Common use of Priority of Liens Clause in Contracts

Priority of Liens. The Collateral Documents create, as security for the Obligations of the applicable Fund Group, valid and enforceable, perfected first priority security interests in and Liens on all of the Collateral (a) of each related Borrower and its General Partner in favor of the Administrative Agent for the benefit of the Secured Parties, subject to no other Liens (other than Permitted Liens), (b) of the applicable Blocker and its Blocker Managing Member in favor of the applicable Borrower and/or the Secured Party’s Agent for the benefit of the applicable Borrower, subject to no other Liens (other than Permitted Liens), and (c) of the applicable Feeder Fund and its Feeder Fund General Partner in favor of the related Borrower or Blocker, as applicable, and/or the Secured Party’s Agent for the benefit of the related Borrower or Blocker, as applicable, subject to no other Liens (other than Permitted Liens), except as enforceability may be limited by Debtor Relief Laws and general equitable principles (whether considered in a proceeding in equity or at law). Such security interests in and Liens on the Collateral shall be superior to and prior to the rights of all third parties in such related Collateral, and, other than in connection with any future Change in Law or in the applicable Credit Party’s name, identity or structure, or its jurisdiction of organization, as the case may be, no further recordings or Filings are or will be required in connection with the creation, perfection or enforcement of such security interests and Liens, other than the filing of continuation statements in accordance with Applicable Law. Each Lien referred to in this Section 7.5 is and shall be the sole and exclusive Lien on the related Collateral other than any Permitted Lien.

Priority of Liens. The Collateral Documents create, as security for the Obligations of the applicable Fund GroupObligations, valid and enforceable, perfected first priority security interests in and Liens on all of the Collateral (a) of each related the Initial Borrower and its the Initial General Partner in favor of the Administrative Agent Bank for the benefit of the Secured Parties, subject to no other Liens (other than Permitted Liens), (b) of the applicable any Blocker and its Blocker Managing Member in favor of the applicable Borrower and/or the Secured Party’s Agent for the benefit of the applicable BorrowerMember, subject to no other Liens (other than Permitted Liens), and (c) of the applicable any Feeder Fund and its Feeder Fund General Partner in favor of the related Borrower or Blocker, as applicable, and/or the Secured Party’s Agent for the benefit of the related Borrower or Blocker, as applicablePartner, subject to no other Liens (other than Permitted Liens), except as enforceability may be limited by Debtor Relief Laws and general equitable principles (whether considered in a proceeding in equity or at law). Such security interests in and Liens on the Collateral shall be superior to and prior to the rights of all third parties in such related Collateral, and, other than in connection with any future Change in Law or in the applicable Credit Party’s name, identity or structure, or its jurisdiction of organization, as the case may be, no further recordings or Filings are or will be required in connection with the creation, perfection or enforcement of such security interests and Liens, other than the filing of continuation statements in accordance with Applicable Law. Each Lien referred to in this Section 7.5 is and shall be the sole and exclusive Lien on the related Collateral other than any Permitted Lien.

Priority of Liens. The Subject to compliance with Sections 6.1(e)(ii) and 8.12 hereof, Collateral Documents to which it is a party create, as security for the Obligations of the applicable Fund GroupInitial Borrower, valid and enforceable, perfected first priority enforceable security interests in and Liens on all of the Collateral (a) of each related in which the Initial Borrower and its General Partner has any right, title or interest, in favor of the Administrative Agent for the benefit of the Secured Parties, subject and such Liens are prior to no all other Liens (other than Permitted Liens), (b) of on the applicable Blocker and its Blocker Managing Member in favor of the applicable Borrower and/or the Secured Party’s Agent for the benefit of the applicable Borrower, subject to no other Liens (other than Permitted Liens), and (c) of the applicable Feeder Fund and its Feeder Fund General Partner in favor of the related Borrower or Blocker, as applicable, and/or the Secured Party’s Agent for the benefit of the related Borrower or Blocker, as applicable, subject to no other Liens Collateral (other than Permitted Liens), except as enforceability may be limited by Debtor Relief Laws and general equitable principles (whether considered in a proceeding in equity or at law). Such security interests in and Liens on the Collateral in which the Initial Borrower has any right, title or interest shall (subject to Permitted Liens) be superior to and prior to the rights of all third parties in such related Collateral, and, other than in connection with any future Change change in Law or in the applicable Credit PartyInitial Borrower’s name, identity or structure, or its jurisdiction of organization, as the case may be, no further recordings or Filings filings are or will be required in connection with the creation, perfection or enforcement of such security interests and Liens, other than the filing of continuation statements, financing change statements or their equivalent in accordance with Applicable applicable Law. Each Lien referred to in this Section 7.5 is and shall be the sole and exclusive Lien (other than Permitted Liens) on the related Collateral other than in which the Initial Borrower has any Permitted Lienright, title or interest.

Priority of Liens. The Collateral Documents to which it is a party create, as security for the Obligations of the applicable Fund GroupObligations, valid and valid, enforceable, perfected first priority security interests and (upon proper filing of the related financing statements in and the proper filing offices) perfected Liens on all of the Collateral (a) of each related Borrower and its General Partner in which such Credit Party has any right in favor of the Administrative Agent for the benefit of the Secured Parties, subject to no other Liens Parties (other than Permitted Liens), (b) of or the applicable Blocker and its Blocker Managing Member Credit Party, in the case of a Feeder which are ultimately in favor of the applicable Borrower and/or the Secured Party’s Agent Administrative Agent, for the benefit of the applicable Borrower, subject to no other Liens (other than Permitted LiensSecured Parties in accordance with the Loan Documents), and (c) of the applicable Feeder Fund and its Feeder Fund General Partner in favor of the related Borrower or Blocker, as applicable, and/or the Secured Party’s Agent for the benefit of the related Borrower or Blocker, as applicable, subject to no other Liens (other than Permitted Liens), except as enforceability may be limited by Debtor Relief Laws and general equitable principles (whether considered in a proceeding in equity or at law). Such security interests in and Liens on the Collateral in which such Credit Party has any right (other than Permitted Liens) shall be superior to and prior to the rights of all third parties in such related CollateralCollateral (other than Permitted Liens), and, other than in connection with any future Change in Law or in the applicable Credit Party’s name, identity or structure, or its jurisdiction of organization, formation or incorporation, as the case may be, no further recordings or Filings are or will be required in connection with the creation, perfection or enforcement of such security interests and Liens, other than the filing of continuation statements in accordance with Applicable Law. Each Lien referred to in this Section 7.5 is and shall be the sole and exclusive Lien on the related Collateral in which such Credit Party has any right (other than any Permitted LienLiens).

Priority of Liens. The Collateral Documents create, as security for the Obligations of the applicable Fund GroupObligations, valid and enforceable, perfected enforceable first priority security interests in and Liens on all of the Collateral (a) in which each of each related Borrower the Borrowers, Feeder Funds and its General Partner has any right, title or interest, in favor of the Administrative Agent for the benefit of the Secured PartiesLenders, subject to no other Liens (other than Permitted Liens), (b) of the applicable Blocker and its Blocker Managing Member in favor of the applicable Borrower and/or the Secured Party’s Agent for the benefit of the applicable Borrower, subject to no other Liens (other than Permitted Liens), and (c) of the applicable Feeder Fund and its Feeder Fund General Partner in favor of the related Borrower or Blocker, as applicable, and/or the Secured Party’s Agent for the benefit of the related Borrower or Blocker, as applicable, subject to no other Liens (other than Permitted Liens), except as enforceability may be limited by Debtor Relief Laws and general equitable principles (whether considered or indicated in a proceeding in equity or at law)the relevant opinion of counsel provided pursuant to Section 7.01(m) hereof. Such security interests in and Liens on the Collateral shall in which each of Borrower, Feeder Funds and General Partner has any right, title, or interest shall, upon filing the UCC financing statements (or, with respect to any Cayman Islands entity, upon delivery of the relevant Investor Notices), be superior to and prior to the rights of all third parties in such related Collateral, and, other than in connection with any future Change change in Law each of the Borrowers’, Feeder Funds’ or in the applicable Credit PartyGeneral Partner’s name, identity or structure, or its the location of the chief executive office, jurisdiction of, formation and/or registration or incorporation (as applicable) of organizationeach Borrower, as the case may beFeeder Fund and General Partner, no further recordings or Filings filings are or will be required in connection with the creation, perfection or enforcement of such security interests and Liens, other than the filing of continuation statements in accordance with Applicable Lawapplicable law. Each Lien referred to in this Section 7.5 8.07 is and shall be the sole and exclusive Lien on the related Collateral other than Permitted Liens in which each of the Borrowers, Feeder Funds and General Partner has any Permitted Lienright, title or interest.