Common use of Title, Perfection and Priority Clause in Contracts

Title, Perfection and Priority. Each Grantor has good and valid rights in or the power to transfer the Collateral and title to the Collateral with respect to which it has purported to grant a security interest hereunder, free and clear of all Liens except for Liens permitted under Section 4.1(e), and has full power and authority to grant to the Administrative Agent the security interest in such Collateral pursuant hereto. When financing statements have been filed in the appropriate offices against each Grantor in the locations listed on Exhibit H, the Administrative Agent will have a fully perfected first priority security interest in that Collateral in which a security interest may be perfected by filing, subject only to Liens permitted under Section 4.1(e); provided that unless the Administrative Agent shall file fixture filings in the appropriate filing offices for the counties where the Fixtures are located, the Administrative Agent’s perfected security interest in Fixtures may not be a first priority security interest.