Additional Security Agreements. (a) The Company will cause each of its Domestic Subsidiaries which has not previously done so to execute and deliver to the Administrative Agent a Subsidiary Security Agreement, substantially in the form of Exhibit G-4 (after giving effect to the applicable modifications described in the Consent and Confirmation), and (to the extent applicable) any Intellectual Property Security Agreements and to take such other action as reasonably shall be necessary or as the Administrative Agent reasonably shall request to grant to the Administrative Agent a first priority perfected security interest in all collateral described in such Security Agreement (subject to any Liens contemplated by subsection 11.3(m)). Each such Security Agreement shall be accompanied by such evidence of the taking of all actions as may be necessary or appropriate for the perfection and first priority of such security interest (including, without limitation, the filing of any necessary Uniform Commercial Code financing statements) and such resolutions, incumbency certificates and legal opinions as are reasonably requested by the Agents or the Administrative Agent, all of which shall be in form and substance reasonably satisfactory to the Administrative Agent. (b) Each Local Borrowing Subsidiary in the United Kingdom and Canada which is designated as such after the date hereof will take such action as reasonably shall be necessary or as the Administrative Agent reasonably shall request to grant to the Administrative Agent a first priority, perfected security interest in all material accounts receivable, inventory and property, plant and equipment of such Local Borrowing Subsidiary (except to the extent that (i) such assets are subject on the date hereof to Liens which are permitted under subsection 11.3, in which case no such security interests need be granted pursuant to this clause (b) while such existing Liens, and the Indebtedness secured thereby on the date hereof, remain in effect, or (ii) the Agents, in their reasonable judgment, determine that the transaction costs, regulatory burdens and operational restrictions resulting from such grant are not justified by the value of the assets to be encumbered). Each such security interest shall be granted pursuant to a Security Agreement in such form as (x) may be reasonably required in order to perfect a security interest in the relevant assets pledged pursuant thereto and (y) is in form and substance reasonably satisfactory to the Administrative Agent. Notwithstanding the foregoing, each security interest granted pursuant to this subsection 10.12(b) shall secure only the obligations of such Local Borrowing Subsidiary on account of the Local Loans and Acceptances made to it.
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Additional Security Agreements. (a) The Company will cause each of its Domestic Subsidiaries which has not previously done so to execute and deliver to the Administrative Agent a Subsidiary Security Agreement, substantially in the form of Exhibit G-4 (after giving effect to the applicable modifications described in the Consent and Confirmation)G-4, and (to the extent applicable) any Intellectual Property Security Agreements and to take such other action as reasonably shall be necessary or as the Administrative Agent reasonably shall request to grant to the Administrative Agent a first priority perfected security interest in all collateral described in such Security Agreement (subject to any Liens contemplated by subsection 11.3(m14.3(l)). Each such Security Agreement shall be accompanied by such evidence of the taking of all actions as may be necessary or appropriate for the perfection and first priority of such security interest (including, without limitation, the filing of any necessary Uniform Commercial Code financing statements) and such resolutions, incumbency certificates and legal opinions as are reasonably requested by the Agents or the Administrative Agent, all of which shall be in form and substance reasonably satisfactory to the Administrative Agent.
(b) Each Local Borrowing Subsidiary in the United Kingdom and Canada which is designated as such after the date hereof will take such action as reasonably shall be necessary or as the Administrative Agent reasonably shall request to grant to the Administrative Agent a first priority, perfected security interest in all material accounts receivable, inventory and property, plant and equipment of such Local Borrowing Subsidiary (except to the extent that (i) such assets are subject on the date hereof to Liens which are permitted under subsection 11.314.3, in which case no such security interests need be granted pursuant to this clause (b) while such existing Liens, and the Indebtedness secured thereby on the date hereof, remain in effect, or (ii) the Agents, in their reasonable judgment, determine that the transaction costs, regulatory burdens and operational restrictions resulting from such grant are not justified by the value of the assets to be encumbered). Each such security interest shall be granted pursuant to a Security Agreement in such form as (x) may be reasonably required in order to perfect a security interest in the relevant assets pledged pursuant thereto and (y) is in form and substance reasonably satisfactory to the Administrative Agent. Notwithstanding the foregoing, each security interest granted pursuant to this subsection 10.12(b13.12(b) shall secure only the obligations of such Local Borrowing Subsidiary on account of the Local Loans and Acceptances made to it.
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