompany Note Subordination Agreement, executed by and among Holdings and the Companies (other than any Immaterial Subsidiary), accompanied by an endorsement to the Intercompany Note in the form attached thereto, undated and endorsed in blank by each of the Loan Restricted Parties; (iii) subject to Section 5.20, all other certificates, agreements or instruments necessary to perfect the Collateral Agent’s security interest in all Chattel Paper, all Instruments, all Deposit Accounts and Securities Accounts identified in Schedules 12 10, 12(a) and 16(a12(b) to the Perfection Certificate and all Investment Property of each Loan Party (as each such term is defined in, and to the extent such perfection is required by, the Security Agreement or the Holdings Pledge Agreement, as applicable); (iv) UCC financing statements in appropriate form for filing under the UCC, filings with the United States Patent and Trademark Office and United States Copyright Office and such other documents under applicable Legal Requirements in each U.S. jurisdiction as may be necessary or appropriate or, in the reasonable opinion of the Collateral Administrative Agent, desirable to perfect the First Priority (or, in the case of Term Loan Priority Collateral, Second Priority) Liens in all Collateral created, or purported to be created, by the Security Documents; and (v) certified copies, each as of a recent date, of (1w) the UCC searches required by the Perfection Certificate, (2) United States Patent and Trademark Office and United States Copyright Office searches with respect to each Company, (3x) tax and judgment lien searches, bankruptcy searches and pending lawsuit searches or equivalent reports or searches, each of a recent date, searches listing all effective financing statements, lien notices or comparable documents that name any Company as debtor and that are filed in the state and county jurisdictions in which any Company is organized or maintains its principal place of business, business and (4y) such other searches that the Collateral Administrative Agent deems reasonably necessary or appropriate.

Personal Property Requirements. The Collateral Administrative Agent shall have received: (i) satisfactory evidence that all certificates, agreements certificates or instruments representing or evidencing the Securities Collateral (as defined in the Security Agreement) (other than Equity Interests in the German Subsidiary) accompanied by instruments of transfer and stock powers undated and endorsed in blankblank have been delivered to the Administrative Agent; (ii) the Intercompany Note executed by and among the Companies (other than any Immaterial Subsidiary), accompanied by an endorsement to the Intercompany Note in the form attached thereto, undated and endorsed in blank by each of the Loan Parties; (iii) satisfactory evidence that all other certificates, agreements agreements, including control agreements, or instruments necessary to perfect the Collateral Administrative Agent’s security interest in all Chattel Paper, all Instruments, all Deposit Accounts identified in Schedules 12 and 16(a) to the Perfection Certificate Accounts, all Securities Accounts, all Commodity Accounts, and all Investment Property of each Loan Party Borrower (as each such term is defined in, in the Security Agreement and to the extent such perfection is required by, by the Security Agreement)) have been delivered to the Administrative Agent; (iviii) UCC financing statements in appropriate form for filing under the UCC, filings with the United States Patent and Trademark Office and United States Copyright Office and such other documents under applicable Legal Requirements law in each jurisdiction as may be necessary or appropriate or, in the reasonable opinion of the Collateral Administrative Agent, desirable to perfect the Liens created, or purported to be created, by the Security Documents; and Collateral Documents (v) certified copies, each as of a recent date, of (1) to the UCC searches extent required by the Perfection CertificateSecurity Agreement); (iv) copies of UCC, (2) United States Patent and Trademark Office and United States Copyright Office searches with respect to each Company, (3) tax and judgment lien searches, bankruptcy and pending lawsuit searches or equivalent reports or searches, each of a recent datedate in each of the jurisdictions set forth in Schedule 6(a) and Schedule 6(b) attached to the Perfection Certificate; and (v) evidence reasonably acceptable to the Administrative Agent of payment or arrangements for payment by the Borrowers of all applicable recording taxes, listing all effective financing statementsfees, lien notices or comparable documents that name any Company as debtor charges, costs and that are filed in expenses required for the state and county jurisdictions in which any Company is organized or maintains its principal place recording of business, and (4) such other searches that the Collateral Agent deems reasonably necessary or appropriateDocuments.