Common use of Collateral Generally Clause in Contracts

Collateral Generally. (a) The Debtor hereby authorizes Agent to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the Debtor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "all assets" or "all personal property" or words of like import. (b) The Debtor will furnish to Agent, from time to time upon reasonable request by Agent, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Agent may reasonably request, all in reasonable detail. (c) The Debtor shall not use or permit any Collateral to be used unlawfully in any material respect or in violation of any provision of applicable law, or any policy of insurance covering any of the Collateral, in each case, in any material respect. (d) The Debtor shall give Agent not less than thirty (30) days prior written notice of any change in the Debtor's chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to Debtor and that consists of Equipment or Inventory. With respect to any such new location, upon Agent's request, the Debtor shall execute and deliver such instruments, documents and notices and take such actions as may be necessary to create and perfect the Security Interests under the laws of the United States. (e) The Debtor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent shall stamp or otherwise mark such books and records in such manner as Agent may reasonabl▇ ▇▇quest indicating that the Collateral is subject to the Security Interests. (f) Except for the safe custody of any Collateral in its possession and the accounting for monies actually received hereunder, the Debtor agrees that Agent shall have no duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. Agent shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if it takes such action for that purpose as Debtor reasonably requests in writing, but failure of Agent to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable care. Agent shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by Agent. (g) The Debtor assumes all liability and responsibility in connection with the Collateral acquired by it, and the liability of the Debtor to pay the Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the Debtor. (h) Agent agrees that upon payment in full of all Obligations and the termination of the Committed Loans and all Support Agreements, the Security Interests shall automatically terminate and all rights to the Collateral shall revert to the Debtor. Agent further agrees that upon such termination of the Security Interests or release or re-assignment of any Collateral, Agent shall, at the expense of the Debtor, return all Collateral then in Agent's possession and execute and deliver to the Debtor such documents as the Debtor shall reasonably request to evidence the termination of the Security Interests or the release and re-assignment of such Collateral, as the case may be.

Collateral Generally. (a) The Each Debtor hereby authorizes Administrative Agent to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the such Debtor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "“all assets" ” or "“all personal property" ” or words of like import. (b) The Each Debtor will furnish to Administrative Agent, from time to time upon reasonable request by Agentrequest, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Administrative Agent may reasonably request, all in reasonable detail. (c) The Subject to the next sentence and the provisions of the Credit Agreement, each Debtor shall keep the Collateral (other than Collateral in the possession of Administrative Agent, cash on deposit in Excluded Accounts and investments in permitted Securities Accounts), at the locations maintained by such Debtor and set forth on Schedule 3.3. Each Debtor shall, not use less than ten (10) Business Days prior to any change in (a) the location of any Debtor’s chief executive office, or permit (b) the location of any material Collateral (except Collateral in the possession of customers in the ordinary course of such Debtor’s business), notify the Administrative Agent of such change and shall take or cause to be used unlawfully in any material respect taken at such Debtor’s expense all such actions, including the delivery of such documents, as may be reasonably requested by the Administrative Agent to perfect or in violation of any provision of applicable lawprotect, or any policy of insurance covering any maintain the perfection and priority of, the Lien of the Collateral, Administrative Agent in each case, in any material respectthe Collateral affected by such change. (d) The Debtor shall give Agent not less than thirty (30) days prior written notice of any change in the Debtor's chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to Debtor and that consists of Equipment or Inventory. With respect to any such new location, upon Agent's request, the Debtor shall execute and deliver such instruments, documents and notices and take such actions as may be necessary to create and perfect the Security Interests under the laws of the United States. (e) The Debtor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent shall stamp or otherwise mark such books and records in such manner as Agent may reasonabl▇ ▇▇quest indicating that the Collateral is subject to the Security Interests. (f) Except for Beyond the safe custody of any Collateral in its possession thereof and the accounting for monies amounts actually received hereunder, the each Debtor agrees that Administrative Agent shall not have no any duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining theretothereto absent gross negligence or willful misconduct. Administrative Agent shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which it takes such action for that purpose as Debtor reasonably requests in writing, but failure of Agent to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable careaccords its own property. Administrative Agent shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by AgentAdministrative Agent in good faith absent gross negligence or willful misconduct. (ge) The No Debtor shall do anything to impair the rights of Administrative Agent in the Collateral. Each Debtor shall at all times maintain insurance with respect to the Collateral in compliance with the requirements of the Credit Agreement. Each Debtor assumes all liability and responsibility in connection with the Collateral acquired by it, and the liability of the such Debtor to pay the Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the such Debtor. (hf) Administrative Agent agrees that upon payment in full the Discharge of all Obligations and the termination of the Committed Loans and all Support AgreementsAll Obligations, the Security Interests with respect to the Obligations shall automatically terminate and all rights to the Collateral shall revert to the applicable Debtor. Administrative Agent further agrees that upon such termination the Discharge of the Security Interests or release or re-assignment of any CollateralAll Obligations, Administrative Agent shall, at the expense of the DebtorDebtors, return all Collateral then in Agent's possession and execute and deliver to the Debtor Debtors such documents as the Debtor Debtors shall reasonably request to evidence the such termination of the Security Interests or the release and re-assignment of such Collateral, as the case may bepayment.

Collateral Generally. (a) The Each Debtor hereby authorizes Agent Secured Party to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the such Debtor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "all assets" or "all personal property" or words of like import. (b) The Each Debtor will furnish to AgentSecured Party, as Secured Party may reasonably request from time to time upon reasonable request by Agenttime, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Agent Secured Party may reasonably request, all in reasonable detail, provided no Debtor shall be required to furnish such statements or schedules to Secured Party more than once per calendar quarter. (c) The No Debtor shall not use or permit any Collateral to be used unlawfully in any material respect or in violation of any provision of applicable law, or any policy of insurance covering any of the Collateral, in each case, in any material respect. (d) The Subject to the next sentence, each Debtor shall keep the Collateral (other than Collateral in the possession of Secured Party, cash on deposit in Deposit Accounts and investments in Securities Accounts) at the locations maintained by such Debtor and set forth on Schedule 1. Each Debtor shall give Agent Secured Party not less than thirty ten (3010) days prior written notice of any change in the such Debtor's chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to Debtor and that consists of Equipment or InventoryCollateral. With respect to any such new location, upon Agent's request, the each Debtor shall execute and deliver such instruments, documents and notices and take such actions as Secured Party may be necessary reasonably request, to create create, perfect and perfect protect the Security Interests under the laws of the United StatesInterests. (e) The Each Debtor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent shall stamp or otherwise mark ▇▇▇▇ such books and records in such manner as Agent Secured Party may reasonabl▇ ▇▇quest reasonably request indicating that the Collateral is subject to the Security Interests. (f) Except as otherwise permitted herein, by the Senior Loan Documents or by the Note Agreement, no Debtor shall (i) sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Collateral, except that each Debtor may sell Inventory to buyers in the ordinary course of business and may license General Intangibles to licensees in the ordinary course of business; or (ii) create or suffer to exist any Lien upon or with respect to any of the Collateral to secure indebtedness of the applicable Debtor or any other Person except for the Security Interests, the Liens in favor of the Senior Lender and the other Liens permitted under the Senior Loan Documents. (g) Beyond the safe custody of any Collateral in its possession and the accounting for monies actually received hereunderthereof, the each Debtor agrees that Agent Secured Party shall have no duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. Agent Secured Party shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which it takes such action for that purpose as Debtor reasonably requests in writing, but failure of Agent to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable careaccords its own property. Agent Secured Party shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by AgentSecured Party in good faith. (gh) The Each Debtor shall at all times maintain insurance with respect to the Collateral in compliance with the requirements of the Senior Loan Documents. Each Debtor assumes all liability and responsibility in connection with the Collateral acquired by it, and the liability of the applicable Debtor to pay the Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the applicable Debtor. (hi) Agent Each Debtor agrees that upon payment in full of all Obligations (excluding unasserted claims concerning contingent indemnification liabilities) and the termination of the Committed Loans and all Support AgreementsNote Agreement, the Security Interests shall automatically terminate and all rights to the Collateral shall revert to the applicable Debtor. Agent Each Debtor further agrees that upon such termination of the Security Interests or release or re-assignment of any Collateral, Agent Secured Party shall, at the expense of the applicable Debtor, return all Collateral then in Agent's possession and execute and deliver to the such Debtor such documents as the applicable Debtor shall reasonably request to evidence the termination of the Security Interests or the release and re-assignment of such Collateral, as the case may be.

Collateral Generally. (a) The Each Debtor hereby authorizes Agent the Trustee to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the such Debtor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "all assets" or "all personal property" or words of like import. (b) The Each Debtor will furnish to Agentthe Trustee, from time to time upon reasonable request by Agentthe Trustee, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Agent the Trustee may reasonably request, all in reasonable detail. (c) The No Debtor shall not use or permit any Collateral to be used unlawfully in any material respect or in violation of any provision of applicable law, or any policy of insurance covering any of the Collateral, in each case, in any material respect. (d) The Each Debtor shall give Agent the Trustee not less than thirty (30) days prior written notice of any change in the such Debtor's chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to such Debtor and that consists of Equipment or Inventory. With respect to any such new location, upon Agentthe Trustee's request, the each Debtor shall execute and deliver such instruments, documents and notices and take such actions as may be necessary to create and perfect the Security Interests under the laws of the United States. (e) The Each Debtor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent the Trustee shall stamp or otherwise mark such books and records in such manner as Agent the Trustee may reasonabl▇ reas▇▇quest ▇▇ly request indicating that the Collateral is subject to the Security Interests. (f) Except for the safe custody of any Collateral in its possession and the accounting for monies actually received hereunder, the each Debtor agrees that Agent the Trustee shall have no duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. Agent The Trustee shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if it takes such action for that purpose as a Debtor reasonably requests in writing, but failure of Agent the Trustee to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable care. Agent The Trustee shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by Agentthe Trustee. (g) The Each Debtor assumes all liability and responsibility in connection with the Collateral acquired by it, and the liability of the such Debtor to pay the Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the such Debtor. (h) Agent The Trustee agrees that upon payment in full of all Obligations and the termination of the Committed Loans and all Support AgreementsObligations, the Security Interests shall automatically terminate and all rights to the Collateral shall revert to the DebtorDebtors. Agent The Trustee further agrees that upon such termination of the Security Interests or release or re-assignment of any Collateral, Agent The Trustee shall, at the expense of the each Debtor, return all Collateral then in Agentthe Trustee's possession and execute and deliver to the such Debtor such documents as the such Debtor shall reasonably request to evidence the termination of the Security Interests or the release and re-assignment of such Collateral, as the case may be.

Collateral Generally. (a) The Debtor hereby authorizes Agent Secured Party to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the Debtor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "“all assets" ” or "“all personal property" ” or words of like import. (b) The Debtor will furnish to AgentSecured Party, from time to time upon reasonable request by Agentrequest, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Agent Secured Party may reasonably request, all in reasonable detail. (c) The Debtor shall not use or permit any Collateral to be used unlawfully in any material respect or in material violation of any provision of applicable law, or any policy of insurance covering any of the Collateral, in each case, in any material respect. (d) Subject to the next sentence, the Debtor shall keep the Collateral (other than Collateral in the possession of Secured Party, cash on deposit in permitted Deposit Accounts and investments in permitted Securities Accounts) at the locations maintained by the Debtor and set forth on Schedule 3.3. The Debtor shall give Agent Secured Party not less than thirty (30) days prior written notice of any change in the Debtor's ’s chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to Debtor and that consists of Equipment or InventoryCollateral. With respect to any such new location, upon Agent's requestlocation (which in any event shall be within the continental United States), the Debtor shall execute and deliver such instruments, documents and notices and take such actions as may be necessary or desirable, or that Secured Party may reasonably request, to create create, perfect and perfect protect the Security Interests under the laws of the United StatesInterests. (e) The Debtor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent shall stamp or otherwise mark ▇▇▇▇ such books and records in such manner as Agent Secured Party may reasonabl▇ ▇▇quest reasonably request indicating that the Collateral is subject to the Security Interestssecurity interest hereunder. (f) Except as otherwise permitted herein, the Debtor shall not (i) sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Collateral, except that the Debtor may sell Inventory to buyers in the ordinary course of its business; or (ii) create or suffer to exist any Lien upon or with respect to any of the Collateral to secure indebtedness of the Debtor or any other Person except for the security interests arising under this Agreement. (g) Beyond the safe custody of any Collateral in its possession and the accounting for monies actually received hereunderthereof, the Debtor agrees that Agent Secured Party shall have no duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. Agent Secured Party shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which it takes such action for that purpose as Debtor reasonably requests in writing, but failure of Agent to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable careaccords its own property. Agent Secured Party shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by AgentSecured Party in good faith. (gh) The Debtor shall do nothing to impair the rights of Secured Party in the Collateral. The Debtor shall at all times maintain insurance with respect to the Collateral satisfactory to the Secured Party. The Debtor assumes all liability and responsibility in connection with the Collateral acquired by it, and the liability of the Debtor to pay the Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the Debtor. (h) Agent agrees that upon payment in full of all Obligations and the termination of the Committed Loans and all Support Agreements, the Security Interests shall automatically terminate and all rights to the Collateral shall revert to the Debtor. Agent further agrees that upon such termination of the Security Interests or release or re-assignment of any Collateral, Agent shall, at the expense of the Debtor, return all Collateral then in Agent's possession and execute and deliver to the Debtor such documents as the Debtor shall reasonably request to evidence the termination of the Security Interests or the release and re-assignment of such Collateral, as the case may be.

Collateral Generally. (a) The Each Debtor hereby authorizes the Agent to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the any Debtor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "“all assets" ” or "“all personal property" ” or words of like import. (b) The Each Debtor will furnish to the Agent, from time to time upon reasonable request by Agentrequest, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as the Agent may reasonably request, all in reasonable detail. (c) The No Debtor shall not use or permit any Collateral to be used unlawfully in any material respect or in material violation of any provision of applicable law, or any policy of insurance covering any of the Collateral, in each case, in any material respect. (d) The Subject to the next sentence, each Debtor shall keep the Collateral (other than Collateral in the possession of the Agent, cash on deposit in permitted Deposit Accounts and investments in permitted Securities Accounts) at the locations maintained by such Debtor and set forth on Schedule 3.3. Each Debtor shall give the Agent not less than thirty (30) days prior written notice of any change in the such Debtor's ’s chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to Debtor and that consists of Equipment or InventoryCollateral. With respect to any such new locationlocation (which in any event shall be within the continental United States), upon Agent's request, the each Debtor shall execute and deliver such instruments, documents and notices and take such actions as may be necessary or desirable, or that the Agent may reasonably request, to create create, perfect and perfect protect the Security Interests under the laws of the United StatesInterests. (e) The Each Debtor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent shall stamp or otherwise mark ▇▇▇▇ such books and records in such manner as the Agent may reasonabl▇ ▇▇quest reasonably request indicating that the Collateral is subject to the Security Interestssecurity interest hereunder. (f) Except as otherwise permitted herein, no Debtor shall (i) sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Collateral, except that any Debtor may sell Inventory to buyers in the ordinary course of its business; or (ii) create or suffer to exist any Lien (other than Liens permitted under Section 5(e) of the Note Purchase Agreement) upon or with respect to any of the Collateral to secure indebtedness of any Debtor or any other Person except for the security interests arising under this Agreement. (g) Beyond the safe custody of any Collateral in its possession and the accounting for monies actually received hereunderthereof, the each Debtor agrees that the Agent and Secured Parties shall have no duties concerning the custody and preservation of any Collateral in its their possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. The Agent and Secured Parties shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its their possession if it takes such action for the Collateral is accorded treatment substantially equal to that purpose as Debtor reasonably requests in writing, but failure of which they accord their own property. The Agent to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable care. Agent and Secured Parties shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by Agentthe Agent or Secured Parties in good faith. (gh) Each Debtor shall do nothing to impair the rights of the Agent, for the benefit of the Agent and the Secured Parties, in the Collateral. The Debtor shall at all times maintain insurance with respect to the Collateral reasonably satisfactory to the Agent. Each Debtor assumes all liability and responsibility in connection with the Collateral acquired by it, and the liability of the such Debtor to pay the Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the such Debtor. (h) Agent agrees that upon payment in full of all Obligations and the termination of the Committed Loans and all Support Agreements, the Security Interests shall automatically terminate and all rights to the Collateral shall revert to the Debtor. Agent further agrees that upon such termination of the Security Interests or release or re-assignment of any Collateral, Agent shall, at the expense of the Debtor, return all Collateral then in Agent's possession and execute and deliver to the Debtor such documents as the Debtor shall reasonably request to evidence the termination of the Security Interests or the release and re-assignment of such Collateral, as the case may be.

Collateral Generally. (a) The Debtor hereby authorizes Agent Secured Party to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the Debtor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "“all assets" ” or "“all personal property" ” or words of like import. (b) The Debtor will furnish to AgentSecured Party, from time to time upon reasonable request by Agentrequest, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Agent Secured Party may reasonably request, all in reasonable detail. (c) The Debtor shall not use or permit any Collateral to be used unlawfully in any material respect or in material violation of any provision of applicable law, or any policy of insurance covering any of the Collateral, in each case, in any material respect. (d) Subject to the next sentence, the Debtor shall keep the Collateral (other than Collateral in the possession of Secured Party, cash on deposit in permitted Deposit Accounts and investments in permitted Securities Accounts) at the locations maintained by the Debtor and set forth on Schedule 3.3. The Debtor shall give Agent Secured Party not less than thirty (30) days prior written notice of any change in the Debtor's ’s chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to Debtor and that consists of Equipment or InventoryCollateral. With respect to any such new location, upon Agent's requestlocation (which in any event shall be within the continental United States), the Debtor shall execute and deliver such instruments, documents and notices and take such actions as may be necessary or desirable, or that Secured Party may reasonably request, to create create, perfect and perfect protect the Security Interests under the laws of the United StatesInterests. (e) The Debtor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent shall stamp or otherwise mark ▇▇▇▇ such books and records in such manner as Agent Secured Party may reasonabl▇ ▇▇quest reasonably request indicating that the Collateral is subject to the Security Interestssecurity interest hereunder. (f) Except as otherwise permitted herein, the Debtor shall not (i) sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Collateral, except that the Debtor may sell Inventory to buyers in the ordinary course of its business; or (ii) create or suffer to exist any Lien upon or with respect to any of the Collateral to secure indebtedness of the Debtor or any other Person except for the security interests arising under this Agreement. (g) Beyond the safe custody of any Collateral in its possession and the accounting for monies actually received hereunderthereof, the Debtor agrees that Agent Secured Party shall have no duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. Agent Secured Party shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which it takes such action for that purpose as Debtor reasonably requests in writing, but failure of Agent to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable careaccords its own property. Agent Secured Party shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by AgentSecured Party in good faith. (gh) The Debtor shall do nothing to impair the rights of Secured Party in the Collateral. The Debtor shall at all times maintain insurance with respect to the Collateral reasonably satisfactory to the Secured Party. The Debtor assumes all liability and responsibility in connection with the Collateral acquired by it, and the liability of the Debtor to pay the Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the Debtor. (h) Agent agrees that upon payment in full of all Obligations and the termination of the Committed Loans and all Support Agreements, the Security Interests shall automatically terminate and all rights to the Collateral shall revert to the Debtor. Agent further agrees that upon such termination of the Security Interests or release or re-assignment of any Collateral, Agent shall, at the expense of the Debtor, return all Collateral then in Agent's possession and execute and deliver to the Debtor such documents as the Debtor shall reasonably request to evidence the termination of the Security Interests or the release and re-assignment of such Collateral, as the case may be.

Collateral Generally. (a) The Debtor Each Grantor hereby authorizes Administrative Agent to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the Debtor such Grantor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "“all assets" ” or "“all personal property" ” or words of like import. (b) The Debtor Each Grantor will furnish to Administrative Agent, from time to time upon reasonable request by Agentrequest, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Administrative Agent may reasonably request, all in reasonable detail. (c) The Debtor Each Grantor shall not use or permit any Collateral to be used unlawfully in any material respect or in material violation of any provision of applicable law, or any policy of insurance covering any of the Collateral, in each case, in any material respect. (d) The Debtor Each Grantor shall give Administrative Agent not less than thirty (30) days prior written notice of any change in the Debtor's such Grantor’s chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to Debtor and that consists of Equipment or InventoryCollateral. With respect to any such new locationlocation (which in any event shall be within the continental United States), upon Agent's request, the Debtor each Grantor shall execute and deliver such instruments, documents and notices and take such actions as may be necessary or desirable, or that Administrative Agent may request, to create create, perfect and perfect protect the Security Interests under the laws of the United StatesInterests. (e) The Debtor Each Grantor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent shall stamp or otherwise mark ▇▇▇▇ such books and records in such manner as Administrative Agent may reasonabl▇ ▇▇quest reasonably request indicating that the Collateral is subject to the Security Interests. (f) Except for Beyond the safe custody of any Collateral in its possession and the accounting for monies actually received hereunderthereof, the Debtor each Grantor agrees that Administrative Agent or any other Secured Party shall have no duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. Administrative Agent or any other Secured Party shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which it takes such action for that purpose as Debtor reasonably requests in writing, but failure of accords its own property. Administrative Agent to comply with or any such request at any time shall not of itself be deemed a failure to exercise reasonable care. Agent other Secured Party shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by AgentAdministrative Agent or any other Secured Party in good faith. (g) The Debtor Each Grantor shall do nothing to impair the rights of Administrative Agent in the Collateral. Each Grantor assumes all liability and responsibility in connection with the Collateral acquired by it, and the liability of the Debtor such Grantor to pay the Secured Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the Debtorsuch Grantor. (h) The Administrative Agent agrees and each other Secured Party agree that upon payment in full of all Obligations and the termination of the Committed Loans and all Support AgreementsSecured Obligations, the Security Interests shall automatically terminate and all rights to the Collateral shall revert to the Debtorapplicable Grantor. Administrative Agent further agrees that upon such termination of the Security Interests or release or re-assignment of any Collateral, Administrative Agent shall, at the joint and several expense of the DebtorGrantors, return all Collateral then in Agent's possession and execute and deliver to the Debtor each Grantor such documents as the Debtor such Grantor shall reasonably request to evidence the termination of the Security Interests or the release and re-assignment of such Collateral, as the case may be.

Collateral Generally. (a) The Debtor Each Grantor hereby authorizes Agent Lender to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the Debtor such Grantor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "all assets" or "all personal property" or words of like import. (b) The Debtor Each Grantor will furnish to AgentLender, from time to time upon reasonable request by Agentrequest, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Agent Lender may reasonably request, all in reasonable detail. (c) The Debtor No Grantor shall not use or permit any Collateral to be used unlawfully in any material respect or in violation of any provision of applicable law, or any policy of insurance covering any of the Collateral, in each case, in any material respect. (d) The Debtor Subject to the next sentence, each Grantor shall keep the Collateral (other than Collateral in the possession of Lender, cash on deposit in permitted Deposit Accounts and investments in permitted Securities Accounts) at the locations maintained by such Grantor and set forth on the Perfection Certificate. Each Grantor shall give Agent Lender not less than thirty (30) days prior written notice of any change in the Debtorsuch Grantor's chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to Debtor and that consists of Equipment or InventoryCollateral. With respect to any such new locationlocation (which in any event, upon Agent's requestother than as set forth on Appendix I to the Note or as otherwise consented to by Lender in writing in advance at its sole discretion, shall be within the Debtor continental United States), each Grantor shall execute and deliver such instruments, documents and notices and take such actions as may be necessary or desirable, or that Lender may request, to create create, perfect and perfect protect the Security Interests under the laws of the United StatesInterests. (e) The Debtor Each Grantor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent shall stamp or otherwise mark such books and records in such manner as Agent Lender may reasonabl▇ reasonably re▇▇quest ▇▇t indicating that the Collateral is subject to the Security Interests. (f) Except as otherwise permitted herein or by the Note, no Grantor shall (i) sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Collateral, except that the Grantors may sell Inventory to buyers in the ordinary course of business and may license General Intangibles to licensees in the ordinary course of business; or (ii) create or suffer to exist any Lien upon or with respect to any of the Collateral to secure indebtedness of such Grantor or any other Person except for the Security Interests. (g) Beyond the safe custody of any Collateral in its possession and the accounting for monies actually received hereunderthereof, the Debtor each Grantor agrees that Agent Lender shall have no duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. Agent Lender shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which it takes such action for that purpose as Debtor reasonably requests in writing, but failure of Agent to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable careaccords its own property. Agent Lender shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by AgentLender in good faith. (gh) The Debtor No Grantor shall do anything to impair the rights of Lender in the Collateral. Each Grantor shall at all times maintain insurance with respect to the Collateral in compliance with the requirements of the Note. Each Grantor assumes all liability and responsibility in connection with the Collateral acquired by it, and the liability of the Debtor such Grantor to pay the Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the Debtorsuch Grantor. (hi) Agent Lender agrees that upon payment in full of all Obligations and the termination of the Committed Loans and all Support Loan Agreements, the Security Interests shall automatically terminate and all rights to the Collateral shall revert to the Debtorapplicable Grantor. Agent Lender further agrees that upon such termination of the Security Interests or release or re-assignment of any Collateral, Agent Lender shall, at the expense of the Debtoreach Grantor, return all Collateral then in Agent's possession and execute and deliver to the Debtor each Grantor such documents as the Debtor such Grantor shall reasonably request to evidence the termination of the Security Interests or the release and re-assignment of such Collateral, as the case may be.

Collateral Generally. (a) The Each Debtor hereby authorizes Agent to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the such Debtor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "all assets" or "all personal property" or words of like import. (b) The Each Debtor will furnish to Agent, from time to time upon reasonable request by Agent, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Agent may reasonably request, all in reasonable detail. (c) The No Debtor shall not use or permit any Collateral to be used unlawfully in any material respect or in violation of any provision of applicable law, or any policy of insurance covering any of the Collateral, in each case, in any material respect. (d) The Each Debtor shall give Agent not less than thirty (30) days prior written notice of any change in the such Debtor's chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to such Debtor and that consists of Equipment or Inventory. With respect to any such new location, upon Agent's request, the each Debtor shall execute and deliver such instruments, documents and notices and take such actions as may be necessary to create and perfect the Security Interests under the laws of the United States. (e) The Each Debtor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent shall stamp or otherwise mark such books and records in such manner as Agent may reasonabl▇ ▇▇quest indicating that the Collateral is subject to the Security Interests. (f) Except for the safe custody of any Collateral in its possession and the accounting for monies actually received hereunder, the each Debtor agrees that Agent shall have no duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. Agent shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if it takes such action for that purpose as a Debtor reasonably requests in writing, but failure of Agent to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable care. Agent shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by Agent. (g) The Each Debtor assumes all liability and responsibility in connection with the Collateral acquired by it, and the liability of the such Debtor to pay the Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the such Debtor. (h) Agent agrees that upon payment in full of all Obligations and the termination of the Committed Loans and all Support Agreements, the Security Interests shall automatically terminate and all rights to the Collateral shall revert to the DebtorDebtors. Agent further agrees that upon such termination of the Security Interests or release or re-assignment of any Collateral, Agent shall, at the expense of the each Debtor, return all Collateral then in Agent's possession and execute and deliver to the such Debtor such documents as the such Debtor shall reasonably request to evidence the termination of the Security Interests or the release and re-assignment of such Collateral, as the case may be.

Collateral Generally. (a) The Debtor hereby authorizes Agent the Trustee to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the Debtor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "all assets" or "all personal property" or words of like import. (b) The Debtor will furnish to Agentthe Trustee, from time to time upon reasonable request by Agentthe Trustee, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Agent the Trustee may reasonably request, all in reasonable detail. (c) The Debtor shall not use or permit any Collateral to be used unlawfully in any material respect or in violation of any provision of applicable law, or any policy of insurance covering any of the Collateral, in each case, in any material respect. (d) The Debtor shall give Agent the Trustee not less than thirty (30) days prior written notice of any change in the Debtor's chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to the Debtor and that consists of Equipment or Inventory. With respect to any such new location, upon Agentthe Trustee's request, the Debtor shall execute and deliver such instruments, documents and notices and take such actions as may be necessary to create and perfect the Security Interests under the laws of the United States. (e) The Debtor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent the Trustee shall stamp or otherwise mark such books and records in such manner as Agent the Trustee may reasonabl▇ reas▇▇quest ▇▇ly request indicating that the Collateral is subject to the Security Interests. (f) Except for the safe custody of any Collateral in its possession and the accounting for monies actually received hereunder, the Debtor agrees that Agent the Trustee shall have no duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. Agent The Trustee shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if it takes such action for that purpose as the Debtor reasonably requests in writing, but failure of Agent the Trustee to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable care. Agent The Trustee shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by Agentthe Trustee. (g) The Debtor assumes all liability and responsibility in connection with the Collateral acquired by it, and the liability of the Debtor to pay the Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the Debtor. (h) Agent The Trustee agrees that upon payment in full of all Obligations and the termination of the Committed Loans and all Support AgreementsObligations, the Security Interests shall automatically terminate and all rights to the Collateral shall revert to the Debtor. Agent The Trustee further agrees that upon such termination of the Security Interests or release or re-assignment of any Collateral, Agent The Trustee shall, at the expense of the Debtor, return all Collateral then in Agentthe Trustee's possession and execute and deliver to the Debtor such documents as the Debtor shall reasonably request to evidence the termination of the Security Interests or the release and re-assignment of such Collateral, as the case may be.

Collateral Generally. (a) The Debtor hereby authorizes Agent Secured Party to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the Debtor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "“all assets" ” or "“all personal property" ” or words of like import. (b) The Debtor will furnish to AgentSecured Party, from time to time upon reasonable request by Agentrequest, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Agent Secured Party may reasonably request, all in reasonable detail. (c) The Debtor shall not use or permit any Collateral to be used unlawfully in any material respect or in violation of any provision of applicable law, or any policy of insurance covering any of the Collateral, in each case, in any material respect. (d) The Subject to the next sentence, Debtor shall keep the Collateral (other than Collateral in the possession of Secured Party, cash on deposit in permitted Deposit Accounts and investments in permitted Securities Accounts) at the locations maintained by Debtor and set forth on the Perfection Certificate. Debtor shall give Agent Secured Party not less than thirty (30) days prior written notice of any change in the Debtor's ’s chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to Debtor and that consists of Equipment or InventoryCollateral. With respect to any such new locationlocation (which in any event shall be within the continental United States), upon Agent's request, the Debtor shall execute and deliver such instruments, documents and notices and take such actions as may be necessary or desirable, or that Secured Party may reasonably request, to create create, perfect and perfect protect the Security Interests under the laws of the United StatesInterests. (e) The Debtor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent shall stamp or otherwise mark ▇▇▇▇ such books and records in such manner as Agent Secured Party may reasonabl▇ ▇▇quest reasonably request indicating that the Collateral is subject to the Security InterestsInterests and other Permitted Liens. (f) Except as otherwise permitted herein or by the Securities Purchase Agreement, Debtor shall not (i) sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Collateral, except that Debtor may sell Inventory to Buyers in the Ordinary Course of Business and may license General Intangibles to Licensees in the Ordinary Course of Business and Debtor may grant Permitted Liens; (ii) create or suffer to exist any Lien upon or with respect to any of the Collateral to secure indebtedness of Debtor or any other Person except for the Security Interests or Permitted Liens; (iii) enter into any agreement that limits or makes subject to the approval of any Person the Debtor’s right, power or authority to pay the Obligations; or (iv) except for the Intercreditor Agreement and agreements described therein to be entered into by Debtor, enter into any agreement that limits or makes subject to the approval of any Person the Debtor’s right, power or authority to perform any of its other obligations under this Agreement or any other Note Document. (g) Beyond the safe custody of any Collateral in its possession and the accounting for monies actually received hereunderthereof, the Debtor agrees that Agent Secured Party shall have no duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. Agent Secured Party shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which it takes such action for that purpose as Debtor reasonably requests in writing, but failure of Agent to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable careaccords its own property. Agent Secured Party shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by AgentSecured Party in good faith. (gh) The Debtor shall at all times maintain insurance with respect to the Collateral in compliance with the requirements of the Securities Purchase Agreement. Debtor assumes all liability and responsibility in connection with the Collateral acquired by it, and the liability of the Debtor to pay the Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the Debtor. (h) Agent agrees that upon payment in full of all Obligations and the termination of the Committed Loans and all Support Agreements, the Security Interests shall automatically terminate and all rights to the Collateral shall revert to the Debtor. Agent further agrees that upon such termination of the Security Interests or release or re-assignment of any Collateral, Agent shall, at the expense of the Debtor, return all Collateral then in Agent's possession and execute and deliver to the Debtor such documents as the Debtor shall reasonably request to evidence the termination of the Security Interests or the release and re-assignment of such Collateral, as the case may be.

Collateral Generally. (a) The Each Debtor hereby authorizes Agent Secured Party to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the such Debtor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "“all assets" ” or "“all personal property" ” or words of like import. (b) The Each Debtor will furnish to AgentSecured Party, from time to time upon reasonable request by Agentrequest, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Agent Secured Party may reasonably request, all in reasonable detail. (c) The Each Debtor shall not use or permit any Collateral to be used unlawfully in any material respect or in material violation of any provision of applicable lawApplicable Law, or any policy of insurance covering any of the Collateral, in each case, in any material respect. (d) The Subject to the next sentence, each Debtor shall keep the Collateral (other than Collateral in the possession of Secured Party, cash on deposit in permitted Deposit Accounts and investments in permitted Securities Accounts) at the locations maintained by such Debtor and set forth on Schedule 3.3 hereto. Each Debtor shall give Agent Secured Party not less than thirty (30) days prior written notice of any change in the such Debtor's ’s chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to Debtor and that consists of Equipment or InventoryCollateral. With respect to any such new locationlocation (which in any event shall be within the continental United States), upon Agent's request, the each Debtor shall execute and deliver such instruments, documents and notices and take such actions as may be necessary necessary, or that Secured Party may request, to create create, perfect and perfect protect the Security Interests under the laws of the United StatesInterests. (e) The Each Debtor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent shall stamp or otherwise mark ▇▇▇▇ such books and records in such manner as Agent Secured Party may reasonabl▇ ▇▇quest reasonably request indicating that the Collateral is subject to the Security Interests. (f) Except as otherwise permitted herein or by the Purchase Agreement, no Debtor shall (i) sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Collateral or (ii) create or suffer to exist any Lien upon or with respect to any of the Collateral to secure indebtedness of such Debtor or any other Person except for the Security Interests and Permitted Liens. (g) Beyond the safe custody of any Collateral and reasonable care in its possession and the accounting for monies actually received hereunderpreservation thereof, the each Debtor agrees that Agent Secured Party shall have no duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. Agent Secured Party shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which it takes such action for that purpose as Debtor reasonably requests in writing, but failure of Agent to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable careaccords its own property. Agent Secured Party shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by AgentSecured Party in good faith. (gh) The Each Debtor shall do nothing to impair the rights of Secured Party in the Collateral. Each Debtor assumes all liability and responsibility in connection with the Collateral acquired acquired, held or used by it, and the liability of the such Debtor to pay the Secured Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the such Debtor. (hi) Agent Secured Party agrees that upon payment in full of all Obligations and the termination of the Committed Loans and all Support AgreementsSecured Obligations, the Security Interests shall automatically terminate and all rights to the Collateral shall revert to the applicable Debtor. Agent Secured Party further agrees that upon such termination of the Security Interests or release or re-assignment of any Collateral, Agent Secured Party shall, at the joint and several expense of the DebtorDebtors, return all Collateral then in Agent's possession and execute and deliver to the each Debtor such documents as the such Debtor shall reasonably request to evidence the termination of the Security Interests or the release and re-assignment of such Collateral, as the case may be.

Collateral Generally. (a) The Each Debtor hereby authorizes Agent Secured Party to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the either Debtor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "“all assets" ” or "“all personal property" ” or words of like import. (b) The Debtor . Debtors will furnish to AgentSecured Party, from time to time upon reasonable request by Agentrequest, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Agent Secured Party may reasonably request, all in reasonable detail. (c) The Debtor . Debtors shall not use or permit any Collateral to be used unlawfully in any material respect or in material violation of any provision of applicable law, or any policy of insurance covering any of the Collateral. Subject to the next sentence, Debtors shall keep the Collateral (other than Collateral in each case, in any material respect. (dthe possession of Secured Party) The Debtor at the locations maintained by Debtors and set forth on Schedule 0. Debtors shall give Agent Secured Party not less than thirty twenty (3020) days prior written notice of any change in the Debtor's its chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to Debtor and that consists of Equipment or InventoryCollateral. With respect to any such new location, upon Agent's request, the Debtor Debtors shall execute and deliver such instruments, documents and notices and take such actions as may be necessary or desirable, or that Secured Party may reasonably request, to create create, perfect and perfect the Security Interests under the laws of the United States. (e) The Debtor protect its security interest. Debtors shall keep full and accurate books and records relating to the Collateral andCollateral. Except as otherwise permitted herein, if an Event Debtors shall not (i) sell, assign to a third party (by operation of Default has occurred and is continuing, at the request of Agent shall stamp law or otherwise) or otherwise mark such books and records dispose of, or grant any option with respect to, any of the Collateral, except that Debtors may sell Inventory to buyers in such manner as Agent may reasonabl▇ ▇▇quest indicating that the ordinary course of their business; or (ii) create or suffer to exist any Lien upon or with respect to any of the Collateral is subject to secure indebtedness of Debtors, or either of them, or any other Person except for the Security Interests. (f) Except for security interests arising under this Agreement. Beyond the safe custody of any Collateral in its possession and the accounting for monies actually received hereunderthereof, the Debtor agrees Debtors agree that Agent Secured Party shall have no duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. Agent Secured Party shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which it takes such action for that purpose as Debtor reasonably requests in writing, but failure of Agent to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable careaccords its own property. Agent Secured Party shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by Agent. (g) The Debtor assumes Secured Party in good faith. Debtors shall not take any action that will impair the rights of Secured Party in the Collateral. Debtors shall at all times maintain insurance with respect to the Collateral reasonably satisfactory to the Secured Party. Debtors assume all liability and responsibility in connection with the Collateral acquired by iteither of them, and the liability of the Debtor Debtors to pay the Secured Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the either Debtor. (h) Agent agrees that upon payment in full of all Obligations and the termination of the Committed Loans and all Support Agreements, the Security Interests shall automatically terminate and all rights to the Collateral shall revert to the Debtor. Agent further agrees that upon such termination of the Security Interests or release or re-assignment of any Collateral, Agent shall, at the expense of the Debtor, return all Collateral then in Agent's possession and execute and deliver to the Debtor such documents as the Debtor shall reasonably request to evidence the termination of the Security Interests or the release and re-assignment of such Collateral, as the case may be.

Collateral Generally. (a) The Debtor Each Grantor hereby authorizes Agent to file one or more financing or continuation statements, and amendments thereto (or similar documents required by any laws of any applicable jurisdiction), relating to all or any part of the Collateral without the signature of the Debtor such Grantor (to the extent such signature is required under the laws of any applicable jurisdiction), which financing statements may describe the Collateral as "all assets" or "all personal property" or words of like import. (b) The Debtor Each Grantor will furnish to Agent, from time to time upon reasonable request by Agentrequest, statements and schedules further identifying, updating, and describing the Collateral and such other information, reports and evidence concerning the Collateral as Agent Lender may reasonably request, all in reasonable detail. (c) The Debtor Subject to the next sentence, each Grantor shall not use or permit any keep the Collateral to be used unlawfully (other than Collateral in any material respect or the possession of Agent, cash on deposit in violation of any provision of applicable law, or any policy of insurance covering any of permitted Deposit Accounts and investments in permitted Securities Accounts) at the Collateral, in each case, in any material respect. (d) The Debtor locations maintained by such Grantor set forth on Schedule 3.3. Each Grantor shall give Agent not less than thirty (30) days days' prior written notice of any change in the Debtor's chief executive office and principal place of business or of any new location of business or any new location for any of the Collateral that is material to Debtor and that consists of Equipment or Inventory. With respect to any such new location, upon Agent's request, the Debtor shall execute and deliver such instruments, documents and notices and take such actions as may be necessary to create and perfect the Security Interests under the laws of the United StatesCollateral. (ed) The Debtor Each Grantor shall keep full and accurate books and records relating to the Collateral and, if an Event of Default has occurred and is continuing, at the request of Agent shall stamp or otherwise mark ▇▇▇▇ such books and records in such manner as Agent may reasonabl▇ ▇▇quest reasonably request indicating that the Collateral is subject to the Security Interestssecurity interests of Agent. (e) Except as otherwise permitted herein or by the Loan Agreement, each Grantor shall not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Collateral. (f) Except for the safe custody of any Collateral in its possession and the accounting for monies actually received hereunder, the Debtor agrees that Agent Each Grantor shall have no duties concerning the custody and preservation of any Collateral in its possession (or in the possession of any agent or bailee) or at all times maintain insurance with respect to any income thereon or the preservation of rights against prior parties or any other rights pertaining thereto. Agent shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if it takes such action for that purpose as Debtor reasonably requests in writing, but failure of Agent satisfactory to comply with any such request at any time shall not of itself be deemed a failure to exercise reasonable care. Agent shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in the value thereof, by reason of the act or omission of any warehouseman, carrier, forwarding agency, consignee or other agent or bailee reasonably selected by Agent. (g) The Debtor assumes all liability and responsibility in connection with the Collateral acquired by it, and the liability of the Debtor to pay the Obligations shall in no way be affected or diminished by reason of the fact that such Collateral may be lost, stolen, damaged, or for any reason whatsoever unavailable to the Debtor. (h) Agent agrees that upon payment in full of all Guarantied Obligations and the termination of the Committed Loans and all Support AgreementsLoan Agreement, the Security Interests liens and security interests granted hereunder shall automatically terminate and all rights to the Collateral shall revert to the DebtorGrantors. Agent further agrees that upon such termination of the Security Interests liens and security interests or release or re-assignment of any Collateral, Agent shall, at the expense of the DebtorGrantors, return all Collateral then in Agent's possession and execute and deliver to the Debtor each Grantor such documents as the Debtor such Grantor shall reasonably request to evidence the termination of the Security Interests liens and security interests or the release and re-assignment of such Collateral, as the case may be.