Common use of Further Assurances and Collateral Matters Clause in Contracts

Further Assurances and Collateral Matters. (i) The Parent will, and will cause each other Company to execute and deliver such further documentation and take such further action as may be requested by the Administrative Agent or the Collateral Agent to carry out the provisions and purposes of the Loan Papers and to create, preserve, protect and. perfect the Liens of Administrative Agent and Collateral Agent, respectively, for the benefit of itself and the Banks in the Collateral. (ii) In the event the amount of Borrowing Base Availability is less than $5,000,000 or any requested Loan or Letter of Credit would cause Borrowing Base Availability to be less than $5,000,000, Parent shall and shall cause each of the Subsidiaries to cause the perfection of the Lien of the Collateral Agent, for the benefit of the Banks, in Vehicles having an aggregate Orderly Liquidation Value such that Borrowing Base Availability is at all times greater than or equal to $5,000,000. In such event or in the event Borrower otherwise elects to include any of the Vehicles in the Borrowing Base, Parent will cause such Lien in such Vehicles to be so perfected pursuant to documentation acceptable to the Required Banks, and will execute and deliver, and will cause the Subsidiaries to execute and deliver, to Collateral Agent and the Banks such documents, in form and substance satisfactory to Collateral Agent and its counsel and the Required Banks, as may be necessary or appropriate to evidence and provide for the same, including without limitation the original certificates of title for such Vehicles, applications for notation of Lien, and any and all other documentation and action necessary to cause the Lien of the Collateral Agent in each such Vehicle to be recorded and noted (in accordance with the applicable recording and notation requirements and other Governmental Requirements of each appropriate state and other jurisdiction) on the certificate of title of each such Vehicle. Parent and the Subsidiaries shall pay all fees, costs, expenses and taxes relating to the foregoing.

Further Assurances and Collateral Matters. (i) The Parent will, and will cause each other Company to execute and deliver such further documentation and take such further action as may be requested by the Administrative Agent or the Collateral Agent to carry out the provisions and purposes of the Loan Papers and to create, preserve, protect and. and perfect the Liens of Administrative Agent and Collateral Agent, respectively, for the benefit of itself and the Banks in the Collateral. (ii) In the event the Outstanding Revolving Credit exceeds an amount equal to the lesser of the aggregate Commitments then in effect or the Borrowing Base Availability then most recently determined or redetermined (in this Section such lesser amount is less than $5,000,000 or any requested Loan or Letter of called the “Maximum Credit would cause Borrowing Base Availability Amount”), if applicable, pursuant to be less than $5,000,000Section 2.7(a)(ii), Parent shall and shall cause each of the Subsidiaries to cause the perfection of the Lien of the Collateral Agent, for the benefit of the Banks, in Vehicles having an aggregate Orderly Liquidation Value such that Borrowing Base Availability is at all times greater than or equal to $5,000,000the Outstanding Revolving Credit no longer exceeds the Maximum Credit Amount. In such event or in the event Borrower otherwise elects to include any of the Vehicles in the Borrowing Base, Parent will cause such Lien in such Vehicles to be so perfected pursuant to documentation acceptable to the Required Banks, and will execute and deliver, and will cause the Subsidiaries to execute and deliver, to Collateral Agent and the Banks such documents, in form and substance satisfactory to Collateral Agent and its counsel and the Required Banks, as may be necessary or appropriate to evidence and provide for the same, including without limitation the original certificates of title for such Vehicles, applications for notation of Lien, and any and all other documentation and action necessary to cause the Lien of the Collateral Agent in each such Vehicle to be recorded and noted (in accordance with the applicable recording and notation requirements and other Governmental Requirements of each appropriate state and other jurisdiction) on the certificate of title of each such Vehicle. Parent and the Subsidiaries shall pay all fees, costs, expenses and taxes relating to the foregoing.

Further Assurances and Collateral Matters. (i) The Parent will, and will cause each other Company to execute and deliver such further documentation and take such further action as may be requested by the Administrative Agent or the Collateral Agent to carry out the provisions and purposes of the Loan Papers and to create, preserve, protect and. and perfect the Liens of Administrative Agent and Collateral Agent, respectively, for the benefit of itself and the Banks in the Collateral. . (ii) In the event the amount of Borrowing Base Availability is less than $5,000,000 or any requested Loan or Letter of Credit would cause Borrowing Base Availability to be less than $5,000,000, Parent shall and shall cause each of the Subsidiaries to cause the perfection of the Lien of the Collateral Agent, for the benefit of the Banks, in Vehicles having an aggregate Orderly Liquidation Value such that Borrowing Base Availability is at all times greater than or equal to $5,000,000. In such event or in the event Borrower otherwise elects to include any of the Vehicles in the Borrowing Base, Parent will cause such Lien in such Vehicles to be so perfected pursuant to documentation acceptable to the Required Banks, and will execute and deliver, and will cause the Subsidiaries to execute and deliver, to Collateral Agent and the Banks such documents, in form and substance satisfactory to Collateral Agent and its counsel and the Required Banks, as may be necessary or appropriate to evidence and provide for the same, including without limitation the original certificates of title for such Vehicles, applications for notation of Lien, and any and all other documentation and action necessary to cause the Lien of the Collateral Agent in each such Vehicle to be recorded and noted (in accordance with the applicable recording and notation requirements and other Governmental Requirements of each appropriate state and other jurisdiction) on the certificate of title of each such Vehicle. Parent and the Subsidiaries shall pay all fees, costs, expenses and taxes relating to the foregoing. (iii) Upon written request from Borrower, Collateral Agent shall, from time to time, take all steps necessary to release the Lien in favor of Collateral Agent and the Banks against any one or more Vehicles; provided, Collateral Agent shall not be obligated to release any such Lien unless (A) the Vehicle being released from the Lien is being sold or otherwise disposed in the ordinary course of business and for fair market value; (B) after giving effect to the Lien release, (i) the outstanding amount of the Obligations will not be greater than the Borrowing Base, and (ii) the Borrowing Base Availability will not be less than $5,000,000; and (C) no Default or Potential Default exists or would result therefrom.