Common use of Financing Statement; Further Assurances Clause in Contracts

Financing Statement; Further Assurances. Each Borrower hereby irrevocably authorizes Lender at any time and from time to time to file in any filing office in any jurisdiction any initial financing statements and amendments thereto that (1) indicate the Account Collateral and other Collateral (i) as all assets of such Borrower or words of similar effect, regardless of whether any particular asset comprised in the Account Collateral or other Collateral falls within the scope of Article 9 of the UCC or such jurisdiction, or (ii) as being of an equal or lesser scope or with greater detail, and (2) contain any other information required by Part 5 of Article 9 of the UCC for the sufficiency or filing office acceptance of any financing statement or amendment, including (x) whether such Borrower is an organization, the type of organization and any organization identification number issued to such Borrower, and (y) a sufficient description of real property to which the Collateral relates. Each Borrower agrees to furnish any such information to Lender promptly upon request. Each Borrower also ratifies its authorization for Lender to have filed in any jurisdiction any initial financing statements or amendments thereto if filed prior to the date hereof. Each Borrower agrees that at any time and from time to time, at the expense of such Borrower, such Borrower will promptly execute and deliver all further instruments and documents, and take all further action, that may be reasonably necessary or desirable, or that Lender may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby (including, without limitation, any security interest in and to any Permitted Investments) or to enable Lender to exercise and enforce its rights and remedies hereunder with respect to any Account Collateral. In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereof and promptly after Lender’s request shall execute, file and record such UCC financing statements as are necessary to maintain the priority of Lender's lien upon and security interest in the Account Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording of additional UCC financing or continuation statements, each Borrower shall, promptly after request, execute, file and record such UCC financing or continuation statements as Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof.

Financing Statement; Further Assurances. Each Borrower hereby irrevocably authorizes Simultaneously herewith, the Borrowers shall deliver to Lender at any time and from time to time to file in any for filing office in any jurisdiction any initial financing statements and amendments thereto that (1) indicate the Account Collateral and other Collateral (i) as all assets of such Borrower or words of similar effect, regardless of whether any particular asset comprised in the Account Collateral or other Collateral falls within the scope of Article 9 of the UCC or such jurisdiction, or (ii) as being of an equal or lesser scope or with greater detail, and (2) contain any other information required by Part 5 of Article 9 of the UCC for the sufficiency or filing office acceptance of any a financing statement or amendment, including (x) whether such Borrower is an organization, the type of organization and any organization identification number issued to such Borrower, and (y) a sufficient description of real property to which statements in connection with the Collateral relates. Each Borrower agrees to furnish any such information to Lender promptly upon request. Each Borrower also ratifies its authorization for in the form reasonably required by Lender to have filed in any jurisdiction any initial financing statements or amendments thereto if filed prior properly perfect Lender's security interest therein to the date hereofextent a security interest in the Collateral may also be perfected by filing. Each Borrower agrees The Borrowers agree that at any time and from time to time, at the expense of such Borrowerthe Borrowers, such Borrower the Borrowers will promptly execute and deliver all further instruments and documents, and take all further actionactions, that may be reasonably necessary or desirablenecessary, or that Agent or Lender may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby (including, without limitation, any security interest in and to any Permitted Investments) or to enable Agent or Lender to exercise and enforce its rights and remedies hereunder with respect to any Account Collateral. In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereof and promptly after Lender’s 's reasonable request shall execute, file and record record, or deliver to Lender, such UCC financing statements (if any) as are necessary to maintain the priority of Lender's lien upon and security interest in the Account Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording of additional UCC financing or continuation statements, each Borrower the Borrowers shall, promptly after request, execute, if necessary, file and record such UCC financing or continuation statements as Lender shall deem reasonably necessary, and shall pay all reasonable expenses and fees in connection with the filing and recording thereof.. Cash Management Agreement (FX3)

Financing Statement; Further Assurances. Each Borrower hereby irrevocably authorizes Lender at any time and from time to time to file in any filing office in any jurisdiction any initial financing statements and amendments thereto that (1) indicate the Account Collateral and other Collateral (i) as all assets of such the Borrower or words of similar effect, regardless of whether any particular asset comprised in the Account Collateral or other Collateral falls within the scope of Article 9 of the UCC or such jurisdiction, or (ii) as being of an equal or lesser scope or with greater detail, and (2) contain any other information required by Part 5 of Article 9 of the UCC for the sufficiency or filing office acceptance of any financing statement or amendment, including (xi) whether such Borrower is an organization, the type of organization and any organization identification number issued to such Borrower, and (yii) a sufficient description of real property to which the Collateral relates. Each Borrower agrees to furnish any such information to Lender promptly upon request. Each Borrower also ratifies its authorization for Lender to have filed in any jurisdiction any initial financing statements or amendments thereto if filed prior to the date hereof. Each Borrower agrees that at any time and from time to time, at the expense of such BorrowerBorrower , such Borrower will promptly execute and deliver all further instruments and documents, and take all further action, that may be reasonably necessary or desirable, or that Lender may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby 74 (including, without limitation, any security interest in and to any Permitted Investments) or to enable Lender to exercise and enforce its rights and remedies hereunder with respect to any Account Collateral. In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereof and promptly after Lender’s request shall execute, file and record such UCC financing statements as are necessary to maintain the priority of Lender's lien upon and security interest in the Account Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording of additional UCC financing or continuation statements, each Borrower shall, promptly after request, execute, file and record such UCC financing or continuation statements as Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof.

Financing Statement; Further Assurances. Each Borrower hereby irrevocably authorizes Simultaneously herewith, the Borrowers shall deliver to Lender at any time and from time to time to file in any for filing office in any jurisdiction any initial financing statements and amendments thereto that (1) indicate the Account Collateral and other Collateral (i) as all assets of such Borrower or words of similar effect, regardless of whether any particular asset comprised in the Account Collateral or other Collateral falls within the scope of Article 9 of the UCC or such jurisdiction, or (ii) as being of an equal or lesser scope or with greater detail, and (2) contain any other information required by Part 5 of Article 9 of the UCC for the sufficiency or filing office acceptance of any a financing statement or amendment, including (x) whether such Borrower is an organization, the type of organization and any organization identification number issued to such Borrower, and (y) a sufficient description of real property to which statements in connection with the Collateral relates. Each Borrower agrees to furnish any such information to Lender promptly upon request. Each Borrower also ratifies its authorization for in the form reasonably required by Lender to have filed in any jurisdiction any initial financing statements or amendments thereto if filed prior properly perfect Lender's security interest therein to the date hereofextent a security interest in the Collateral may also be perfected by filing. Each Borrower agrees The Borrowers agree that at any time and from time to time, at the expense of such Borrowerthe Borrowers, such Borrower the Borrowers will promptly execute and deliver all further instruments and documents, and take all further actionactions, that may be reasonably necessary or desirablenecessary, or that Agent or Lender may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby (including, without limitation, any security interest in and to any Permitted Investments) or to enable Agent or Lender to exercise and enforce its rights and remedies hereunder with respect to any Account Collateral. In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereof and promptly after Lender’s 's reasonable request shall execute, file and record record, or deliver to Lender, such UCC financing statements (if any) as are necessary to maintain the priority of Lender's lien upon and security interest in the Account Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording of additional UCC financing or continuation statements, each Borrower the Borrowers shall, promptly after request, execute, if necessary, file and record such UCC financing or continuation statements as Lender shall deem reasonably necessary, and shall pay all reasonable expenses and fees in connection with the filing and recording thereof.. Cash Management Agreement (FX2)

Financing Statement; Further Assurances. Each Borrower hereby irrevocably authorizes Lender at any time (a) Simultaneously herewith, Borrowers shall execute and from time deliver to time to file in any filing office in any jurisdiction any initial financing statements and amendments thereto that (1) indicate the Account Collateral and other Collateral (i) as all assets of such Borrower or words of similar effectcounsel for Agent for filing, regardless of whether any particular asset comprised in the Account Collateral or other Collateral falls within the scope of Article 9 of the UCC or such jurisdiction, or (ii) as being of an equal or lesser scope or with greater detail, and (2) contain any other information required by Part 5 of Article 9 of the UCC for the sufficiency or filing office acceptance of any a financing statement or amendment, including (x) whether such Borrower is an organization, the type of organization and any organization identification number issued to such Borrower, and (y) a sufficient description of real property to which statements in connection with the Collateral relatesin the form required to properly perfect Agent's security interest in the Collateral that may be perfected by such filings. Each Borrower agrees to furnish any such information to Lender promptly upon request. Each Borrower also ratifies its authorization for Lender to have filed in any jurisdiction any initial financing statements or amendments thereto if filed prior to the date hereof. Each Borrower agrees that Borrowers agree that, at any time and from time to time, including, without limitation, in connection with any Permitted Investments under Section 3 hereof, at the expense of such BorrowerBorrowers, such Borrower Borrowers will promptly execute and deliver all further instruments and documents, and take all further action, that may be reasonably necessary or desirable, or that Lender Agent may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby (including, without limitation, any security interest in and to any Permitted Investments) ), or to enable Lender Agent, to exercise and enforce its Agent's rights and remedies hereunder with respect to to, any Account CollateralCollateral in furtherance of Borrowers' obligations under this Agreement and the Credit Agreement. (b) The chief executive office of each Borrower is c/o Victor Capital Group, L.P., 88▇ ▇▇▇▇d Avenue, New York, Ne▇ ▇▇▇▇ ▇▇▇▇▇. In the event of any change in name, identity or structure of any Borrower, ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇▇e such chief executive office unless such Borrower shall notify Lender provide Agent with thirty (30) days' prior written notice thereof of such change (but in any event, within the period required pursuant to the UCC) and promptly after Lender’s request there shall executehave been taken such action, file and record such UCC financing statements reasonably satisfactory to Agent, as are may be necessary to maintain the priority of Lender's lien upon and security interest of Agent in the Account Collateral, at all times fully perfected and in full force and effect. Each Borrower shall not change its name unless it shall have given Agent thirty (30) days' prior written notice thereof of such change (but in any event, within the period required pursuant to the 0148055.08-01S4a 21 UCC) and shall pay take such action, reasonably satisfactory to Agent, as may be necessary to maintain the security interest of Agent, in the Collateral granted hereunder at all expenses times fully perfected and fees in connection with the filing full force and recording thereof. If Lender shall require the filing or recording of additional UCC financing or continuation statements, each Borrower shall, promptly after request, execute, file and record such UCC financing or continuation statements as Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereofeffect.

Financing Statement; Further Assurances. Each Borrower IFMI shall be entitled at any time to file this Agreement as a financing statement, but the failure of IFMI to do so shall not impair the validity or enforceability of this Agreement. ▇▇▇▇▇ Bros. hereby irrevocably authorizes Lender IFMI at any time and from time to time to file file, register and record in any filing office Uniform Commercial Code (“UCC”) jurisdiction and in any applicable foreign jurisdiction any initial or other financing statements and amendments thereto that (1a) indicate describe the Account Collateral and other Collateral (i) as all assets of such Borrower or words of similar effect, regardless of whether any particular asset comprised in the Account Collateral or other Collateral falls within the scope of Article 9 of the UCC or such jurisdiction, or (ii) as being of an equal or lesser scope or with greater detail, and (2b) contain any other information required by Part part 5 of Article 9 of the UCC (or similar law) of the applicable jurisdiction for the sufficiency or filing office acceptance of any financing statement or amendment, including (x) whether such Borrower ▇▇▇▇▇ Bros. is an organization, the type of organization and any organization identification number issued to such Borrower, and (y) a sufficient description of real property to which the Collateral relates. Each Borrower ▇▇▇▇▇ Bros. ▇▇▇▇▇ Bros. agrees to furnish any such information to Lender IFMI promptly upon reasonable request. Each Borrower also ratifies its authorization for Lender ▇▇▇▇▇ Bros. agrees to have filed in any jurisdiction any initial financing statements or amendments thereto if filed prior to the date hereof. Each Borrower agrees that at any time and from time to time, at the expense of such Borrower, such Borrower will promptly execute and deliver all further instruments and documents, and take all further actionsuch actions as IFMI may request establishing IFMI’s “control” (within the meaning of Section 8-106, that may be reasonably necessary 9-106 or desirable9-104 of the UCC, or that Lender may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby (including, without limitation, any security interest in and to any Permitted Investmentsas applicable) or to enable Lender to exercise and enforce its rights and remedies hereunder with respect to any Account Collateral. In portion of the event Collateral consisting of any change certificated securities, uncertificated securities or security entitlements (as such terms are defined in nameArticle 8 of the UCC), identity or structure including without limitation, the delivery of any BorrowerCollateral consisting of securities in physical form, the execution of control agreements over investment accounts that hold such Borrower shall notify Lender thereof and promptly after Lender’s request shall execute, file and record such UCC financing statements as are necessary to maintain the priority of Lender's lien upon and security interest in the Account Collateral, and shall pay all expenses and fees in connection with the filing and recording thereofmoving such Collateral into an account over which “control” can be obtained, if necessary. If Lender shall require the filing or recording of additional UCC financing or continuation statements, each Borrower shall, promptly after request, ▇▇▇▇▇ Bros. will duly execute, file acknowledge and record deliver all such UCC financing or continuation statements agreements, instruments and other documents and take all such actions (including making filings, recordings and registrations), as Lender shall deem necessaryIFMI may from time to time reasonably instruct to better assure, preserve, protect and perfect the security interest of IFMI in the Collateral, and shall pay all expenses the rights and fees in connection with remedies of IFMI hereunder, or otherwise to further effectuate the filing intent and recording thereofpurposes of this Agreement and to carry out the terms hereof.

Financing Statement; Further Assurances. Each Borrower Borrowers hereby irrevocably authorizes authorize Lender at any time and from time to time to file in any filing office in any jurisdiction any initial financing statements and amendments thereto that (1) indicate the Account Collateral and other Collateral (i) as all assets of such Borrower the Borrowers or words of similar effect, regardless of whether any particular asset comprised in the Account Collateral or other Collateral falls within the scope of Article 9 of the UCC or such jurisdiction, or (ii) as being of an equal or lesser scope or with greater detail, and (2) contain any other information required by Part part 5 of Article 9 of the UCC for the sufficiency or filing office acceptance of any financing statement or amendment, including (xi) whether such Borrower is Borrowers are an organization, the type of organization and any organization identification number issued to such Borrower, and (yii) a sufficient description of real property to which the Collateral relates. Each Borrower agrees Borrowers agree to furnish any such information to Lender promptly upon request. Each Borrower Borrowers also ratifies ratify its authorization for Lender to have filed in any jurisdiction any initial financing statements or amendments thereto if filed prior to the date hereof. Each Borrower agrees Borrowers agree that at any time and from time to time, at the expense of such BorrowerBorrowers, such Borrower Borrowers will promptly execute and deliver all further instruments and documents, and take all further action, that may be reasonably necessary or desirable, or that Local Collection Account Bank, Central Account Bank or Lender may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby (including, without limitation, any security interest in and to any Permitted Investments) or to enable Local Collection Account Bank, Central Account Bank or Lender to exercise and enforce its rights and remedies hereunder with respect to any Account Collateral. In the event of any change in name, identity or structure of any Borrower, such Borrower shall notify Lender thereof and promptly after Lender’s 's request shall execute, file and record such UCC financing statements as are necessary to maintain the priority of Lender's lien upon and security interest in the Account Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Lender shall require the filing or recording of additional UCC financing or continuation statements, each Borrower Borrowers shall, promptly after request, execute, file and record such UCC financing or continuation statements as Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof.