Collateral Documents. The Borrower shall have delivered to the Administrative Agent the Security Agreement, duly executed by the Borrower and each of its Domestic Subsidiaries, together with # UCC financing statements and other applicable documents under the laws of all necessary or appropriate jurisdictions with respect to the perfection of the Liens granted under the Security Agreement, as requested by the Administrative Agent in order to perfect such Liens, duly authorized by the Credit Parties, # a Diligence Questionnaire, duly completed and executed by the Borrower, # duly executed Patent Security Agreements, Trademark Security Agreements and Copyright Security Agreements, # original certificates evidencing all issued and outstanding shares of Equity Interests of all Subsidiaries (other than Immaterial Subsidiaries and Excluded Foreign Subsidiaries) owned directly by any Credit Party (in the case of a first-tier Subsidiary that is a CFC or CFC Holdco, limited to 65% of the issued and outstanding voting Equity Interests of such Subsidiary and 100% of the issued and outstanding non-voting Equity Interests of such Subsidiary, as applicable), # stock or membership interest powers or other appropriate instruments of transfer executed in blank and # all Real Property Documents in respect of each Material Real Property;
the Security Agreement and the other Collateral Documents. The BorrowerDocuments, each in form and content satisfactory to the Administrative Agent shall have been duly executed by the applicable Loan Parties and such documents shall have been delivered to the Administrative Agent the Security Agreement, duly executed by the Borrowerand shall be in full force and effect and each of its Domestic Subsidiaries, together with #document (including each UCC financing statementsstatement and other applicable documents under the laws of all necessaryamendments and continuations thereof required by law or appropriate jurisdictions with respect to the perfection of the Liens granted under the Security Agreement, asreasonably requested by the Administrative Agent to be filed, registered or recorded in order to perfect such Liens, duly authorizedcreate in favor of the Administrative Agent for the benefit of the Secured Parties, upon filing, recording or possession by the Credit Parties, #Administrative Agent, as the case may be, a Diligence Questionnaire, duly completedvalid, legal and perfected first-priority security interest in and lien on the Collateral described in the Collateral Documents, free of all liens or encumbrances (except Permitted Encumbrances), shall have been delivered to the Administrative Agent; Borrower shall also deliver or cause to be delivered the certificates (with undated stock powers executed by the Borrower, # duly executed Patent Security Agreements, Trademark Security Agreements and Copyright Security Agreements, # original certificates evidencingin blank) for all issued and outstanding shares of Equity Interests of all Subsidiaries (other than Immaterial Subsidiaries and Excluded Foreign Subsidiaries) owned directly by any Credit Party (in the case of a first-tier Subsidiary that is a CFC or CFC Holdco, limited to 65% of the issued and outstanding voting Equity Interests of such Subsidiary and 100% of the issued and outstanding non-voting Equity Interests of such Subsidiary, as applicable), # stock or membership interest powers or other appropriate instrumentsequity interests pledged to the Administrative Agent for the benefit of transfer executed in blank and # all Real Property Documents in respect of each Material Real Property;Lenders pursuant to the Pledge Agreement;
Collateral Documents. The Borrower shall have delivered to the Administrative Agent theGuaranty and Security Agreement, duly executed by the Borrower and each of its Domestic Subsidiaries, together with # UCC financing statements and other applicable documents under the laws of all necessary or appropriate jurisdictions with respect to the perfection of the Liens granted under the Guaranty and Security Agreement, as requested by the Administrative Agent in order to perfect such Liens, duly authorized by the CreditLoan Parties, # a Diligence Questionnaire, duly completedcopies of favorable UCC, tax, judgment, fixture and executedreal property lien search reports in all necessary or appropriate jurisdictions and under all legal and trade names of the Loan Parties, as reasonably requested by the Borrower, # duly executed Patent Security Agreements, Trademark Security AgreementsAdministrative Agent, indicating that there are no Liens on any of the Collateral other than Excepted Liens and Copyright Security Agreements,Liens to be released on the Closing Date, # original certificates evidencing all issued and outstanding shares of Equity InterestsCapital Stock of all Subsidiaries (other than Immaterial Subsidiaries and Excluded Foreign Subsidiaries) owned directly by any CreditLoan Party (in the case of a first-tier Subsidiary(for any such Subsidiaries that is a CFC or CFC Holdco, limited to 65% of the issued and outstanding voting Equity Interests of such Subsidiary and 100% of the issued and outstanding non-voting Equity Interests of such Subsidiary, as applicable)are certificated), #together with stock or membership interest powers or other appropriate instruments of transfer executed in blank and # all Real Property Documents inacknowledgements with respect to pledged equity interests other than stock of each Material Real Property;a corporation, duly executed by the issuer of such equity interests and the Borrower;
Collateral Documents. The Borrower shall have delivered to the Administrative Agent shall have received the Security Agreement,Agreement duly executed by the Borrower and each of its Domestic Subsidiaries,Loan Parties, together with # UCC financing statements and other applicable documents under(to the laws of all necessary or appropriate jurisdictionsextent not currently on file with respectthe Administrative Agent): # to the perfectionextent certificated, original stock certificates or other similar instruments or securities representing all of the Liens granted under the Security Agreement, as requested by the Administrative Agent in order to perfect such Liens, duly authorized by the Credit Parties, # a Diligence Questionnaire, duly completed and executed by the Borrower, # duly executed Patent Security Agreements, Trademark Security Agreements and Copyright Security Agreements, # original certificates evidencing all issued and outstanding shares of Equity Interestscapital stock or other equity interests in each Subsidiary of all Subsidiaries (other than Immaterial Subsidiariesa Loan Party, and Excludedincluding each Foreign Subsidiaries) owned directly by any Credit Party (inSubsidiary of a Domestic Subsidiary (limited in the case of aany first-tier Foreign Subsidiary that is a CFC or CFC Holdco, limited to 65% of the issued and outstanding voting Equity Interests of such SubsidiaryVoting Stock and 100% of any other equity interests as provided in [Section 13.01]) as of the issued and outstanding non-voting Equity Interests of such Subsidiary, as applicable),Closing Date; # to the extent certificated, stock or membership interest powers or other appropriate instruments of transfer executed in blank and undated for the Collateral consisting of the stock or other equity interest in each Subsidiary; # all Real Property DocumentsUCC financing statements to be filed against each Loan Party, as debtor, in respectfavor of each Material Real Property;the Administrative Agent, as secured party; and # a duly completed and executed Perfection Certificate;
Collateral Documents. The BorrowerAdministrative Agent shall have delivered toreceived: # from the Administrative AgentLoan Parties, executed counterparts of the Securityapplicable Collateral Agreement, duly# from the Borrowers, a Note executed by the Borrower andBorrowers for each of its Domestic Subsidiaries, together with that requests such a Note, # UCC financing statements and other applicable documents under the laws of all necessary or appropriate jurisdictions with respect to each Loan Party, UCC-1 financing statements, as applicable, in a form appropriate for filing in the perfectionstate of organization or formation, the Liens granted underjurisdiction in which its chief executive office is located or the Security Agreement,jurisdiction in which its assets are located, as requested by the Administrative Agent in order to perfect such Liens, duly authorized by the Credit Parties, # a Diligence Questionnaire, duly completed and executed by the Borrower, # duly executed Patent Security Agreements, Trademark Security Agreements and Copyright Security Agreements, # original certificates evidencing all issued and outstanding shares of Equity Interests of all Subsidiaries (other than Immaterial Subsidiaries and Excluded Foreign Subsidiaries) owned directly by any Credit Party (in the case may be, of a first-tier Subsidiarysuch Loan Party or for any Loan Party that is a CFC or CFC Holdco, limitedForeign Subsidiary, the District of Columbia, # executed Intellectual Property Security Agreements as required pursuant to 65%the Pledge and Security Agreement, # delivery of the issued and outstanding votingstock certificates for certificated Equity Interests of such Subsidiary and 100% of the issued and outstanding non-voting Equity Interests of such Subsidiary, as applicable), # stock or membership interest powers or otherthat constitutes Collateral, together with appropriate instruments of transfer executedendorsed in blankblank, and # all Real Property Documentsagreements or instruments representing or evidencing the Collateral accompanied by instruments of transfer and stock powers undated and endorsed in respect of each Material Real Property;blank.
Collateral Documents. The BorrowerAdministrative Agent shall have delivered toreceived: # from the Administrative AgentLoan Parties, executed counterparts of the Securityapplicable Collateral Agreement, duly# from the Borrowers, a Note executed by the Borrower andBorrowers for each of its Domestic Subsidiaries, together withLender that requests such a Note, # UCC financing statements and other applicable documents under the laws of all necessary or appropriate jurisdictions with respect to each Loan Party, UCC-1 financing statements, as applicable, in a form appropriate for filing in the perfectionstate of organization or formation, the Liens granted underjurisdiction in which its chief executive office is located or the Security Agreement,jurisdiction in which its assets are located, as requested by the Administrative Agent in order to perfect such Liens, duly authorized by the Credit Parties, # a Diligence Questionnaire, duly completed and executed by the Borrower, # duly executed Patent Security Agreements, Trademark Security Agreements and Copyright Security Agreements, # original certificates evidencing all issued and outstanding shares of Equity Interests of all Subsidiaries (other than Immaterial Subsidiaries and Excluded Foreign Subsidiaries) owned directly by any Credit Party (in the case may be, of a first-tier Subsidiarysuch Loan Party or for any Loan Party that is a CFC or CFC Holdco, limitedForeign Subsidiary, the District of Columbia, # executed Intellectual Property Security Agreements as required pursuant to 65%the Pledge and Security Agreement, # delivery of the issued and outstanding votingstock certificates for certificated Equity Interests of such Subsidiary and 100% of the issued and outstanding non-voting Equity Interests of such Subsidiary, as applicable), # stock or membership interest powers or otherthat constitutes Collateral, together with appropriate instruments of transfer executedendorsed in blankblank, and # all Real Property Documentsagreements or instruments representing or evidencing the Collateral accompanied by instruments of transfer and stock powers undated and endorsed in respect of each Material Real Property;blank.
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