Common use of Further Assurances; Pledge of Instruments Clause in Contracts

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument) and at the sole expense of the Company, the Company shall promptly and duly execute and deliver any and all such further instruments and documents and take such further actions as Trustee may deem desirable (or require acting upon a written request set forth in a Debentureholders' Instrument) to obtain the full benefits of this Security Agreement and of the rights and powers herein granted, including, but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights: (a) delivering copies of all statements of accounts, bills, invoices and books of account relating to Accounts and all records, ledgers, reports, correspondence, schedules, documents, statements, lists and other writings relating to the Collateral for the purpose of inspecting, auditing or copying the same; (b) using commercially reasonable efforts to secure all consents and approvals necessary or appropriate for the assignment to or for the benefit of Trustee, for the benefit of Secured Parties, of any Licence or Contract held by the Company or in which the Company has any rights not heretofore assigned; (c) filing any financing statements and financing change statements under the PPSA (or other applicable personal property security laws) with respect to the Security Interest granted hereunder or under any other document or agreement executed and delivered in connection with the Trust Indenture; (d) transferring Collateral to Trustee's possession if such Collateral consists of Chattel Paper, Instruments or Securities in any case having a value in excess of $50,000 or if a Security Interest in such Collateral can be perfected only by possession, or if requested by Trustee (in its discretion or acting upon written request set forth in a Debentureholders' Instrument); and (e) obtaining, or using commercially reasonable efforts to obtain, waivers of Liens, if any exist, from landlords, warehousemen and mortgagees. The Company also hereby authorizes Trustee to file any such financing or financing change statements without the signature of the Company to the extent permitted by applicable law. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, at the request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument), but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights, such Instrument, other than cheques and notes received in the ordinary course of business, shall be duly endorsed in a manner satisfactory to Trustee immediately upon the Company's receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from ----------------------------------------- time to time, upon the written request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument) Agent and at the sole expense of the Companyeach Grantor, the Company such Grantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further actions as Trustee Agent may deem desirable (or require acting upon a written request set forth in a Debentureholders' Instrument) to obtain the full benefits of this Supplemental Security Agreement and of the rights and powers herein granted, including, but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights: including (a) delivering copies of all statements of accounts, bills, invoices and books of account relating to Accounts and all records, ledgers, reports, correspondence, schedules, documents, statements, lists and other writings relating to the Collateral for the purpose of inspecting, auditing or copying the same; (bi) using commercially its reasonable efforts to secure all consents and approvals necessary or appropriate for the assignment to or for the benefit of TrusteeAgent, for itself and the ratable benefit of Secured PartiesLenders, of any Licence License or Contract held by the Company such Grantor or in which the Company such Grantor has any rights not heretofore assigned; , (cii) filing any financing statements and financing change or continuation statements under the PPSA (or other applicable personal property security laws) Code with respect to the Security Interest Liens and security interests granted hereunder or under any other document or agreement executed and delivered in connection with the Trust Indenture; Loan Document, (diii) transferring Collateral to TrusteeAgent's possession (for the benefit of Agent and Lenders) if such Collateral consists of Chattel Paper, Instruments or Securities in any case having a value in excess of $50,000 or if a Security Interest security interest in such Collateral can be perfected only by possession, or if requested by Trustee (in its discretion or acting upon written request set forth in a Debentureholders' Instrument); Agent, and (eiv) obtaining, or using commercially its reasonable efforts to obtain, obtain waivers of Liens, if any exist, from landlords, warehousemen landlords and mortgagees, but only to the extent required by the Credit Agreement. The Company Each Grantor also hereby authorizes Trustee Agent, for itself and the ratable benefit of Lenders, to file any such financing or financing change continuation statements without the signature of the Company any Grantor to the extent permitted by applicable law. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, at the request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument), but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights, such Instrument, other than cheques checks and notes received in the ordinary course of business, shall be duly endorsed in a manner satisfactory to Trustee Agent immediately upon the Companya Grantor's receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument) and time at the sole expense of the Company, the Company shall promptly and duly execute and deliver any and all such further instruments and documents and take such further actions as Trustee may deem desirable (or require acting upon a written request set forth in a Debentureholders' Instrument) are necessary to obtain the full benefits of this Security Agreement and of the rights and powers herein granted, includingincluding without limitation (i) upon the written request of the Trustee, but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights: (a) delivering copies of all statements of accounts, bills, invoices and books of account relating to Accounts and all records, ledgers, reports, correspondence, schedules, documents, statements, lists and other writings relating to the Collateral for the purpose of inspecting, auditing or copying the same; (b) using commercially reasonable its best efforts to secure all consents and approvals necessary or appropriate for the assignment to or for the benefit of Trustee, the Trustee for the benefit of Secured Partiesitself and the Holders, of any Licence license or Contract contract held by the Company or in to which the Company has any rights not heretofore assigned; , or any other General Intangible which by its terms is unassignable, (cii) in accordance with Section 5.02 of the Indenture, filing any financing statements and financing change or continuation statements under the PPSA (or other applicable personal property security laws) UCC with respect to the Security Interest Liens and security interests granted hereunder or under any other document or agreement executed and delivered in connection with the Trust Indenture; Transaction Document, (diii) transferring Collateral to the Trustee's possession if such Collateral consists for the benefit of Chattel Paper, Instruments or Securities in any case having a value in excess of $50,000 or itself and the Holders (if a Security Interest security interest in such Collateral can be perfected only by possession, or if requested by Trustee (but not including any Collateral consisting of Chattel Paper, which shall remain in its discretion or acting upon written request set forth the Company's possession in a Debentureholders' Instrument); accordance with Section 4.12 hereof) and (eiv) obtaining, or using commercially reasonable its best efforts to obtain, obtain waivers of Liens, if any exist, from landlords, warehousemen landlords and mortgageesmortgagees in accordance with the Indenture. The Company also hereby authorizes Trustee the Trustee, for the benefit of itself and the Holders to file any such financing or financing change continuation statements without the signature of the Company to the extent permitted by applicable law. If any amount payable under or in connection with any of the Collateral collateral is or shall become evidenced by any Instrument, at the request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument), but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights, such InstrumentInstruments, other than cheques checks and notes Securities received in the ordinary course of business, shall be duly endorsed in a manner satisfactory to the Trustee immediately upon the Company's receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, time upon the written request consent of the Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument) and at the sole expense of the CompanyGuarantors, the Company each Guarantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further actions as the Trustee may deem desirable (or require acting upon a written request set forth in a Debentureholders' Instrument) to obtain the full benefits of this Security Agreement and of the rights and powers herein granted, including, but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights: including without limitation (a) delivering copies of all statements of accounts, bills, invoices and books of account relating to Accounts and all records, ledgers, reports, correspondence, schedules, documents, statements, lists and other writings relating to the Collateral for the purpose of inspecting, auditing or copying the same; (bi) using commercially reasonable its best efforts to secure all consents and approvals necessary or appropriate for the assignment to or for the benefit of Trustee, the Trustee for the benefit of Secured Partiesitself and the Holders, of any Licence license or Contract contract held by the Company such Guarantor or in to which the Company such Guarantor has any rights not heretofore assigned; , or any other General Intangible which by its terms is unassignable, (cii) filing any financing statements and financing change or continuation statements under the PPSA (or other applicable personal property security laws) UCC with respect to the Security Interest Liens and security interests granted hereunder or under any other document or agreement executed and delivered in connection with the Trust Indenture; Transaction Document, (diii) transferring Collateral to the Trustee's possession for the benefit of itself and the Holders (if such Collateral consists of Chattel Paper, Instruments or Securities in any case having a value in excess of $50,000 Paper or if a Security Interest security interest in such Collateral can be perfected only by possession, or if requested by Trustee (in its discretion or acting upon written request set forth in a Debentureholders' Instrument); ) and (eiv) obtaining, or using commercially reasonable its best efforts to obtain, obtain waivers of Liens, if any exist, from landlords, warehousemen landlords and mortgageesmortgagees in accordance with the Indenture. The Company Each Guarantor also hereby authorizes Trustee the Trustee, for the benefit of itself and the Holders to file any such financing or financing change continuation statements without the signature of the Company such Guarantor to the extent permitted by applicable law. If any amount payable under or in connection with any of the Collateral collateral is or shall become evidenced by any Instrument, at the request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument), but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights, such InstrumentInstruments, other than cheques checks and notes Securities received in the ordinary course of business, shall be duly endorsed in a manner satisfactory to the Trustee immediately upon the Companysuch Guarantor's receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, time upon the written request consent of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument) the Agent and at the sole expense of the Companyeach Grantor, the Company each Grantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further actions as Trustee the Agent may deem desirable (or require acting upon a written request set forth in a Debentureholders' Instrument) to obtain the full benefits of this Security Agreement and of the rights and powers herein granted, including, but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights: including without limitation (a) delivering copies of all statements of accounts, bills, invoices and books of account relating to Accounts and all records, ledgers, reports, correspondence, schedules, documents, statements, lists and other writings relating to the Collateral for the purpose of inspecting, auditing or copying the same; (bi) using commercially reasonable its best efforts to secure all consents and approvals necessary or appropriate for the assignment to or for the benefit of Trusteethe Agent, for the benefit of Secured Partiesitself, the Banks and the Issuing Banks, of any Licence license or Contract contract held by the Company such Grantor or in to which the Company such Grantor has any rights not heretofore assigned; , (cii) filing any financing statements and financing change or continuation statements under the PPSA (or other applicable personal property security laws) UCC with respect to the Security Interest Liens and security interests granted hereunder or under any other document or agreement executed and delivered in connection with the Trust Indenture; Loan Document, (diii) transferring Collateral to Trusteethe Agent's possession for the benefit of itself, the Banks and the Issuing Banks (if such Collateral consists of Chattel Paper, Instruments or Securities in any case having a value in excess of $50,000 Paper or if a Security Interest security interest in such Collateral can be perfected only by possession), or if requested by Trustee (in its discretion or acting upon written request set forth in a Debentureholders' Instrument); and (eiv) obtaining, or using commercially reasonable its best efforts to obtain, obtain waivers of Liens, if any exist, from landlords, warehousemen landlords and mortgagees. The Company Each Grantor also hereby authorizes Trustee the Agent, for the benefit of itself, the Banks and the Issuing Banks, to file any such financing or financing change continuation statements without the signature of the Company such Grantor to the extent permitted by applicable law. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, at the request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument), but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights, such InstrumentInstruments, other than cheques checks and notes received in the ordinary course of business, shall be duly endorsed in a manner satisfactory to Trustee the Agent immediately upon the Companysuch ▇▇▇▇▇▇▇'s receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, time upon the written request consent of the Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument) and at the sole expense of the Company, the Company shall promptly and duly execute and deliver any and all such further instruments and documents and take such further actions as the Trustee may deem desirable (or require acting upon a written request set forth in a Debentureholders' Instrument) to obtain the full benefits of this Security Agreement and of the rights and powers herein granted, including, but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights: including without limitation (a) delivering copies of all statements of accounts, bills, invoices and books of account relating to Accounts and all records, ledgers, reports, correspondence, schedules, documents, statements, lists and other writings relating to the Collateral for the purpose of inspecting, auditing or copying the same; (bi) using commercially reasonable its best efforts to secure all consents and approvals necessary or appropriate for the assignment to or for the benefit of Trustee, the Trustee for the benefit of Secured Partiesitself and the Holders, of any Licence license or Contract contract held by the Company or in to which the Company has any rights not heretofore assigned; , or any other General Intangible which by its terms is unassignable, (cii) filing any financing statements and financing change or continuation statements under the PPSA (or other applicable personal property security laws) UCC with respect to the Security Interest Liens and security interests granted hereunder or under any other document or agreement executed and delivered in connection with the Trust Indenture; Transaction Document, (diii) transferring Collateral to the Trustee's possession for the benefit of itself and the Holders (if such Collateral consists of Chattel Paper, Instruments or Securities in any case having a value in excess of $50,000 Paper or if a Security Interest security interest in such Collateral can be perfected only by possession, or if requested by Trustee (in its discretion or acting upon written request set forth in a Debentureholders' Instrument); ) and (eiv) obtaining, or using commercially reasonable its best efforts to obtain, obtain waivers of Liens, if any exist, from landlords, warehousemen landlords and mortgageesmortgagees in accordance with the Indenture. The Company also hereby authorizes Trustee the Trustee, for the benefit of itself and the Holders to file any such financing or financing change continuation statements without the signature of the Company to the extent permitted by applicable law. If any amount payable under or in connection with any of the Collateral collateral is or shall become evidenced by any Instrument, at the request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument), but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights, such InstrumentInstruments, other than cheques checks and notes Securities received in the ordinary course of business, shall be duly endorsed in a manner satisfactory to the Trustee immediately upon the Company's receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument) time and at the sole expense of the CompanyGuarantors, the Company each Guarantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further actions as Trustee may deem desirable (or require acting upon a written request set forth in a Debentureholders' Instrument) are necessary to obtain the full benefits of this Security Agreement and of the rights and powers herein granted, includingincluding without limitation (i) upon the written request of the Trustee, but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights: (a) delivering copies of all statements of accounts, bills, invoices and books of account relating to Accounts and all records, ledgers, reports, correspondence, schedules, documents, statements, lists and other writings relating to the Collateral for the purpose of inspecting, auditing or copying the same; (b) using commercially reasonable its best efforts to secure all consents and approvals necessary or appropriate for the assignment to or for the benefit of Trustee, the Trustee for the benefit of Secured Partiesitself and the Holders, of any Licence license or Contract contract held by the Company such Guarantor or in to which the Company such Guarantor has any rights not heretofore assigned; , or any other General Intangible which by its terms is unassignable, (cii) in accordance with Section 5.02 of the Indenture, filing any financing statements and financing change or continuation statements under the PPSA (or other applicable personal property security laws) UCC with respect to the Security Interest Liens and security interests granted hereunder or under any other document or agreement executed and delivered in connection with the Trust Indenture; Transaction Document, (diii) transferring Collateral to the Trustee's possession if such Collateral consists for the benefit of Chattel Paper, Instruments or Securities in any case having a value in excess of $50,000 or itself and the Holders (if a Security Interest security interest in such Collateral can be perfected only by possession, or if requested by Trustee (but not including any Collateral consisting of Chattel Paper, which shall remain in its discretion or acting upon written request set forth such Guarantor's possession in a Debentureholders' Instrument); accordance with Section 4.12 hereof) and (eiv) obtaining, or using commercially reasonable its best efforts to obtain, obtain waivers of Liens, if any exist, from landlords, warehousemen landlords and mortgageesmortgagees in accordance with the Indenture. The Company Each Guarantor also hereby authorizes Trustee the Trustee, for the benefit of itself and the Holders to file any such financing or financing change continuation statements without the signature of the Company such Guarantor to the extent permitted by applicable law. If any amount payable under or in connection with any of the Collateral collateral is or shall become evidenced by any Instrument, at the request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument), but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights, such InstrumentInstruments, other than cheques checks and notes Securities received in the ordinary course of business, shall be duly endorsed in a manner satisfactory to the Trustee immediately upon the Companysuch Guarantor's receipt thereof.

Further Assurances; Pledge of Instruments. At Subject to the Subordination and Intercreditor Agreement, at any time and from time to time, upon the written request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument) ▇▇▇▇▇▇ and at the sole expense of the CompanyGrantor, the Company Grantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further actions as Trustee ▇▇▇▇▇▇ may deem ▇▇▇▇ desirable (or require acting upon a written request set forth in a Debentureholders' Instrument) to obtain the full benefits of this Security Agreement and of the rights and powers herein granted, including, but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights: including (a) delivering copies of all statements of accounts, bills, invoices and books of account relating to Accounts and all records, ledgers, reports, correspondence, schedules, documents, statements, lists and other writings relating to the Collateral for the purpose of inspecting, auditing or copying the same; (bi) using commercially reasonable its best efforts to secure all consents and approvals necessary or appropriate for the assignment to or for the benefit of Trustee, for the benefit of Secured Parties, ▇▇▇▇▇▇ of any Licence License or Contract held by the Company Grantor or in which the Company Grantor has any rights not heretofore assigned; , (cii) filing any financing statements and financing change or continuation statements under the PPSA (or other applicable personal property security laws) Code with respect to the Security Interest Liens granted hereunder or under any other document or agreement executed and delivered in connection with the Trust Indenture; Basic Document, (diii) transferring Collateral to Trustee's ▇▇▇▇▇▇'▇ possession if such Collateral consists of Chattel Paper, Instruments or Securities in any case having a value in excess of $50,000 or if a Security Interest in Lien on such Collateral can be perfected only by possession, or if requested by Trustee (in its discretion or acting upon written request set forth in a Debentureholders' Instrument); ▇▇▇▇▇▇, and (eiv) obtaining, or using commercially reasonable its best efforts to obtain, waivers of Liens, if any exist, from landlordslandlords and mortgagees in accordance with the Reimbursement Agreement, warehousemen and mortgageesother than Permitted Encumbrances. The Company Grantor also hereby authorizes Trustee ▇▇▇▇▇▇ to file any such financing or financing change continuation statements without the signature of the Company Grantor to the extent permitted by applicable law. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, at the request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument), but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights, such Instrument, other than cheques checks and notes received in the ordinary course of business, shall be duly endorsed in a manner satisfactory to Trustee ▇▇▇▇▇▇ immediately upon the CompanyGrantor's receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument) Agent and at the sole expense of the Companyeach Grantor, the Company such Grantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further actions as Trustee Agent may deem desirable (or require acting upon a written request set forth in a Debentureholders' Instrument) to obtain the full benefits of this Supplemental Security Agreement and of the rights and powers herein granted, including, but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights: including (a) delivering copies of all statements of accounts, bills, invoices and books of account relating to Accounts and all records, ledgers, reports, correspondence, schedules, documents, statements, lists and other writings relating to the Collateral for the purpose of inspecting, auditing or copying the same; (bi) using commercially its reasonable efforts to secure all consents and approvals necessary or appropriate for the assignment to or for the benefit of TrusteeAgent, for itself and the ratable benefit of Secured PartiesLenders, of any Licence License or Contract held by the Company such Grantor or in which the Company such Grantor has any rights not heretofore assigned; , (cii) filing any financing statements and financing change or continuation statements under the PPSA (or other applicable personal property security laws) Code with respect to the Security Interest Liens and security interests granted hereunder or under any other document or agreement executed and delivered in connection with the Trust Indenture; Loan Document, (diii) transferring Collateral to TrusteeAgent's possession (for the benefit of Agent and Lenders) if such Collateral consists of Chattel Paper, Instruments or Securities in any case having a value in excess of $50,000 or if a Security Interest security interest in such Collateral can be perfected only by possession, or if requested by Trustee (in its discretion or acting upon written request set forth in a Debentureholders' Instrument); Agent, and (eiv) obtaining, or using commercially its reasonable efforts to obtain, obtain waivers of Liens, if any exist, from landlords, warehousemen landlords and mortgagees, but only to the extent required by the Credit Agreement. The Company Each Grantor also hereby authorizes Trustee Agent, for itself and the ratable benefit of Lenders, to file any such financing or financing change continuation statements without the signature of the Company any Grantor to the extent permitted by applicable law. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, at the request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument), but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights, such Instrument, other than cheques checks and notes received in the ordinary course of business, shall be duly endorsed in a manner satisfactory to Trustee Agent immediately upon the Companya Grantor's receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time ----------------------------------------- to time, upon the written request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument) Lender and at the sole expense of the CompanyBorrower, the Company Borrower shall promptly and duly execute and deliver any and all such further instruments and documents and take such further actions action as Trustee Lender may reasonably deem desirable (or require acting upon a written request set forth in a Debentureholders' Instrument) to obtain the full benefits of this Security Agreement and of the rights and powers herein granted, including, but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights: including (a) delivering copies of all statements of accounts, bills, invoices and books of account relating to Accounts and all records, ledgers, reports, correspondence, schedules, documents, statements, lists and other writings relating to the Collateral for the purpose of inspecting, auditing or copying the same; (bi) using commercially reasonable its best efforts to secure all consents and approvals necessary or appropriate for the assignment to or for the benefit of Trustee, for the benefit of Secured Parties, Lender of any Licence License (including, but not limited to software licenses) or Contract held by the Company Borrower or in which the Company Borrower has any rights not heretofore assigned; , (cii) filing any financing statements and financing change or continuation statements under the PPSA (or other applicable personal property security laws) Code with respect to the Security Interest liens and security interests granted hereunder or under any other document or agreement executed and delivered in connection with the Trust Indenture; Loan Document, (diii) transferring Collateral to TrusteeLender's possession (if such Collateral consists of Chattel PaperDocuments, Instruments or Securities in any case having a value in excess of $50,000 Chattel Paper or if a Security Interest security interest in such Collateral can be perfected only by possession, or if requested by Trustee Lender) and (iv) using its best efforts to obtain waivers of liens from landlords and mortgagees (it being understood that Lender in its discretion or acting upon written request set forth in may establish a Debentureholders' Instrumentreasonable reserve against availability under this Agreement until the same have been obtained); and (e) obtaining, or using commercially reasonable efforts to obtain, waivers of Liens, if any exist, from landlords, warehousemen and mortgagees. The Company Borrower also hereby authorizes Trustee Lender to file any such financing or financing change statements continuation statement without the signature of the Company Borrower to the extent permitted by applicable law. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, at the request of Trustee (in its discretion or acting upon a written request set forth in a Debentureholders' Instrument), but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights, such Instrument, other than cheques checks and notes received in the ordinary course of business, shall be duly endorsed in a manner satisfactory to Trustee Lender immediately upon the CompanyBorrower's receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Trustee the CTR Lenders (in its discretion or acting upon a written request set forth in a Debentureholders' Instrumenttheir discretion) and at the sole expense of the Company, the Company shall promptly and duly execute and deliver any and all such further instruments and documents and take such further actions as Trustee the CTR Lenders may deem desirable (or require acting upon a written request set forth in a Debentureholders' Instrument) to obtain the full benefits of this Security Agreement and of the rights and powers herein granted, including, but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights: (a) delivering copies of all statements of accounts, bills, invoices and books of account relating to Accounts and all records, ledgers, reports, correspondence, schedules, documents, statements, lists and other writings relating to the Collateral for the purpose of inspecting, auditing or copying the same; (b) using commercially reasonable efforts to secure all consents and approvals necessary or appropriate for the assignment to or for the benefit of Trustee, for the benefit of Secured PartiesCTR Lenders, of any Licence or Contract held by the Company or in which the Company has any rights not heretofore assigned; (c) filing any financing statements and financing change statements under the PPSA (or other applicable personal property security laws) with respect to the Security Interest granted hereunder or under any other document or agreement executed and delivered in connection with the Trust IndentureCTR Guarantee; (d) transferring Collateral to Trustee's the CTR Lenders' possession if such Collateral consists of Chattel Paper, Instruments or Securities in any case having a value in excess of $50,000 or if a Security Interest in such Collateral can be perfected only by possession, or if requested by Trustee the CTR Lenders (in its discretion or acting upon written request set forth in a Debentureholders' Instrumenttheir discretion); and (e) obtaining, or using commercially reasonable efforts to obtain, waivers of Liens, if any exist, from landlords, warehousemen and mortgagees. The Company also hereby authorizes Trustee the CTR Lenders to file any such financing or financing change statements without the signature of the Company to the extent permitted by applicable law. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, at the request of Trustee the CTR Lenders (in its discretion or acting upon a written request set forth in a Debentureholders' Instrumenttheir discretion), but subject to the prior rights of holders of Permitted Liens and to the extent not inconsistent with those rights, such Instrument, other than cheques and notes received in the ordinary course of business, shall be duly endorsed in a manner satisfactory to Trustee the CTR Lenders immediately upon the Company's receipt thereof.