Common use of Agreement to Grant Additional Security Clause in Contracts

Agreement to Grant Additional Security. Promptly, and in any event within 30 days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by the Administrative Agent or Collateral Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required Lenders, the Borrower will, and will cause each of their respective Domestic Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and (ii) with respect to real estate, (A) the execution of a Mortgage, (B) to the extent reasonably requested by the Administrative Agent, an opinion with respect to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date of such Mortgage, in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative Agent.

Agreement to Grant Additional Security. Promptly, and in any event within 30 days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by the Administrative Agent or Collateral Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required Lenders, the Borrower will, and will cause each of their respective Domestic Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and (ii) with respect to real estate, (A) the execution of a Mortgage, (B) to the extent reasonably requested by the Administrative Agent, an opinion with respect to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date of such Mortgage, in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of surveys and real estate appraisals but only to satisfying the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement Requirements of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative AgentLaw.

Agreement to Grant Additional Security. (i) Promptly, and in any event within 30 days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower Company or any Domestic Subsidiary Guarantor of assets or real or personal property or leasehold fee interests in real property of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereofhereof (other than (x) any fee interest in real property with a Fair Market Value at the date of acquisition thereof of less than $2,000,000 or (y) assets with a Fair Market Value of less than $250,000 individually or $500,000 in the aggregate; provided that if the value of an asset (other than as to a real property or leasehold interest) is more than $500,000, in each case in which the Collateral Agent or the Company shall notify Administrative Agent does of the acquisition of such assets and, to the extent not have already Collateral which Administrative Agent has a perfected security interest under the pursuant to Security Documents (other than (u) Capital Stock subject to Section 7.11(c)Documents, (v) all such assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks will become additional Collateral hereunder to the extent perfection would require filing in any foreign jurisdiction, (x) Administrative Agent deems the pledge of such assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000practicable) (such items described by clauses (u) through (z) above, the “Excluded PropertyAdditional Collateral”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by the Administrative Agent or Collateral Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required Lenders, the Borrower Company will, and will cause each of their respective Domestic its Subsidiaries to, take all necessary action, including (iA) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate and (B) with respect to fee interests in real property, the execution of a mortgage, the obtaining of mortgagee title insurance policies, title surveys (either recent or existing) and real estate appraisals satisfying Requirements of Law, to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties Creditors pursuant to the Collateral Security Agreement Documents a perfected Lien (subject only to Permitted LiensLiens and perfected to the extent required by the Security Documents) in such Additional Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and Agreement. (ii) If, following a change in the relevant sections of the Code, the regulations and rules promulgated thereunder and any rulings issued thereunder and at the request of Administrative Agent or the Required Lenders, counsel for Company acceptable to Administrative Agent and the Required Lenders does not within 30 days after such request deliver evidence satisfactory to Administrative Agent with respect to real estateany Foreign Subsidiary of Company that: (1) a pledge of 66% or more of the total combined voting power of all classes of capital stock of such Foreign Subsidiary entitled to vote, (2) the entering into by such Foreign Subsidiary of a guaranty in substantially the form of the Subsidiary Guaranty or (3) the entering into by such Foreign Subsidiary of a security agreement in substantially the form of the Security Agreement, in either case would cause the earnings of such Foreign Subsidiary to be treated as a deemed dividend to such Foreign Subsidiary’s United States parent or would otherwise violate a material applicable law, then (A) in the execution case of a Mortgagefailure to deliver the evidence described in clause (1) above, that portion of such Foreign Subsidiary’s outstanding capital stock not theretofore pledged pursuant to a Security Document shall be pledged to Collateral Agent for the benefit of the Secured Creditors pursuant to a Security Document, (B) in the case of a failure to deliver the extent reasonably requested by the Administrative Agentevidence described in clause (2) above, an opinion with respect to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent Foreign Subsidiary shall execute and each deliver a guaranty of the Lenders Obligations of Company under the Loan Documents, and (C) in the case of a failure to deliver the evidence described in clause (3) above, such Foreign Subsidiary shall execute and dated deliver a Security Document granting Collateral Agent for the date benefit of the Secured Creditors a security interest in all of such MortgageForeign Subsidiary’s assets, in each case will all documents delivered pursuant to this Section 7.11(c) to be in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative AgentRequired Lenders.

Agreement to Grant Additional Security. i) Promptly, and in any event within 30 days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower Company or any Domestic Subsidiary Guarantor of assets or real or personal property or leasehold fee interests in real property of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereofhereof (other than (x) any fee interest in real property with a Fair Market Value at the date of acquisition thereof of less than $2,000,000 or (y) assets with a Fair Market Value of less than $250,000 individually or $500,000 in the aggregate; provided that if the value of an asset (other than as to a real property or leasehold interest) is more than $500,000, in each case in which the Collateral Agent or the Company shall notify Administrative Agent does of the acquisition of such assets and, to the extent not have already Collateral which Administrative Agent has a perfected security interest under the pursuant to Security Documents (other than (u) Capital Stock subject to Section 7.11(c)Documents, (v) all such assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks will become additional Collateral hereunder to the extent perfection would require filing in any foreign jurisdiction, (x) Administrative Agent deems the pledge of such assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000practicable) (such items described by clauses (u) through (z) above, the “Excluded PropertyAdditional Collateral”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by the Administrative Agent or Collateral Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required Lenders, the Borrower Company will, and will cause each of their respective Domestic its Subsidiaries to, take all necessary action, including (iA) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate and (B) with respect to fee interests in real property, the execution of a mortgage, the obtaining of mortgagee title insurance policies, title surveys (either recent or existing) and real estate appraisals satisfying Requirements of Law, to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties Creditors pursuant to the Collateral Security Agreement Documents a perfected Lien (subject only to Permitted LiensLiens and perfected to the extent required by the Security Documents) in such Additional Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and (ii) with respect to real estate, (A) the execution of a Mortgage, (B) to the extent reasonably requested by the Administrative Agent, an opinion with respect to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date of such Mortgage, in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative AgentAgreement.

Agreement to Grant Additional Security. (i) Promptly, and in any event within 30 days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower Company or any Domestic Subsidiary Guarantor of assets or real or personal property or leasehold fee interests in real property of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereofhereof (other than (x) any fee interest in real property with a Fair Market Value at the date of acquisition thereof of less than $2,000,000 or (y) assets with a Fair Market Value of less than $250,000 individually or $500,000 in the aggregate; provided that if the value of an asset (other than as to a real property or leasehold interest) is more than $500,000, in each case in which the Collateral Agent or the Company shall notify Administrative Agent does of the acquisition of such assets and, to the extent not have already Collateral which Administrative Agent has a perfected security interest under the pursuant to Security Documents (other than (u) Capital Stock subject to Section 7.11(c)Documents, (v) all such assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks will become additional Collateral hereunder to the extent perfection would require filing in any foreign jurisdiction, (x) Administrative Agent deems the pledge of such assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000practicable) (such items described by clauses (u) through (z) above, the “Excluded PropertyAdditional Collateral”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by the Administrative Agent or Collateral Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required Lenders, the Borrower Company will, and will cause each of their respective Domestic its Subsidiaries to, take all necessary action, including (iA) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate and (B) with respect to fee interests in real property, the execution of a mortgage, the obtaining of mortgagee title insurance policies, title surveys (either recent or existing) and real estate appraisals satisfying Requirements of Law, to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties Creditors pursuant to the Collateral Security Agreement Documents a perfected Lien (subject only to Permitted LiensLiens and perfected to the extent required by the Security Documents) in such Additional Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and Agreement. (ii) If, following a change in the relevant sections of the Code, the regulations and rules promulgated thereunder and any rulings issued thereunder and at the request of Administrative Agent or the Majority Lenders, counsel for Company acceptable to Administrative Agent and the Majority Lenders does not within 30 days after such request deliver evidence satisfactory to Administrative Agent with respect to real estateany Foreign Subsidiary of Company that: (a) a pledge of 66% or more of the total combined voting power of all classes of capital stock of such Foreign Subsidiary entitled to vote, (b) the entering into by such Foreign Subsidiary of a guaranty in substantially the form of the Subsidiary Guaranty or (c) the entering into by such Foreign Subsidiary of a security agreement in substantially the form of the Security Agreement, in either case would cause the earnings of such Foreign Subsidiary to be treated as a deemed dividend to such Foreign Subsidiary’s United States parent or would otherwise violate a material applicable law, then (A) in the execution case of a Mortgagefailure to deliver the evidence described in clause (a) above, that portion of such Foreign Subsidiary’s outstanding capital stock not theretofore pledged pursuant to a Security Document shall be pledged to Administrative Agent for the benefit of the Secured Creditors pursuant to a Security Document, (B) in the case of a failure to deliver the extent reasonably requested by evidence described in clause (b) above, such Foreign Subsidiary shall execute and deliver a guaranty of the Administrative AgentObligations of Company under the Loan Documents, an opinion with respect and (C) in the case of a failure to deliver the evidence described in clause (c) above, such Mortgage from local counsel to the Borrower addressed to the Foreign Subsidiary shall execute and deliver a Security Document granting Administrative Agent and each for the benefit of the Lenders and dated the date Secured Creditors a security interest in all of such MortgageForeign Subsidiary’s assets, in each case will all documents delivered pursuant to this Section 7.11(c) to be in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative AgentMajority Lenders.

Agreement to Grant Additional Security. i) Promptly, and in any event within 30 days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower Company or any Domestic Subsidiary Guarantor of assets or real or personal property or leasehold fee interests in real property of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereofhereof (other than (x) any fee interest in real property with a Fair Market Value at the date of acquisition thereof of less than $2,000,000 or (y) assets with a Fair Market Value of less than $250,000 individually or $500,000 in the aggregate; provided that if the value of an asset (other than as to a real property or leasehold interest) is more than $500,000, in each case in which the Collateral Agent or the Company shall notify Administrative Agent does of the acquisition of such assets and, to the extent not have already Collateral which Administrative Agent has a perfected security interest under the pursuant to Security Documents (other than (u) Capital Stock subject to Section 7.11(c)Documents, (v) all such assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks will become additional Collateral hereunder to the extent perfection would require filing in any foreign jurisdiction, (x) Administrative Agent deems the pledge of such assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000practicable) (such items described by clauses (u) through (z) above, the “Excluded PropertyAdditional Collateral”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by the Administrative Agent or Collateral Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required Lenders, the Borrower Company will, and will cause each of their respective Domestic its Subsidiaries to, take all necessary action, including (iA) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate and (B) with respect to fee interests in real property, the execution of a mortgage, the obtaining of mortgagee title insurance policies, title surveys (either recent or existing) and real estate appraisals satisfying Requirements of Law, to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties Creditors pursuant to the Collateral Security Agreement Documents a perfected Lien (subject only to Permitted LiensLiens and perfected to the extent required by the Security Documents) in such Additional Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and (ii) with respect to real estate, (A) the execution of a Mortgage, (B) to the extent reasonably requested by the Administrative Agent, an opinion with respect to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date of such Mortgage, in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative AgentAgreement.

Agreement to Grant Additional Security. Promptly, and in any event within 30 thirty (30) days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Restricted Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents (other than (ut) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property equipment subject to Liens permitted under Section 8.1(c8.1(b) under agreements which prohibit the creation of additional Liens on such assets, (yu) the property subject to the Headquarters Mortgage Loan Documents, (v) Capital Stock of a Subsidiary (which is governed by clause (c) below) (w) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 1,000,000 or (zx) any other asset with a fair market value of less than $100,000 individually (individually, provided that all such other assets collectively have a fair market value of less than $10,000,0005,000,000) (such items described by clauses (u) through (z) above, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after or promptly following request by the Administrative Agent or the Collateral Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required LendersLenders (the “Additional Collateral”), the Borrower will, and will cause each of their respective its Restricted Domestic Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate and (ii) with respect to real estate, the execution of a mortgage, the obtaining of title insurance policies, title surveys and real estate appraisals satisfying the Requirements of Law, to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties secured parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and (ii) with respect to real estate, (A) the execution of a Mortgage, (B) to the extent reasonably requested by the Administrative Agent, an opinion with respect to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date of such Mortgage, in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative AgentAgreement.

Agreement to Grant Additional Security. Promptly, and in any event within 30 thirty (30) days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the a Borrower or any of its Restricted Domestic Subsidiary Subsidiaries of assets or real or personal property or leasehold interests of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property equipment subject to Liens permitted under Section 8.1(c8.1(b) under agreements which prohibit the creation of additional Liens on such assets, (w) the property subject to the Headquarters Mortgage Loan Documents, (x) Capital Stock of a Subsidiary (which is governed by clause (c) below), (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 1,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (individually, provided that all such other assets collectively have a fair market value of less than $10,000,0005,000,000) (such items described by clauses (u) through (z) above, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after or promptly following request by the Administrative Agent or the Collateral Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required LendersLenders (the “Additional Collateral”), the Borrower will, take and will cause each of their respective Restricted Domestic Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate and (ii) with respect to real estate, the execution of a mortgage, the obtaining of title insurance policies, title surveys and real estate appraisals satisfying the Requirements of Law, to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties secured parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and (ii) with respect to real estate, (A) the execution of a Mortgage, (B) to the extent reasonably requested by the Administrative Agent, an opinion with respect to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date of such Mortgage, in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative AgentAgreement.

Agreement to Grant Additional Security. Promptly, and in any event within 30 days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereof, in each case located in which the Collateral Agent or the Administrative Agent does United States of America and not have already subject to a perfected security interest under the Security Documents prior Permitted Lien (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate with a fair market value at the date of acquisition thereof of less than $1,000,000 or leasehold interest acquired after the Closing Date (y) assets with a fair market value of less than $10,000,000 250,000 individually or (z) any other asset with a fair market $1,000,000 in the aggregate; PROVIDED that if the value of less is more than $100,000 individually (provided that all 250,000, Borrower shall notify Administrative Agent of the acquisition of such other assets collectively have and, to the extent not already Collateral which Administrative Agent has a fair market value perfected security interest pursuant to Security Documents, such assets will become additional Collateral hereunder to the extent Administrative Agent deems the pledge of less than $10,000,000such assets practicable) (such items described by clauses (u) through (z) abovethe "ADDITIONAL COLLATERAL"), “Excluded Property”)) Holdings and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by the Administrative Agent or Collateral Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required Lenders, the Borrower will, and will cause each of their respective its Domestic Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate and (ii) with respect to real estate, the execution of a mortgage, the obtaining of Mortgage Policies, title surveys and real estate appraisals satisfying all Requirements of Law, to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Security Documents and this Agreement and (ii) with respect to real estate, (A) the execution of a Mortgage, (B) to the extent reasonably requested by the Administrative Agent, an opinion with respect to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date of such Mortgage, in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative AgentAgreement.

Agreement to Grant Additional Security. (a) Promptly, and in any event within 30 thirty (30) days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents hereof (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above50,000), “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by notify the Administrative Agent of the acquisition of such assets or investments and, to the extent not already Collateral Agent with respect to any other after acquired collateral deemed material by in which the Administrative Agent has a perfected security interest pursuant to the Collateral Documents, such assets and investments if owned by the Borrower or Required Lendersa Domestic Subsidiary or, if no significant adverse tax consequences would be incurred by the Borrower, a Foreign Subsidiary will become additional Collateral hereunder to the extent the Administrative Agent deems the pledge of such assets practicable (the "Additional Collateral"), and the Borrower will, and will ---------------------- cause each of their respective Domestic Subsidiaries such Subsidiary to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral pursuant to and to the full extent required by the Security Collateral Documents and this Agreement Agreement. (b) Promptly, and in any event no later than thirty (ii30) days after a request with respect to real estatethereto, cause each of the Borrower's Domestic Subsidiaries (Awhich are not already a party thereto) the execution of a Mortgage, (B) to the extent reasonably requested by as the Administrative AgentAgent shall request to become party to, an opinion with respect or to such Mortgage from local counsel to the Borrower addressed execute and deliver, a Guaranty guarantying to the Administrative Agent and the Lenders the prompt payment, when and as due, of all Obligations of the Loan Parties under the Loan Documents, including all obligations under any Hedge Agreements or other hedging agreements, each such Guaranty to be in form and substance satisfactory to the Administrative Agent. (c) Promptly pledge to the Administrative Agent, for the ratable benefit of the Lenders and dated pursuant to the Pledge Agreement (or another pledge or security agreement in form and substance satisfactory to the Administrative Agent), not less than 65% of the Equity Interests of each of the Borrower's Foreign Subsidiaries which shall become a Subsidiary after the date hereof, unless no significant adverse tax consequences would be incurred by the Borrower if up to any greater percentage were to be pledged. (d) Promptly, and in any event no later than thirty (30) days after a request with respect thereto, cause each Guarantor created or established after the date hereof to grant to the Administrative Agent, for the ratable benefit of the Lenders, a first priority Lien on all property (tangible and intangible) of such MortgageGuarantor upon terms similar to those set forth in the Collateral Documents and otherwise satisfactory in form and substance to Administrative Agent. The Borrowers shall cause each Guarantor, at its own expense, to become a party to a Security Agreement, an Intellectual Property Security Agreement, a Mortgage and any other Collateral Document and to execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record in any appropriate governmental office, any document or instrument reasonably deemed by Administrative Agent to be necessary or desirable for the creation and perfection of the foregoing Liens (including legal opinion, title insurance, consents, corporate documents and any additional or substitute security agreements or mortgages or deeds of trust). The Borrowers will cause each such Guarantor to take all actions requested by Administrative Agent (including, without limitation, the filing of UCC-1's) in connection with the granting of such security interests. (e) Promptly, and in any event not later than thirty (30) days after a request with respect thereto, (i) deliver to the Administrative Agent the original of all instruments, documents and chattel paper, and all other Collateral of which the Administrative Agent determines it should have physical possession in order to perfect and protect its security interest therein, duly pledged, endorsed or assigned to the Administrative Agent without restriction; (ii) obtain landlord waivers, in form and substance reasonably satisfactory to the Administrative Agent, with respect to any inventory or other Collateral located at a location that is not owned by a Borrower or a Subsidiary; (Ciii) deliver to the obtaining Administrative Agent warehouse receipts covering any portion of title insurance policies the inventory or indemnification agreements other Collateral located in warehouses and for which warehouse receipts are issued; (iv) when an Event of Default exists, transfer inventory to locations designated by the Administrative Agent; (v) if any Collateral is at any time in the possession or control of any warehousemen, bailee or any Borrower's agents or processors, notify the Administrative Agent thereof and notify such person of the Administrative Agent's security interest in such Collateral and obtain a landlord waiver or bailee letter, in form and substance satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of from such person and instruct such person to hold all such Collateral for the Administrative Agent’s reasonable costs of real estate appraisals but only 's account subject to the extent the Administrative Agent Agent's instructions; (vi) if at any time any inventory or other Collateral is required to obtain located on any such real estate appraisals pursuant to the Requirement of Law and (F) delivery property of a copy ofBorrower which is subject to a mortgage or other Lien, or obtain a certificate as to coverage undermortgagee waiver, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative Agent, from the holder of each mortgage or other Lien on such real property; and (vii) take all such other actions and obtain all such other agreements as the Administrative Agent may reasonably deem necessary or desirable in respect of any Collateral. (f) The security interests required to be granted pursuant to this Section shall be granted pursuant to the Collateral Documents or, in the Administrative Agent's discretion, such other security documentation (which shall be substantially similar to the Collateral Documents already executed and delivered by the Borrower and any Subsidiary) as is satisfactory in form and substance to the Administrative Agent (the "Additional Collateral Documents") ------------------------------- and shall constitute valid and enforceable perfected security interests prior to the rights of all third Persons and subject to no other Liens except Liens permitted under Section 7.01. The Additional Collateral Documents and other instruments related thereto shall be duly recorded or filed in such manner and in such places and at such times as are required by law to establish, perfect, preserve and protect the Liens, in favor of the Administrative Agent, for the benefit of the Lenders, granted pursuant to the Additional Collateral Documents and, all taxes, fees and other charges payable in connection therewith shall be paid in full by the Borrower. At the time of the execution and delivery of Additional Collateral Documents, the Borrower shall cause to be delivered to the Administrative Agent such agreements, opinions of counsel, and other related documents as may be reasonably requested by the Administrative Agent or the Required Lenders to assure themselves that this Section has been complied with.

Agreement to Grant Additional Security. (a) Promptly, and in any event within 30 thirty (30) days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents hereof (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 50,000.00), including the capital stock of any direct or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion indirect Subsidiary of the Administration Agent) after request by Borrower, notify the Administrative Agent of the acquisition of such assets or investments and, to the extent not already Collateral Agent with respect to any other after acquired collateral deemed material by in which the Administrative Agent or Required Lendershas a perfected security interest pursuant to the Collateral Documents, such assets and investments will become additional Collateral hereunder to the extent the Administrative Agent deems the pledge of such assets practicable (the "ADDITIONAL COLLATERAL"), and the Borrower will, and will cause each of their respective Domestic its direct and indirect Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Security Collateral Documents and this Agreement Agreement. (b) Promptly, and in any event no later than thirty (ii30) days after a request by the Administrative Agent with respect thereto, cause each of the Borrower's direct and indirect Domestic Subsidiaries as the Administrative Agent shall request to real estatebecome party to, (A) the execution of or to execute and deliver a MortgageSubsidiary Guaranty, (B) guarantying to the extent Administrative Agent and the Lenders the prompt payment, when and as due, of all Obligations of the Loan Parties under the Loan Documents, including all obligations under any Hedge Agreements or other hedging agreements. (c) Promptly, and in any event no later than thirty (30) days after a request by the Administrative Agent with respect thereto, cause each Guarantor created or established after the date hereof to grant to the Administrative Agent, for the ratable benefit of the Lenders, a first priority Lien on all property (tangible and intangible) of such Guarantor, including, without limitation, all of the capital stock of any of its Domestic Subsidiaries and 65% of the stock of any of its Foreign Subsidiaries, upon terms similar to those set forth in the Collateral Documents and otherwise satisfactory in form and substance to the Administrative Agent. The Borrower shall cause each Guarantor, at its own expense, to become a party to a Security Agreement, an Intellectual Property Security Agreement, a Mortgage and any other Collateral Document and to execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record in any appropriate governmental office, any document or instrument reasonably deemed by the Administrative Agent to be necessary or desirable for the creation and perfection of the foregoing Liens (including legal opinion, title insurance, consents, corporate documents and any additional or substitute security agreements or mortgages or deeds of trust). The Borrower will cause each such Guarantor to take all actions reasonably requested by the Administrative AgentAgent (including, an opinion without limitation, the filing of UCC-1's) in connection with the granting of such security interests. (d) Promptly, and in any event not later than thirty (30) days after a request by the Administrative Agent with respect to such Mortgage from local counsel to the Borrower addressed thereto, (i) deliver to the Administrative Agent as Collateral security the original of all instruments, documents and each chattel paper, and all other Collateral of which the Lenders Administrative Agent determines it should have physical possession in order to perfect and dated protect its security interest therein, duly pledged, endorsed or assigned to the date of such MortgageAdministrative Agent without restriction; (ii) obtain landlord waivers, in form and substance reasonably satisfactory to the Administrative Agent, with respect to any Inventory or other Collateral located at a location that is not owned by the Borrower or a Subsidiary; (Ciii) deliver to the obtaining Administrative Agent warehouse receipts covering any portion of title insurance policies the Inventory or indemnification agreements other Collateral located in warehouses and for which warehouse receipts are issued; (iv) when an Event of Default exists, transfer Inventory to locations designated by the Administrative Agent; (v) if any Collateral valued in excess of $50,000.00 is at any time in the possession or control of any warehousemen, bailee or the Borrower's agents or processors, notify the Administrative Agent thereof and notify such person of the Administrative Agent's security interest in such Collateral and obtain a landlord waiver or bailee letter, in form and substance satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of from such person and instruct such person to hold all such Collateral for the Administrative Agent’s reasonable costs of real estate appraisals but only 's account subject to the extent the Administrative Agent Agent's instructions; (vi) if at any time any Inventory or other Collateral is required to obtain located on any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions property of the MortgageBorrower which is subject to a mortgage or other Lien, endorsed or otherwise amended to include obtain a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgageewaiver, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative Agent, from the holder of each mortgage or other Lien on such real property; and (vii) take all other reasonable actions and obtain all such other agreements as the Administrative Agent may reasonably deem necessary or desirable in respect of any Collateral. (e) The security interests required to be granted pursuant to this Section shall be granted pursuant to the Collateral Documents or, in the Administrative Agent's discretion, such other security documentation (which shall be substantially similar to the Collateral Documents already executed and delivered by the Borrower and the Guarantors) as is satisfactory in form and substance to the Administrative Agent (the "ADDITIONAL COLLATERAL DOCUMENTS") and shall constitute valid and enforceable perfected security interests prior to the rights of all third Persons and subject to no other Liens except Liens permitted under Section 6.1. The Additional Collateral Documents and other instruments related thereto shall be duly recorded or filed in such manner and in such places and at such times as are required by law to establish, perfect, preserve and protect the Liens, in favor of the Administrative Agent, for the benefit of the Lender Parties, granted pursuant to the Additional Collateral Documents and, all taxes, fees and other charges payable in connection therewith shall be paid in full by the Borrower. At the time of the execution and delivery of Additional Collateral Documents, the Borrower shall cause to be delivered to the Administrative Agent such agreements, opinions of counsel, and other related documents as may be reasonably requested by the Administrative Agent or the Required Lenders to assure themselves that this Section has been complied with.

Agreement to Grant Additional Security. (i) Promptly, and in any event within 30 thirty (30) days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents hereof (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above50,000), “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by notify the Administrative Agent of the acquisition of such assets or investments and, to the extent not already Collateral Agent with respect to any other after acquired collateral deemed material by in which the Administrative Agent or Required Lendershas a perfected security interest pursuant to the Collateral Documents, such assets and investments will become additional Collateral hereunder to the extent the Administrative Agent deems the pledge of such assets practicable (the "Additional Collateral"), and the Borrower will, and will cause each of their respective Domestic its Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Security Collateral Documents and this Agreement and Agreement. (ii) Promptly, and in any event no later than thirty (30) days after a request with respect to real estatethereto, cause (Aa) the execution LICO and each of a Mortgage, (B) to the extent reasonably requested by its Domestic Significant Subsidiaries and such other of LICO's Domestic Subsidiaries as the Administrative AgentAgent shall reasonably request, an opinion with respect and (b) each of the Borrower's Domestic Significant Subsidiaries and such other of the Borrower's Domestic Subsidiaries as the Administrative Agent shall reasonably request, to such Mortgage from local counsel become party to, or to the Borrower addressed execute and deliver, a Guaranty guarantying to the Administrative Agent and the Lenders the prompt payment, when and as due, of all Obligations of the Loan Parties under the Loan Documents, including all obligations under any Hedge Agreements entered into by a Lender Party pursuant to, and in accordance with the terms and conditions of, Section 5.02(b)(v), each such Guaranty to be in form and substance satisfactory to Administrative Agent. (iii) Promptly, and in any event no later than thirty (30) days after a request with respect thereto, pledge to the Administrative Agent, for the ratable benefit of the Lenders and dated pursuant to the Security Agreement (or another pledge or security agreement in form and substance satisfactory to the Administrative Agent), all (100%) of the capital stock of each of the Borrower's Domestic Subsidiaries (including, without limitation, of LICO and its Domestic Subsidiaries) and sixty-five percent (65%) of the capital stock of such of the Borrower's Foreign Subsidiaries (including, without limitation, of LICO's Foreign Subsidiaries) as the Administrative Agent shall reasonably request after consultation with the Borrower. (iv) Promptly, and in any event no later than thirty (30) days after a request with respect thereto, pledge to the Administrative Agent, for the ratable benefit of the Lenders, and pursuant to the Security Agreement (or another pledge and security agreement in form and substance satisfactory to the Administrative Agent) sixty-five percent (65%) of the capital stock of all or such of the Borrower's Foreign Significant Subsidiaries (including, without limitation, of LICO's Foreign Significant Subsidiaries) as the Administrative Agent or Required Lenders shall request and, in connection therewith, shall deliver such legal opinions (including, without limitation, of local counsel satisfactory to the Administrative Agent) as to perfection and other matters as the Administrative Agent or Required Lenders may request, each such legal opinion to be in form and substance satisfactory to the Administrative Agent and its counsel. (v) Promptly, and in any event no later than thirty (30) days after a request with respect thereto, cause each Guarantor created or established after the date hereof to grant to the Administrative Agent, for the ratable benefit of the Lenders, a first priority Lien on all property (tangible and intangible) of such MortgageGuarantor upon terms similar to those set forth in the Collateral Documents and otherwise satisfactory in form and substance to Administrative Agent. The Borrower shall cause each Guarantor, at its own expense, to become a party to a Security Agreement and an Intellectual Property Security Agreement and to execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record in any appropriate governmental office, any document or instrument reasonably deemed by Administrative Agent to be necessary or desirable for the creation and perfection of the foregoing Liens (including any additional or substitute security agreements). The Borrower will cause each such Guarantor to take all actions requested by Administrative Agent (including, without limitation, the filing of UCC-1's) in connection with the granting of such security interests. (vi) Promptly, and in any event not later than thirty (30) days after a request with respect thereto, (A) deliver to the Administrative Agent the original of all instruments, documents and chattel paper, and all other Collateral of which the Administrative Agent determines it should have physical possession in order to perfect and protect its security interest therein, duly pledged, endorsed or assigned to the Administrative Agent without restriction; (B) obtain landlord waivers, in form and substance reasonably satisfactory to the Administrative Agent, with respect to any Inventory or other Collateral located at a location that is not owned by the Borrower or a Subsidiary; (C) deliver to the obtaining Administrative Agent warehouse receipts covering any portion of title insurance policies the Inventory or indemnification agreements other Collateral located in warehouses and for which warehouse receipts are issued; (D) when an Event of Default exists, transfer Inventory to locations designated by the Administrative Agent; (E) if any Collateral is at any time in the possession or control of any warehousemen, bailee or any of the Borrower's agents or processors, notify the Administrative Agent thereof and notify such person of the Administrative Agent's security interest in such Collateral and obtain a landlord waiver or bailee letter, in form and substance satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of from such person and instruct such person to hold all such Collateral for the Administrative Agent’s reasonable costs of real estate appraisals but only 's account subject to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and Agent's instructions; (F) delivery of a copy of, if at any time any Inventory or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions other Collateral is located on any real property of the MortgageBorrower which is subject to a mortgage or other Lien, endorsed or otherwise amended to include obtain a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgageewaiver, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative Agent, from the holder of each mortgage or other Lien on such real property; and (G) take all such other actions and obtain all such other agreements as the Administrative Agent may reasonably deem necessary or desirable in respect of any Collateral. (vii) The security interests required to be granted pursuant to this Section shall be granted pursuant to the Collateral Documents or, in the Administrative Agent's discretion, such other security documentation (which shall be substantially similar to the Collateral Documents already executed and delivered by the Borrower) as is satisfactory in form and substance to Administrative Agent (the "Additional Collateral Documents") and shall constitute valid and enforceable perfected security interests prior to the rights of all third Persons and subject to no other Liens except Liens permitted under Section 5.02(a). The Additional Collateral Documents and other instruments related thereto shall be duly recorded or filed in such manner and in such places and at such times as are required by law to establish, perfect, preserve and protect the Liens, in favor of Administrative Agent, for the benefit of the Lender Parties, granted pursuant to the Additional Collateral Documents and, all taxes, fees and other charges payable in connection therewith shall be paid in full by the Borrower. At the time of the execution and delivery of Additional Collateral Documents, the Borrower shall cause to be delivered to Administrative Agent such agreements, opinions of counsel, and other related documents as may be reasonably requested by the Administrative Agent or the Required Lenders to assure themselves that this Section has been complied with.

Agreement to Grant Additional Security. (a) Promptly, and in any event within 30 thirty (30) days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary Guarantor of (i) assets or real or personal property or leasehold interests of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents hereof (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 100,000), including the capital stock of any direct or indirect Subsidiary of the Borrower or (zii) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) aboveMortgaged Property, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by notify the Administrative Agent of the acquisition of such assets or investments or Mortgaged Property and, to the extent not already Collateral Agent with respect to any other after acquired collateral deemed material by in which the Administrative Agent has a perfected security interest pursuant to the Collateral Documents, such assets and investments and Mortgaged Property will become additional Collateral hereunder to the extent the Administrative Agent deems the pledge of such assets or Required Lendersmortgage of such Mortgaged Property practicable, and the Borrower will, and will cause each of their respective Domestic Subsidiaries Subsidiary Guarantor to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCCUniform Commercial Code, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) or perfected mortgage on such Mortgaged Property pursuant to and to the full extent required by the Security Collateral Documents and this Agreement Agreement. (b) Promptly, and in any event no later than thirty (30) days after a request with respect thereto, cause each of the Borrower's direct and indirect Domestic Subsidiaries (other than Immaterial Subsidiaries and Insurance Subsidiary) as the Administrative Agent shall request to become party to, or to execute and deliver a Subsidiary Guaranty, guarantying to the Administrative Agent and the Lenders the prompt payment, when and as due, of all Obligations of the Borrower and its Subsidiaries under the Loan Documents, including all obligations under any Bank Hedge Agreements. (c) Promptly, and in any event no later than thirty (30) days after a request with respect thereto, cause each Subsidiary Guarantor created or established after the date hereof to grant to the Administrative Agent, for the ratable benefit of the Lenders, a first priority Lien (subject to Liens permitted pursuant to Section 6.1) on all property (tangible and intangible) of such Subsidiary Guarantor, including, without limitation, all of the capital stock of any of its Domestic Subsidiaries and (x) 65% (or such greater percentage which would not result in material adverse tax consequences) of the Voting Stock and (y) 100% (to the extent it would not result in material adverse tax consequences) of the non-voting stock of each Foreign Subsidiary, upon terms similar to those set forth in the Collateral Documents and otherwise reasonably satisfactory in form and substance to the Administrative Agent. The Borrower shall cause each Subsidiary Guarantor, at its own expense, to become a party to a Security Agreement, an Intellectual Property Security Agreement, a Mortgage (to the extent provided in clause (a) above) and any other Collateral Document and to execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record in any appropriate governmental office, any document or instrument reasonably deemed by the Administrative Agent to be necessary or desirable for the creation and perfection of the foregoing Liens (including legal opinion, title insurance, consents, corporate documents and any additional or substitute security agreements or mortgages or deeds of trust). The Borrower will cause each such Subsidiary Guarantor to take all reasonable actions requested by the Administrative Agent (including, without limitation, the filing of UCC-1's) in connection with the granting of such security interests. (d) Promptly, and in any event not later than thirty (30) days after a request with respect thereto, (i) deliver to the Administrative Agent the original of all instruments, documents and chattel paper, and all other Collateral of which the Administrative Agent determines it should have physical possession in order to perfect and protect its security interest therein, duly pledged, endorsed or assigned to the Administrative Agent without restriction; (ii) use reasonable efforts obtain landlord waivers, in form and substance satisfactory to the Administrative Agent, with respect to real estateany material Inventory or other Collateral located at a location that is not owned by the Borrower or a Subsidiary; (iii) deliver to the Administrative Agent warehouse receipts covering any portion of the Inventory or other Collateral located in warehouses and for which warehouse receipts are issued; (iv) when an Event of Default exists, transfer Inventory to locations designated by the Administrative Agent; (Av) if any Collateral is at any time in the execution possession or control of a Mortgageany warehousemen, (B) bailee or the Borrower's agents or processors, notify the Administrative Agent thereof and notify such person of the Administrative Agent's security interest in such Collateral and to the extent reasonably requested by the Administrative Agent and to the extent the value of such Collateral exceeds $1,000,000 and use reasonable efforts to obtain a landlord waiver or bailee letter, in form and substance satisfactory to the Administrative Agent, from such person and instruct such person to hold all such Collateral for the Administrative Agent's account subject to the Administrative Agent's instructions; (vi) if at any time any Inventory or other Collateral with a value individually in excess of $250,000 (or $1,000,000 in the aggregate with respect to all such property) is located on any real property of the Borrower which is subject to a mortgage or other Lien and to the extent requested by the Administrative Agent, an opinion with respect use reasonable efforts to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date of such Mortgageobtain a mortgagee waiver, in form and substance reasonably satisfactory to the Administrative Agent, from the holder of each mortgage or other Lien on such real property; and (Cvii) to the obtaining extent not inconsistent with the terms of title insurance policies this Agreement, take all such other actions and obtain all such other agreements as the Administrative Agent may reasonably deem necessary or indemnification agreements desirable in respect of any Collateral. (e) The security interests required to be granted pursuant to this Section shall be granted pursuant to the Collateral Documents or, in the Administrative Agent's discretion, such other security documentation (which shall be substantially similar to the Collateral Documents already executed and delivered by the Borrower and the Guarantors) as is satisfactory in form and substance to the Administrative Agent (the "Additional Collateral Documents") and shall constitute valid and enforceable perfected security interests prior to the rights of all third Persons and subject to no other Liens except Liens permitted under Section 6.1. The Additional Collateral Documents and other instruments related thereto shall be duly recorded or filed in such manner and in such places and at such times as are required by law to establish, perfect, preserve and protect the Liens, in favor of the Administrative Agent, (D) for the obtaining of title surveys, (E) reimbursement benefit of the Administrative Agent’s reasonable costs of real estate appraisals but only Lender Parties, granted pursuant to the extent Additional Collateral Documents and, all taxes, fees and other charges payable in connection therewith shall be paid in full by the Borrower. At the time of the execution and delivery of Additional Collateral Documents, the Borrower shall cause to be delivered to the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement agreements, opinions of Law counsel, and (F) delivery of a copy of, or a certificate other related documents as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance may be reasonably satisfactory to requested by the Administrative AgentAgent or the Required Lenders to assure themselves that this Section has been complied with.

Agreement to Grant Additional Security. Promptly, and in any event within 30 days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrightsCopyrights, patents Patents and trademarks Trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Amendment and Restatement Effective Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by the Administrative Agent or Collateral Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required Lenders, the Borrower and Holdings will, and will cause each of their respective Domestic Subsidiaries (including the Borrower) to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and (ii) with respect to real estate, (A) the execution of a Mortgage, (B) to the extent reasonably requested by the Administrative Agent, an opinion with respect to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date of such Mortgage, in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of surveys and real estate appraisals but only to satisfying the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement Requirements of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative AgentLaw.

Agreement to Grant Additional Security. (i) Promptly, and in any event within 30 thirty days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower Company or any Domestic Subsidiary Guarantor of assets or real or personal property or leasehold fee interests in real property of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereofhereof (other than (x) any fee interest in real property with a Fair Market Value at the date of acquisition thereof of less than $2,000,000 or (y) assets with a Fair Market Value of less than $250,000 individually or $500,000 in the aggregate; provided that if the value of an asset (other than as to a real property or leasehold interest) is more than $500,000, in each case Company shall notify Collateral Agent of the acquisition of such assets and, to the extent not already Collateral in which the Collateral Agent or the Administrative Agent does not have has a perfected security interest under the pursuant to Security Documents (other than (u) Capital Stock subject to Section 7.11(c)Documents, (v) all such assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks will become additional Collateral hereunder to the extent perfection would require filing in any foreign jurisdiction, (x) Collateral Agent deems the pledge of such assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000practicable) (such items described by clauses (u) through (z) above, the “Excluded PropertyAdditional Collateral”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by the Administrative Agent or Collateral Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required Lenders, the Borrower Company will, and will cause each of their respective Domestic its Subsidiaries to, take all necessary action, including (iA) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate and (B) with respect to fee interests in real property, the execution of a mortgage, the obtaining of mortgagee title insurance policies, title surveys (either recent or existing) and real estate appraisals satisfying Requirements of Law, to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties Creditors pursuant to the Collateral Security Agreement Documents a perfected Lien (subject only to Permitted LiensLiens and perfected to the extent required by the Security Documents) in such Additional Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and Agreement. (ii) If, following a change in the relevant sections of the Code, the regulations and rules promulgated thereunder and any rulings issued thereunder and at the request of Collateral Agent or the Required Lenders, counsel for Company acceptable to Collateral Agent or the Required Lenders does not within thirty days after such request deliver evidence satisfactory to Collateral Agent with respect to real estate, any Foreign Subsidiary of Company that: (Aa) a pledge of 66% or more of the total combined voting power of all classes of capital stock of such Foreign Subsidiary entitled to vote, (b) the execution entering into by such Foreign Subsidiary of a Mortgageguaranty in substantially the form of the Subsidiary Guaranty, or (Bc) the entering into by such Foreign Subsidiary of a security agreement in substantially the form of the Security Agreement, in either case would cause the earnings of such Foreign Subsidiary to be treated as a deemed dividend to such Foreign Subsidiary’s United States parent or would otherwise violate a material applicable law, then (1) in the case of a failure to deliver the evidence described in clause (a) above, that portion of such Foreign Subsidiary’s outstanding capital stock not theretofore pledged pursuant to a Security Document shall be pledged to Collateral Agent for the benefit of the Secured Creditors pursuant to a Security Document, (2) in the case of a failure to deliver the evidence described in clause (b) above, such Foreign Subsidiary shall execute and deliver a guaranty of the Obligations of Borrowers under the Loan Documents, and (3) in the case of a failure to deliver the evidence described in clause (c) above, such Foreign Subsidiary shall execute and deliver a Security Document granting Administrative Agent for the benefit of the Secured Creditors a security interest in all of such Foreign Subsidiary’s assets, in each case will all documents delivered pursuant to this Section 7.11(c) to the extent reasonably requested by the Administrative Agent, an opinion with respect to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date of such Mortgage, be in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative Agent.

Agreement to Grant Additional Security. Promptly, and in any event within 30 days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by the Administrative Agent or Collateral Agent with respect to any other after acquired collateral deemed material by the Administrative Agent or Required Lenders, the Borrower will, and will cause each of their respective Domestic Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and (ii) with respect to real estate, (A) the execution of a Mortgage, (B) to the extent reasonably requested by the Administrative Agent, an opinion with respect to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date of such Mortgage, in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement Requirements of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative Agent.

Agreement to Grant Additional Security. (a) Promptly, and in any event within 30 thirty (30) days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests (including, without limitation, any Vessel) not consisting of Collateral but of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents hereof (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 50,000), including the capital stock of any direct or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion indirect Subsidiary of the Administration Agent) after request by Borrower (but excluding Xxxxx Insurance, the Garbage Subsidiary and any Subsidiary of the Garbage Subsidiary), notify the Administrative Agent of the acquisition of such assets or investments and such assets and investments will become additional Collateral Agent with respect hereunder to any other after acquired collateral deemed material by the extent the Administrative Agent or Required Lendersdeems the pledge of such assets practicable (the "ADDITIONAL COLLATERAL"), and the Borrower will, and will cause each of their respective Domestic its direct and indirect Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Security Collateral Documents and this Agreement Agreement. (b) Promptly, and in any event no later than thirty (ii30) days after a request with respect to real estatethereto, cause each of the Borrower's direct and indirect Subsidiaries (Aother than the Garbage Subsidiary or any Subsidiary of the Garbage Subsidiary, and Xxxxx Insurance) the execution of a Mortgage, (B) to the extent reasonably requested by as the Administrative AgentAgent shall request to become party to, an opinion with respect or to such Mortgage from local counsel to the Borrower addressed execute and deliver, a Subsidiary Guaranty, guarantying to the Administrative Agent and each the Lenders the prompt payment, when and as due, of all Obligations of the Lenders Loan Parties under the Loan Documents, including all obligations under any Hedge Agreements or other hedging agreements. (c) Promptly, and dated in any event no later than thirty (30) days after a request with respect thereto, cause each Guarantor created or established after the date hereof to grant to the Administrative Agent, for the ratable benefit of the Lenders, a first priority Lien on all property (tangible and intangible) of such MortgageGuarantor, including, without limitation, all of the capital stock of any of its Domestic Subsidiaries and 65% of the stock of any of its Foreign Subsidiaries, upon terms similar to those set forth in the Collateral Documents and otherwise satisfactory in form and substance to Administrative Agent. The Borrower shall cause each Guarantor, at its own expense, to become a party to a Security Agreement, an Intellectual Property Security Agreement, a Preferred Ship Mortgage and any other Collateral Document and to execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record in any appropriate governmental office, any document or instrument reasonably deemed by Administrative Agent to be necessary or desirable for the creation and perfection of the foregoing Liens (including legal opinion, consents, corporate documents and any additional or substitute security agreements or mortgages). The Borrower will cause each such Guarantor to take all actions requested by Administrative Agent (including, without limitation, the filing of UCC-1's) in connection with the granting of such security interests. (d) Promptly, and in any event not later than thirty (30) days after a request with respect thereto, (i) deliver to the Administrative Agent the original of all instruments, documents and chattel paper, and all other Collateral of which the Administrative Agent determines it should have physical possession in order to perfect and protect its security interest therein, duly pledged, endorsed or assigned to the Administrative Agent without restriction; (ii) when an Event of Default exists, transfer Inventory to locations designated by the Administrative Agent; (iii) if an Event of Default has occurred and is continuing, if any Collateral is at any such time in the possession or control of any warehousemen, bailee or the Borrower's agents or processors, notify the Administrative Agent thereof and notify such person of the Administrative Agent's security interest in such Collateral and obtain a landlord waiver or bailee letter, in form and substance reasonably satisfactory to the Administrative Agent, from such person and instruct such person to hold all such Collateral for the Administrative Agent's account subject to the Administrative Agent's instructions; (Civ) if an Event of Default has occurred and is continuing, if at any time any Inventory or other Collateral is located on any real property of the obtaining of title insurance policies Borrower which is subject to a mortgage or indemnification agreements other Lien, obtain a mortgagee waiver, in form and substance satisfactory to the Administrative Agent, from the holder of each mortgage or other Lien on such real property; and (Dv) take all such other actions and obtain all such other agreements as the obtaining Administrative Agent may reasonably deem necessary or desirable in respect of title surveysany Collateral. (e) The security interests required to be granted pursuant to this Section shall be granted pursuant to the Collateral Documents or, (E) reimbursement of in the Administrative Agent’s reasonable costs of real estate appraisals but only 's discretion, such other security documentation (which shall be substantially similar to the extent Collateral Documents already executed and delivered by the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof Borrower and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties Guarantors) as mortgagee, loss payee or additional insured (as applicable) and otherwise is satisfactory in form and substance reasonably satisfactory to Administrative Agent (the "Additional Collateral Documents") and shall constitute valid and enforceable perfected security interests prior to the rights of all third Persons and subject to no other Liens except Liens permitted under Section 6.1. The Additional Collateral Documents and other instruments related thereto shall be duly recorded or filed in such manner and in such places and at such times as are required by law to establish, perfect, preserve and protect the Liens, in favor of Administrative Agent, for the benefit of the Lender Parties, granted pursuant to the Additional Collateral Documents and, all taxes, fees and other charges payable in connection therewith shall be paid in full by the Borrower. At the time of the execution and delivery of Additional Collateral Documents, the Borrower shall cause to be delivered to Administrative Agent such agreements, opinions of counsel, and other related documents as may be reasonably requested by the Administrative Agent or the Required Lenders to assure themselves that this Section has been complied with.

Agreement to Grant Additional Security. Each Credit Party shall: (a) Promptly, and in any event within 30 not later than ten (10) days (unless otherwise extended prior to the acquisition of assets of the type that would have constituted Collateral at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests Execution Date and investments of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents Execution Date (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 50,000), including the capital Stock of any direct or indirect Subsidiary and including real estate interests (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) abovethe Xxxxxxxxx Data Center), “Excluded Property”)) and within 30 days (unless otherwise extended at notify the discretion Agent of the Administration Agentproposed acquisition of such assets or investments (if permitted hereunder) after request by and, to the Administrative extent not already Collateral in which the Agent or has a perfected security interest pursuant to the Collateral Documents, such assets and investments will become additional Collateral hereunder to the extent the Agent with respect to any other after acquired collateral deemed material by deems the Administrative Agent or Required Lenderspledge of such assets practicable (the "Additional Collateral"), and the Borrower Credit Party will, and will cause each of their respective Domestic its direct and indirect Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Security Collateral Documents and this Agreement. (b) Promptly, and in any event no later than the date on which an entity becomes a direct or indirect domestic Subsidiary of Holdings (or if acceptable to the Agent in the exercise of its sole discretion, not later than thirty (30) days after a request with respect thereto), cause each of Holdings' such direct and indirect Subsidiaries as the Agent shall request to become party to the Subsidiary Guaranty. (c) Promptly, and in any event no later than the date on which an entity becomes a direct or indirect domestic Subsidiary of Holdings (or if acceptable to the Agent in the exercise of its sole discretion, not later than thirty (30) days after a request with respect thereto), cause each Guarantor created or established after the Execution Date to grant to the Agent, for the ratable benefit of the Lessors, a first priority Lien (subject to Permitted Liens) on all property (tangible and intangible) of such Guarantor, including, without limitation, all of the outstanding capital stock of any of its domestic Subsidiaries, and Holdings and each domestic Subsidiary of Holdings shall grant such lien on the outstanding capital stock of any domestic Subsidiary, and (if and when requested by Agent in the exercise of its reasonable discretion) on 65% of the outstanding capital stock of any foreign Subsidiary, and, in each case, upon terms similar to those set forth in the Collateral Documents and otherwise reasonably satisfactory in form and substance to Agent. Lessee shall cause each domestic Guarantor, at its own expense, to become a party to the Security Agreement and any other Collateral Document (to the extent applicable to such Guarantor and its assets) and to execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record in any appropriate governmental office, any document or instrument reasonably deemed by Agent to be necessary or desirable for the creation and perfection of the foregoing Liens (including UCC, tax and judgment lien searches, legal opinions, title insurance, consents, corporate documents and any additional or substitute security agreements or mortgages or deeds of trust). Lessee will cause each such Credit Party to take all actions requested by Agent (including, without limitation, the filing of UCC-1's) in connection with the granting of such security interests. (d) Promptly, and in any event not later than thirty (30) days after a request with respect thereto, (i) deliver to the Agent the original of all instruments, documents and chattel paper, and all other Collateral of which the Agent determines it should have physical possession in order to perfect and protect its security interest therein, duly pledged, endorsed or assigned to the Agent without restriction; (ii) obtain landlord waivers, in form and substance satisfactory to the Agent, with respect to real estateany Collateral located at a location that is not owned by a Credit Party and at which a Credit Party maintains and continues to maintain Collateral having a book value in excess of $250,000; (iii) when an Event of Default exists, (A) the execution of a Mortgage, (B) transfer inventory to the extent reasonably requested locations designated by the Administrative Agent; (iv) if any Collateral (except immaterial amounts if the specific exclusion thereof from the terms of this clause shall have been consented to in writing by the Agent) is at any time in the possession or control of any warehousemen, an opinion with respect to bailee or any Credit Party's agents or processors, notify the Agent thereof and notify such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each person of the Lenders Agent's security interest in such Collateral and dated the date of such Mortgageobtain a landlord waiver or bailee letter, in form and substance reasonably satisfactory to the Administrative Agent, (C) from such person and instruct such person to hold all such Collateral for the obtaining of title insurance policies or indemnification agreements satisfactory Agent's account subject to the Administrative Agent, 's instructions; (Dv) the obtaining of title surveys, if at any time any Collateral is located on any real property owned by a Credit Party which is subject to a mortgage or other Lien (E) reimbursement other than in favor of the Administrative Agent’s reasonable costs of real estate appraisals but only to Agent for the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions ratable benefit of the MortgageLessors), endorsed or otherwise amended to include obtain a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgageewaiver, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative Agent, from the holder of each mortgage or other Lien on such real property; and (vi) take all such other actions and obtain all such other agreements as the Agent may reasonably deem necessary or desirable in respect of any Collateral. (e) The security interests required to be granted pursuant to this Section 5.12 shall be granted pursuant to the Collateral Documents or, in the Agent's discretion, such other security documentation (which shall be substantially similar to the Collateral Documents already executed and delivered by the Credit Parties) as is satisfactory in form and substance to Agent (the "Additional Collateral Documents") and shall constitute valid and enforceable perfected security interests prior to the rights of all third Persons and subject to no other Liens except Liens permitted under Section 6.7. The Additional Collateral Documents and other instruments related thereto shall be duly recorded or filed in such manner and in such places and at such times as are required by law to establish, perfect, preserve and protect the Liens, in favor of Agent for the ratable benefit of the Lessors, granted pursuant to the Additional Collateral Documents, and all taxes, fees and other charges payable in connection therewith shall be paid in full by the Credit Parties. At the time of the execution and delivery of Additional Collateral Documents, the Credit Parties shall cause to be delivered to Agent such agreements, opinions of counsel, and other related documents (including, without limitation, certified copies of certificates of incorporation, by-laws, corporate resolutions, incumbency certificates, good standing certificates, lien searches, and loss-payee endorsements) as may be reasonably requested by the Agent or the Lessors to assure themselves that this Section 5.12 has been complied with. (f) Promptly deliver to Agent a copy (when executed) of the fully executed Network Services Agreement between Holdings and MoneyLine, certified as true, correct and complete by a responsible officer of Holdings, which Agreement shall be upon substantially the same terms relating to minimum revenue commitments, payment terms and tenor of agreement and other material terms that directly or indirectly could affect any of the aforementioned terms or that could affect Agent's rights and remedies relating to its Collateral as set forth in the MoneyLine Network Services Term Sheet.

Agreement to Grant Additional Security. Promptly(a) Other than as to (i) assets or investments subject to subsections (b), (c) or (d) below, and (ii) assets or investments subject to a Lien expressly permitted under Sections 6.1(c), (d), (g) or (h), promptly, and in any event within 30 thirty (30) days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereof, in each case including all of the capital stock of any direct or indirect Domestic Subsidiary of the Borrower and 65% of the capital stock of any Foreign Subsidiary, notify the Administrative Agent of the acquisition of such assets or investments and, to the extent not already Collateral in which the Collateral Agent or the Administrative Agent does not have has a perfected security interest under pursuant to the Security Documents (other than (u) Capital Stock subject to Section 7.11(c)Collateral Documents, (v) all such assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks investments will become additional Collateral hereunder to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by the Administrative Agent or Collateral Agent with respect to any other after acquired collateral deemed material by deems the Administrative Agent or Required Lenderspledge of such assets practicable (the "ADDITIONAL COLLATERAL"), and the Borrower will, and will cause each of their respective Domestic its direct and indirect Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent Agent, for the benefit of the Secured Parties pursuant to the Collateral Security Agreement Lenders, a perfected Lien (subject only to Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral). (b) Promptly, and in any event no later than thirty (30) days after any Person that was not a direct or indirect Domestic Subsidiary of the Borrower as of the date hereof (and, accordingly, did not execute a Subsidiary Guaranty as required pursuant to Section 3.1(a)(vi) hereof) becomes a direct or indirect Domestic Subsidiary of the Borrower, such Person shall execute and deliver a Subsidiary Guaranty or a Subsidiary Guaranty Supplement substantially in the form of Exhibit A to the full extent required by the Security Documents and this Agreement and (ii) with respect Subsidiary Guaranty, guaranteeing to real estate, (A) the execution of a Mortgage, (B) to the extent reasonably requested by the Administrative Agent, an opinion for the benefit of the Lenders, the prompt payment, when and as due, of all Obligations of the Loan Parties under the Loan Documents, including all obligations under any Hedge Agreements or other hedging agreements. (c) Promptly, and in any event no later than thirty (30) days after a request with respect thereto, cause each Guarantor created or established after the date hereof to such Mortgage from local counsel grant to the Administrative Agent, for the ratable benefit of the Lenders, a first priority Lien on all property (tangible and intangible) of such Guarantor of a type covered under the Collateral Documents, including, without limitation, all of the capital stock of any of its Domestic Subsidiaries and 65% of the stock of any of its Foreign Subsidiaries, upon terms similar to those set forth in the Collateral Documents and otherwise satisfactory in form and substance to Administrative Agent. The Borrower addressed shall cause each Guarantor, at its own expense, to become a party to a Security Agreement, an Intellectual Property Security Agreement, a Mortgage and any other Collateral Document and to execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record in any appropriate governmental office, any document or instrument reasonably deemed by Administrative Agent to be necessary or desirable for the creation and perfection of the foregoing Liens (including legal opinion, title insurance, consents, corporate documents, UCC-1s and any additional or substitute security agreements or mortgages or deeds of trust). (d) Promptly, and in any event not later than thirty (30) days after a request with respect thereto, (i) deliver to the Administrative Agent the original of all instruments, documents and each chattel paper, and all other Collateral of which the Lenders Administrative Agent determines it should have physical possession in order to perfect and dated protect its security interest therein, duly pledged, endorsed or assigned to the date of such MortgageAdministrative Agent without restriction; (ii) obtain landlord waivers, in form and substance reasonably satisfactory to the Administrative Agent, with respect to any Inventory or other Collateral located at a location that is not owned by the Borrower or a Subsidiary; (Ciii) the obtaining of title insurance policies or indemnification agreements satisfactory deliver to the Administrative Agent warehouse receipts covering any portion of the Inventory or other Collateral located in warehouses and for which warehouse receipts are issued; (iv) when an Event of Default exists, transfer Inventory to locations designated by the Administrative Agent; (v) if any Collateral is at any time in the possession or control of any warehousemen, (D) bailee or the obtaining of title surveysBorrower's agents or processors, (E) reimbursement notify the Administrative Agent thereof and notify such person of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to 's security interest in such Collateral and obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy oflandlord waiver or bailee letter, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative Agent, from such person and instruct such person to hold all such Collateral for the Administrative Agent's account subject to the Administrative Agent's instructions; (vi) if at any time any Inventory or other Collateral is located on any real property of the Borrower which is subject to a mortgage or other Lien other than Liens created under the Collateral Documents, obtain a mortgagee waiver, in form and substance satisfactory to the Administrative Agent, from the holder of each mortgage or other Lien on such real property; and (vii) take all such other actions and obtain all such other agreements as the Administrative Agent may reasonably deem necessary or desirable in respect of any Collateral. (e) The security interests required to be granted pursuant to this Section shall be granted pursuant to the Collateral Documents or, in the Administrative Agent's discretion, such other security documentation (which shall be substantially similar to the Collateral Documents already executed and delivered by the Borrower and the Guarantors) as is satisfactory in form and substance to Administrative Agent (the "ADDITIONAL COLLATERAL DOCUMENTS") and shall constitute valid and enforceable perfected security interests prior to the rights of all third Persons and subject to no other Liens except Liens permitted under Section 6.1. The Additional Collateral Documents and other instruments related thereto shall be duly recorded or filed in such manner and in such places and at such times as are required by law to establish, perfect, preserve and protect the Liens, in favor of Administrative Agent, for the benefit of the Lender Parties, granted pursuant to the Additional Collateral Documents and, all taxes, fees and other charges payable in connection therewith shall be paid in full by the Borrower. At the time of the execution and delivery of Additional Collateral Documents, the Borrower shall cause to be delivered to the Administrative Agent such agreements, opinions of counsel, and other related documents as may be reasonably requested by the Administrative Agent to assure themselves that this Section has been complied with.

Agreement to Grant Additional Security. (a) Promptly, and in any event within 30 thirty (30) days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents hereof (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 50,000), including the capital stock of any direct or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion indirect Subsidiary of the Administration Agent) after request by Borrower, notify the Administrative Agent of the acquisition of such assets or investments to the extent not already Collateral Agent with respect to any other after acquired collateral deemed material by in which the Administrative Agent or Required Lendershas a perfected security interest pursuant to the Collateral Documents, such assets and investments will become additional Collateral hereunder to the extent the Administrative Agent deems the pledge of such assets practicable (the "Additional Collateral"), and the Borrower will, and will cause each of their respective Domestic its direct and indirect Subsidiaries to, take all reasonably necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the 82 75 offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Security Collateral Documents and this Agreement Agreement. (b) Promptly, and in any event no later than thirty (ii30) days after a request with respect to real estatethereto, (A) cause each of the execution of a Mortgage, (B) to the extent reasonably requested by Borrower's direct and indirect Subsidiaries as the Administrative AgentAgent shall request to become party to, an opinion with respect or to such Mortgage from local counsel to the Borrower addressed execute and deliver, a Subsidiary Guaranty, guarantying to the Administrative Agent and each the Lenders the prompt payment, when and as due, of all Obligations of the Lenders Loan Parties under the Loan Documents, including all obligations under any Hedge Agreements or other hedging agreements. (c) Promptly, and dated in any event no later than thirty (30) days after a request with respect thereto, cause each Guarantor created or established after the date hereof to grant to the Administrative Agent, for the ratable benefit of the Lenders, a first priority Lien on all property (tangible and intangible) of such MortgageGuarantor, including, without limitation, all of the capital stock of any of its Domestic Subsidiaries and 65% of the stock of any of its Foreign Subsidiaries, upon terms substantially similar to those set forth in the Collateral Documents and otherwise satisfactory in form and substance to Administrative Agent. The Borrower shall cause each Guarantor, at its own expense, to become a party to a Security Agreement, an Intellectual Property Security Agreement, a Mortgage and any other Collateral Document and to execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record in any appropriate governmental office, any document or instrument reasonably deemed by Administrative Agent to be necessary or desirable for the creation and perfection of the foregoing Liens (including legal opinion, title insurance, consents, corporate documents and any additional or substitute security agreements or mortgages or deeds of trust). The Borrower will cause each such Guarantor to take all actions requested by Administrative Agent (including, without limitation, the filing of UCC-1's) in connection with the granting of such security interests. (d) Promptly, and in any event not later than thirty (30) days after a request with respect thereto, (i) deliver to the Administrative Agent the original of all instruments, documents and chattel paper, and all other Collateral of which the Administrative Agent reasonably determines it should have physical possession in order to perfect and protect its security interest therein, duly pledged, endorsed or assigned to the Administrative Agent without restriction; (ii) use reasonable efforts to obtain landlord waivers, in form and substance reasonably satisfactory to the Administrative Agent, with respect to any Inventory or other Collateral located at a location that is not owned by the Borrower or a Subsidiary; (Ciii) the obtaining of title insurance policies or indemnification agreements satisfactory use reasonable efforts to deliver to the Administrative Agent warehouse receipts covering any portion of the Inventory or other Collateral located in warehouses and for which warehouse receipts are issued; (iv) when an Event of Default exists and is continuing, transfer Inventory to locations designated by the Administrative Agent; (v) if any Collateral is at any time in the possession or control of any warehousemen, (D) bailee or the obtaining of title surveysBorrower's agents or processors, (E) reimbursement notify the Administrative Agent thereof and notify such person of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative Agent.'s

Agreement to Grant Additional Security. (i) Promptly, and in any event within 30 days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower Company or ---------------------------------------- any Domestic Subsidiary Guarantor of assets or real or personal property or leasehold interests of the type that would have constituted Collateral on at the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents hereof (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 1,000,000 individually or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above, “Excluded Property”)2,500,000 in the aggregate) and within 30 days (unless otherwise extended at the discretion investments of the Administration Agent) after request by type that would have constituted Collateral on the Administrative Agent or Collateral Agent with respect to any other after acquired collateral deemed material by date hereof (the Administrative Agent or Required Lenders"Additional Collateral"), the Borrower Company will, and will cause each of their respective Domestic its Subsidiaries to, take all necessary action, ---------------------- including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate and (ii) with respect to real estate, the execution of a mortgage, the obtaining of title insurance policies, title surveys and real estate appraisals satisfying applicable Requirements of Law, to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties Creditors pursuant to the Collateral Security Agreement Documents a perfected Lien (subject only to Permitted Liens) in such Collateral pursuant to and to the full extent required by the Security Documents and this Agreement and Agreement. (ii) If, following a change in the relevant sections of the Code, the regulations and rules promulgated thereunder and any rulings issued thereunder and at the request of Administrative Agent or the Required Lenders, Company does not within 60 days after such request deliver evidence satisfactory to Administrative Agent with respect to real estate, any Foreign Subsidiary of Company that: (Aa) a pledge of 66% or more of the total combined voting power of all classes of capital stock of such Foreign Subsidiary entitled to vote, (b) the execution entering into by such Foreign Subsidiary of a Mortgageguaranty in substantially the form of the Subsidiary Guaranty or (c) the entering into by such Foreign Subsidiary of a security agreement in substantially the form of the Security Agreement, (B) in either case would cause the earnings of such Foreign Subsidiary to the extent reasonably requested by the Administrative Agent, an opinion with respect be treated as a deemed dividend to such Mortgage from local counsel Foreign Subsidiary's United States parent, would result in a material adverse tax impact on Company or its Subsidiaries, or would otherwise violate a material applicable law, then (1) in the case of a failure to deliver the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date evidence described in clause (a) above, that portion of such Mortgage, in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals Foreign Subsidiary's outstanding capital stock not theretofore pledged pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as Security Document shall be pledged to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf for the benefit of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory Creditors pursuant to the Administrative Agent.a Security Document,

Agreement to Grant Additional Security. Promptly(i) Subject to subsection 5.01(n) below, promptly, and in any event within 30 thirty (30) days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral at the Initial Funding Date and investments of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents Initial Funding Date (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above100,000), “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by notify the Administrative Agent of the acquisition of such assets or investments and, to the extent not already Collateral Agent with respect to any other after acquired collateral deemed material by in which the Administrative Agent or Required Lendershas a perfected security interest pursuant to the Collateral Documents, such assets and investments will become additional Collateral hereunder to the extent the Administrative Agent deems the pledge of such assets practicable (the "Additional Collateral"), and the Borrower will, and will cause each of their respective Domestic Subsidiaries toapplicable Subsidiary, to take all necessary action, including (i) providing appropriate lien searches and the filing of appropriate financing 95 statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to (A) grant the Collateral Agent or the Administrative Agent Agent, for itself and ratably for the benefit of the Secured Lender Parties pursuant to and the Collateral Security Agreement Hedge Banks, a perfected first priority Lien (subject only to other than Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Security Collateral Documents and this Agreement and (iiB) otherwise to the Administrative Agent any and all other agreements, documents and/or contracts which were similarly executed and/or delivered to the Administrative Agent at or prior to the Initial Funding Date with respect to real estatesuch grant of a security interest. (ii) Subject to subsection 5.01(n) below, contemporaneously with the consummation of a Permitted Acquisition or the formation of any Subsidiary, or at the request of the Administrative Agent, cause each of the Borrower's Subsidiaries as the Administrative Agent shall request to become party to, or to execute and deliver a Subsidiary Guaranty or a Foreign Guaranty, as the case may be, guarantying to the Administrative Agent, Lender Parties and the Hedge Banks the prompt payment, when and as due, of all Obligations of the Loan Parties under the Loan Documents, including all obligations under any Hedge Agreements or other hedging agreements. (iii) Subject to subsection 5.01(n) below, cause each Subsidiary Guarantor created or established (whether by acquisition, initial formation or otherwise) after the date hereof, concurrently with its creation or establishing, to grant to the Administrative Agent, for itself and ratably for the benefit of the Lender Parties and the Hedge Banks, a first priority Lien on all property (tangible and intangible) of such Guarantor which constitutes Collateral under the Security Agreement, including, without limitation, all of the capital stock of any of its Domestic Subsidiaries and 65% of the stock of any Foreign Subsidiaries organized under the laws of the United Kingdom or any other foreign country and owned directly by it, upon terms similar to those set forth in the Collateral Documents and otherwise satisfactory in form and substance to the Administrative Agent. The Borrower shall cause each Subsidiary Guarantor, at its own expense, to become a party to (or execute a separate) Security Agreement and any other Collateral Document and to execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record in any appropriate governmental office, any document or instrument reasonably deemed by the Administrative Agent to be necessary or desirable for the creation and perfection of the foregoing Liens. The Borrower will cause each such Subsidiary Guarantor to take all actions requested by the Administrative Agent (including, without limitation, the filing of UCC-1's, providing lien releases and payoff letters) in connection with the granting of such security interests. (iv) Subject to subsection 5.01(n) below, (Ai) the execution of a Mortgage, (B) deliver to the extent reasonably Administrative Agent the original of all instruments, documents and chattel paper, and all other Collateral of which the Administrative Agent should have physical possession in order to perfect and protect its security interest therein, duly pledged, endorsed or assigned to the Administrative Agent without restriction; (ii) use commercially reasonable efforts to obtain landlord waivers, in form and substance satisfactory to the Administrative Agent, with respect to any Inventory or other Collateral located at a location that is not owned by the Borrower or a Subsidiary; (iii) deliver to the Administrative Agent warehouse receipts covering any portion of the Inventory or other Collateral located in warehouses and for which warehouse receipts are issued; (iv) when an Event of Default exists, transfer Inventory to locations designated by the Administrative Agent; (v) if any Collateral is at any time in the possession or control of any warehousemen, bailee or the Borrower's agents or processors, notify the Administrative Agent thereof and notify such person of the Administrative Agent's security interest in such Collateral and obtain a landlord waiver or bailee letter, in form and substance satisfactory to the Administrative Agent, from such person and instruct such person to hold all such Collateral for the Administrative Agent's account subject to the Administrative Agent's instructions; (vi) if at any time any Inventory or other Collateral is located on any Real Property of the Borrower or its Subsidiaries which is subject to a mortgage or other Lien, obtain a mortgagee waiver, in form and substance satisfactory to the Administrative Agent, from the holder of each mortgage or other Lien on such real property; (vii) if requested by the Administrative Agent, an opinion if any Real Property exists with respect to such which a Mortgage from local counsel has not been granted to the Borrower addressed Administrative Agent, for itself and ratably for the benefit of the Lender Parties and the Hedge Banks, execute and deliver to the Administrative Agent a Mortgage and each of the Lenders associated environmental reports and dated the date of such Mortgagetitle insurance policy and UCC-1 financing statements, all in form and substance reasonably satisfactory to the Administrative Agent; and (viii) take all such other actions and obtain all such other agreements as the Administrative Agent may reasonably deem necessary or desirable in respect of any Collateral including, without limitation, UCC, federal and state tax lien searches and releases and payoff letters. This Section 5.01(m)(iv) shall be applicable to all Collateral whether existing on the Initial Funding Date or at any time thereafter, and it shall be deemed an Event of Default under this Agreement if the actions required by this Section 5.01(m)(iv) are not taken by the Borrower and its Subsidiaries, as applicable, as soon as practicable with respect to any such Collateral. (Cv) Subject to subsection 5.01(n) below, the obtaining security interests required to be granted pursuant to this Section shall be granted pursuant to the Collateral Documents or, in the Administrative Agent's discretion, such other security documentation (which shall be substantially similar to the Collateral Documents already executed and delivered by the Borrower and the Guarantors or is required to be executed pursuant to the definition of title insurance policies "Permitted Acquisition") as is satisfactory in form and substance to the Administrative Agent (the "Additional Collateral Documents") and shall constitute valid and enforceable perfected security interests prior to the rights of all third Persons subject to no other Liens except Liens permitted under Section 5.02(a) and shall be granted with respect to each type of Collateral which this Agreement or indemnification agreements satisfactory the other Loan Documents contemplate as Collateral. The Additional Collateral Documents and other instruments related thereto shall be duly recorded or filed in such manner and in such places and at such times as are required by law to establish, perfect, preserve and protect the Liens, in favor of the Administrative Agent, (D) for itself and ratably for the obtaining of title surveys, (E) reimbursement benefit of the Administrative Agent’s reasonable costs of real estate appraisals but only Lender Parties and the Hedge Banks, granted pursuant to the extent Additional Collateral Documents and, all taxes, fees and other charges payable in connection therewith shall be paid in full by the Borrower. At the time of the execution and delivery of Additional Collateral Documents, the Borrower shall cause to be delivered to the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement agreements, opinions of Law counsel, and (F) delivery of a copy of, or a certificate other related documents as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance may be reasonably satisfactory to requested by the Administrative AgentAgent or the Required Lenders to assure themselves that this Section 5.01(m) has been complied with.

Agreement to Grant Additional Security. (a) Promptly, and in any event within 30 thirty (30) days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary Guarantor of (i) assets or real or personal property or leasehold interests of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents hereof (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 100,000), including the capital stock of any direct or indirect Subsidiary of the Borrower or (zii) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) aboveMortgaged Property, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by notify the Administrative Agent of the acquisition of such assets or investments or Mortgaged Property and, to the extent not already Collateral Agent with respect to any other after acquired collateral deemed material by in which the Administrative Agent has a perfected security interest pursuant to the Collateral Documents, such assets and investments and Mortgaged Property will become additional Collateral hereunder to the extent the Administrative Agent deems the pledge of such assets or Required Lendersmortgage of such Mortgaged Property practicable (the "Additional Collateral"), and the Borrower will, and will cause each of their respective Domestic Subsidiaries Subsidiary Guarantor to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) or perfected mortgage on such Mortgaged Property pursuant to and to the full extent required by the Security Collateral Documents and this Agreement Agreement. (b) Promptly, and in any event no later than thirty (30) days after a request with respect thereto, cause each of the Borrower's direct and indirect Domestic Subsidiaries (other than Immaterial Subsidiaries) as the Administrative Agent shall request to become party to, or to execute and deliver a Subsidiary Guaranty, guarantying to the Administrative Agent and the Lenders the prompt payment, when and as due, of all Obligations of the Borrower and its Subsidiaries under the Loan Documents, including all obligations under any Bank Hedge Agreements. (c) Promptly, and in any event no later than thirty (30) days after a request with respect thereto, cause each Subsidiary Guarantor created or established after the date hereof to grant to the Administrative Agent, for the ratable benefit of the Lenders, a first priority Lien (subject to Liens permitted pursuant to Section 6.1) on all property (tangible and intangible) of such Subsidiary Guarantor, including, without limitation, all of the capital stock of any of its Domestic Subsidiaries 94 87 and (x) 65% (or such greater percentage which would not result in material adverse tax consequences) of the Voting Stock and (y) 100% of the non-voting stock of each Foreign Subsidiary, upon terms similar to those set forth in the Collateral Documents and otherwise reasonably satisfactory in form and substance to the Administrative Agent. The Borrower shall cause each Subsidiary Guarantor, at its own expense, to become a party to a Security Agreement, an Intellectual Property Security Agreement, a Mortgage (to the extent provided in clause (a) above) and any other Collateral Document and to execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record in any appropriate governmental office, any document or instrument reasonably deemed by the Administrative Agent to be necessary or desirable for the creation and perfection of the foregoing Liens (including legal opinion, title insurance, consents, corporate documents and any additional or substitute security agreements or mortgages or deeds of trust). The Borrower will cause each such Subsidiary Guarantor to take all reasonable actions requested by the Administrative Agent (including, without limitation, the filing of UCC-1's) in connection with the granting of such security interests. (d) Promptly, and in any event not later than thirty (30) days after a request with respect thereto, (i) deliver to the Administrative Agent the original of all instruments, documents and chattel paper, and all other Collateral of which the Administrative Agent determines it should have physical possession in order to perfect and protect its security interest therein, duly pledged, endorsed or assigned to the Administrative Agent without restriction; (ii) use reasonable efforts obtain landlord waivers, in form and substance satisfactory to the Administrative Agent, with respect to real estateany material Inventory or other Collateral located at a location that is not owned by the Borrower or a Subsidiary; (iii) deliver to the Administrative Agent warehouse receipts covering any portion of the Inventory or other Collateral located in warehouses and for which warehouse receipts are issued; (iv) when an Event of Default exists, transfer Inventory to locations designated by the Administrative Agent; (Av) if any Collateral is at any time in the execution possession or control of a Mortgageany warehousemen, (B) bailee or the Borrower's agents or processors, notify the Administrative Agent thereof and notify such person of the Administrative Agent's security interest in such Collateral and to the extent reasonably requested by the Administrative Agent and to the extent the value of such Collateral exceeds $1,000,000 and use reasonable efforts to obtain a landlord waiver or bailee letter, in form and substance satisfactory to the Administrative Agent, from such person and instruct such person to hold all such Collateral for the Administrative Agent's account subject to the Administrative Agent's instructions; (vi) if at any time any Inventory or other Collateral with a value individually in excess of $250,000 (or $1,000,000 in the aggregate with respect to all such property) is located on any real property of the Borrower which is subject to a mortgage or other Lien and to the extent requested by the Administrative Agent, an opinion with respect use reasonable efforts to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date of such Mortgageobtain a mortgagee waiver, in form and substance reasonably satisfactory to the Administrative Agent, from the holder of each mortgage or other Lien on such real property; and (Cvii) to the obtaining extent not inconsistent with the terms of title insurance policies this Agreement, take all such other actions and obtain all such other agreements as the Administrative Agent may reasonably deem necessary or indemnification agreements desirable in respect of any Collateral. 95 88 (e) The security interests required to be granted pursuant to this Section shall be granted pursuant to the Collateral Documents or, in the Administrative Agent's discretion, such other security documentation (which shall be substantially similar to the Collateral Documents already executed and delivered by the Borrower and the Guarantors) as is satisfactory in form and substance to the Administrative Agent (the "Additional Collateral Documents") and shall constitute valid and enforceable perfected security interests prior to the rights of all third Persons and subject to no other Liens except Liens permitted under Section 6.1. The Additional Collateral Documents and other instruments related thereto shall be duly recorded or filed in such manner and in such places and at such times as are required by law to establish, perfect, preserve and protect the Liens, in favor of the Administrative Agent, (D) for the obtaining of title surveys, (E) reimbursement benefit of the Administrative Agent’s reasonable costs of real estate appraisals but only Lender Parties, granted pursuant to the extent Additional Collateral Documents and, all taxes, fees and other charges payable in connection therewith shall be paid in full by the Borrower. At the time of the execution and delivery of Additional Collateral Documents, the Borrower shall cause to be delivered to the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement agreements, opinions of Law counsel, and (F) delivery of a copy of, or a certificate other related documents as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance may be reasonably satisfactory to requested by the Administrative AgentAgent or the Required Lenders to assure themselves that this Section has been complied with.

Agreement to Grant Additional Security. PromptlyAt any time after the date hereof, promptly, and in any event within 30 days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower Borrowers or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents hereof (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate with a fair market value at the date of acquisition thereof of less than $5,000,000 or leasehold interest acquired after the Closing Date (y) assets with a fair market value of less than $10,000,000 500,000 individually or (z) any other asset with a $2,000,000 in the aggregate; provided that, in each case, if the fair market value of less is more than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above1,000,000), “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion Borrowers shall notify Administrative Agent of the Administration Agent) after request by acquisition of such assets and, to the extent not already Collateral in which Administrative Agent or has a perfected security interest pursuant to Security Documents, such assets will become additional Collateral Agent with respect hereunder to any other after acquired collateral deemed material by the extent Administrative Agent or Required Lendersdeems the pledge of such assets practicable), the Borrower and Borrowers will, and will cause each of their respective Domestic its Subsidiaries to, take all necessary actionaction or any action reasonably requested by Administrative Agent in order to grant to Administrative Agent, for the benefit of Secured Creditors, a first priority security interest in such additional Collateral, including without limitation, the following: (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate appropriate; and (ii) with respect to real estate, the execution of a Mortgage, the making of all the relevant registrations, the obtaining of Mortgage Policies, title surveys and real estate appraisals satisfying all Requirements of Law, to grant the Collateral Agent or the Administrative Agent Agent, for the benefit of the Secured Parties pursuant to the Collateral Security Agreement Creditors, a perfected Lien (subject only to Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Security Documents and or this Agreement and (ii) with respect to real estate, (A) the execution of a Mortgage, (B) to the extent reasonably requested by the Administrative Agent, an opinion with respect to such Mortgage from local counsel to the Borrower addressed to the Administrative Agent and each of the Lenders and dated the date of such Mortgage, in form and substance reasonably satisfactory to the Administrative Agent, (C) the obtaining of title insurance policies or indemnification agreements satisfactory to the Administrative Agent, (D) the obtaining of title surveys, (E) reimbursement of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative AgentAgreement.

Agreement to Grant Additional Security. (a) Promptly, and in any event within 30 thirty (30) days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents hereof (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 50,000), including the capital stock of any direct or (z) any other asset with a fair market value indirect Subsidiary of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) aboveeach Borrower, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by notify the Administrative Agent of the acquisition of such assets or investments and, to the extent not already Collateral Agent with respect to any other after acquired collateral deemed material by in which the Administrative Agent or Required Lendershas a perfected security interest pursuant to the Collateral Documents, such assets and investments will become additional Collateral hereunder to the extent the Administrative Agent deems the pledge of such assets practicable (the "Additional Collateral"), and the Borrower will, and will cause each of their respective Domestic its direct and indirect Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Security Collateral Documents and this Agreement Agreement. (b) Promptly, and in any event no later than thirty (ii30) days after a request with respect to real estatethereto, cause each of such Borrower's direct and indirect Subsidiaries (A) except such as the execution of a Mortgage, (BAdministrative Agent shall exempt) to the extent reasonably requested by the Administrative Agentbecome party to, an opinion with respect or to such Mortgage from local counsel to the Borrower addressed execute and deliver, a Subsidiary Guaranty, guarantying to the Administrative Agent and each the Lenders the prompt payment, when and as due, of all Obligations of the Lenders Loan Parties under the Loan Documents, including all obligations under any hedging agreements. (c) Promptly, and dated in any event no later than thirty (30) days after a request with respect thereto, cause each Guarantor created or established after the date hereof to grant to the Administrative Agent, for the ratable benefit of the Lenders, a first priority Lien on all property (tangible and intangible) of such MortgageGuarantor, including, without limitation, all of the capital stock of any of its Domestic Subsidiaries and 65% of the stock of any of its Foreign Subsidiaries, upon terms similar to those set forth in the Collateral Documents and otherwise satisfactory in form and substance to the Administrative Agent. The Borrowers shall cause each Guarantor, at its own expense, to become a party to a Security Agreement, an Intellectual Property Security Agreement, a Mortgage and any other Collateral Document and to execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record in any appropriate governmental office, any document or instrument reasonably deemed by Administrative Agent to be necessary or desirable for the creation and perfection of the foregoing Liens (including legal opinion, title insurance, consents, corporate documents and any additional or substitute security agreements or mortgages or deeds of trust). The Borrowers will cause each such Guarantor to take all actions requested by Administrative Agent (including, without limitation, the filing of UCC-1's) in connection with the granting of such security interests. (d) Promptly, and in any event not later than thirty (30) days after a request with respect thereto, (i) deliver to the Administrative Agent the original of all instruments, documents and chattel paper, and all other Collateral of which the Administrative Agent determines it should have physical possession in order to perfect its security interest therein, duly pledged, endorsed or assigned to the Administrative Agent without restriction; (ii) obtain landlord waivers, in form and substance reasonably satisfactory to the Administrative Agent, with respect to any Inventory or other tangible Collateral located at a location that is not owned by such Borrower or a Subsidiary; (Ciii) the obtaining of title insurance policies or indemnification agreements satisfactory deliver to the Administrative Agent warehouse receipts covering any portion of the Inventory or other Collateral located in warehouses and for which warehouse receipts are issued; (iv) when an Event of Default exists, transfer Inventory to locations designated by the Administrative Agent; (v) if any Collateral is at any time in the possession or control of any warehousemen, (D) bailee or any Borrower's agents or processors, notify the obtaining of title surveys, (E) reimbursement Administrative Agent thereof and notify such person of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to 's security interest in such Collateral and obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy ofbailee letter, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative Agent, from such person and instruct such person to hold all such Collateral for the Administrative Agent's account subject to the Administrative Agent's instructions; (vi) if at any time any Inventory or other Collateral is located on any real property of any Borrower which is subject to a mortgage or other Lien, obtain a mortgagee waiver, in form and substance reasonably satisfactory to the Administrative Agent, from the holder of each mortgage or other Lien on such real property; and (vii) take all such other actions and obtain all such other agreements as the Administrative Agent may reasonably deem necessary or desirable in respect of any Collateral. (e) The security interests required to be granted pursuant to this Section shall be granted pursuant to the Collateral Documents or, in the Administrative Agent's discretion, such other security documentation (which shall be substantially similar to the Collateral Documents already executed and delivered by the Borrowers and the Guarantors) as is reasonably satisfactory in form and substance to Administrative Agent (the "Additional Collateral Documents") and shall constitute valid and enforceable perfected security interests prior to the rights of all third Persons and subject to no other Liens except Liens permitted under Section 6.1. The Additional Collateral Documents and other instruments related thereto shall be duly recorded or filed in such manner and in such places and at such times as are required by law to establish, perfect, preserve and protect the Liens, in favor of Administrative Agent, for the benefit of the Lender Parties, granted pursuant to the Additional Collateral Documents and, all taxes, fees and other charges payable in connection therewith shall be paid in full by the Borrowers. At the time of the execution and delivery of Additional Collateral Documents, the Borrowers shall cause to be delivered to Administrative Agent such agreements, opinions of counsel, and other related documents as may be reasonably requested by the Administrative Agent or the Required Lenders to assure themselves that this Section has been complied with.

Agreement to Grant Additional Security. (a) Promptly, and in any event within 30 thirty (30) days (unless otherwise extended at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests of the type that would have constituted Collateral at the date hereof and investments of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents hereof (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 50,000), including the capital stock of any direct or (z) any other asset with a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) above, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion indirect Subsidiary of the Administration Agent) after request by Borrower, notify the Administrative Agent of the acquisition of such assets or investments and, to the extent not already Collateral Agent with respect to any other after acquired collateral deemed material by in which the Administrative Agent or Required Lendershas a perfected security interest pursuant to the Collateral Documents, such assets and investments will become additional Collateral hereunder to the extent the Administrative Agent deems the pledge of such assets practicable (the "Additional Collateral"), and the Borrower will, and will cause each of their respective Domestic its direct and indirect Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing 80 statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Security Collateral Documents and this Agreement Agreement. (b) Promptly, and in any event no later than thirty (ii30) days after a request with respect to real estatethereto, cause each of the Borrower's direct and indirect Subsidiaries (A) except such as the execution of a Mortgage, (BAdministrative Agent shall exempt) to the extent reasonably requested by the Administrative Agentbecome party to, an opinion with respect or to such Mortgage from local counsel to the Borrower addressed execute and deliver, a Subsidiary Guaranty, guarantying to the Administrative Agent and each the Lenders the prompt payment, when and as due, of all Obligations of the Lenders Loan Parties under the Loan Documents, including all obligations under any hedging agreements. (c) Promptly, and dated in any event no later than thirty (30) days after a request with respect thereto, cause each Guarantor created or established after the date hereof to grant to the Administrative Agent, for the ratable benefit of the Lenders, a first priority Lien on all property (tangible and intangible) of such MortgageGuarantor, including, without limitation, all of the capital stock of any of its Domestic Subsidiaries and 65% of the stock of any of its Foreign Subsidiaries, upon terms similar to those set forth in the Collateral Documents and otherwise satisfactory in form and substance to the Administrative Agent. The Borrower shall cause each Guarantor, at its own expense, to become a party to a Security Agreement, an Intellectual Property Security Agreement, a Mortgage and any other Collateral Document and to execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record in any appropriate governmental office, any document or instrument reasonably deemed by Administrative Agent to be necessary or desirable for the creation and perfection of the foregoing Liens (including legal opinion, title insurance, consents, corporate documents and any additional or substitute security agreements or mortgages or deeds of trust). The Borrower will cause each such Guarantor to take all actions requested by Administrative Agent (including, without limitation, the filing of UCC-1's) in connection with the granting of such security interests. (d) Promptly, and in any event not later than thirty (30) days after a request with respect thereto, (i) deliver to the Administrative Agent the original of all instruments, documents and chattel paper, and all other Collateral of which the Administrative Agent determines it should have physical possession in order to perfect its security interest therein, duly pledged, endorsed or assigned to the Administrative Agent without restriction; (ii) obtain landlord waivers, in form and substance reasonably satisfactory to the Administrative Agent, with respect to any Inventory or other tangible Collateral located at a location that is not owned by the Borrower or a Subsidiary; (Ciii) the obtaining of title insurance policies or indemnification agreements satisfactory deliver to the Administrative Agent warehouse receipts covering any portion of the Inventory or other Collateral located in warehouses and for which warehouse receipts are issued; (iv) when an Event of Default exists, transfer Inventory to locations designated by the Administrative Agent; (v) if any Collateral is at any time in the possession or control of any warehousemen, (D) bailee or the obtaining of title surveysBorrower's agents or processors, (E) reimbursement notify the Administrative Agent thereof and notify such person of the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to 's security interest in such Collateral and obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy ofbailee letter, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative Agent, from such person and instruct such person to hold all such Collateral for the Administrative Agent's account subject to the Administrative Agent's instructions; (vi) if at any time any Inventory or other Collateral is located on any real property of the Borrower which is subject to a mortgage or other Lien, obtain a mortgagee waiver, in form and substance reasonably satisfactory to the Administrative Agent, from the holder of each mortgage or other Lien on such real property; and (vii) take all such other actions and obtain all such other agreements as the Administrative Agent may reasonably deem necessary or desirable in respect of any Collateral. (e) The security interests required to be granted pursuant to this Section shall be granted pursuant to the Collateral Documents or, in the Administrative Agent's discretion, such other security documentation (which shall be substantially similar to the Collateral Documents already executed and delivered by the Borrower and the Guarantors) as is reasonably satisfactory in form and substance to Administrative Agent (the "Additional Collateral Documents") and shall constitute valid and enforceable perfected security interests prior to the rights of all third Persons and subject to no other Liens except Liens permitted under Section 6.1. The Additional Collateral Documents and other instruments related thereto shall be duly recorded or filed in such manner and in such places and at such times as are required by law to establish, perfect, preserve and protect the Liens, in favor of Administrative Agent, for the benefit of the Lender Parties, granted pursuant to the Additional Collateral Documents and, all taxes, fees and other charges payable in connection therewith shall be paid in full by the Borrower. At the time of the execution and delivery of Additional Collateral Documents, the Borrower shall cause to be delivered to Administrative Agent such agreements, opinions of counsel, and other related documents as may be reasonably requested by the Administrative Agent or the Required Lenders to assure themselves that this Section has been complied with.

Agreement to Grant Additional Security. (a) Promptly, and in any event within 30 not later than ten (10) days (unless otherwise extended prior to the acquisition of assets of the type that would have constituted Collateral at the discretion of the Administration Agent) after the acquisition by the Borrower or any Domestic Subsidiary of assets or real or personal property or leasehold interests date hereof and investments of the type that would have constituted Collateral on the date hereof, in each case in which the Collateral Agent or the Administrative Agent does not have a perfected security interest under the Security Documents hereof (other than (u) Capital Stock subject to Section 7.11(c), (v) all assets owned by any Receivables Subsidiary, any of the Thai Holding Companies, or IRIC, (w) copyrights, patents and trademarks to the extent perfection would require filing in any foreign jurisdiction, (x) assets or real or personal property subject to Liens permitted under Section 8.1(c) under agreements which prohibit the creation of additional Liens on such assets, (y) any parcel of real estate or leasehold interest acquired after the Closing Date with a fair market value of less than $10,000,000 50,000), including the capital stock of any direct or (z) any other asset with indirect Subsidiary of a fair market value of less than $100,000 individually (provided that all such other assets collectively have a fair market value of less than $10,000,000) (such items described by clauses (u) through (z) aboveBorrower, “Excluded Property”)) and within 30 days (unless otherwise extended at the discretion of the Administration Agent) after request by notify the Administrative Agent of the proposed acquisition of such assets or investments (if permitted hereunder) and, to the extent not already Collateral Agent with respect to any other after acquired collateral deemed material by in which the Administrative Agent or Required Lendershas a perfected security interest pursuant to the Collateral Documents, such assets and investments will become additional Collateral hereunder to the Borrower extent the Administrative Agent deems the pledge of such assets practicable (the "ADDITIONAL COLLATERAL"), and the Borrowers will, and will cause each of their respective Domestic its direct and indirect Subsidiaries to, take all necessary action, including (i) the filing of appropriate financing statements under the provisions of the UCC, applicable foreign, domestic or local laws, rules or regulations in each of the offices where such filing is necessary or appropriate to grant the Collateral Agent or the Administrative Agent for the benefit of the Secured Parties pursuant to the Collateral Security Agreement a perfected Lien (subject only to Permitted Liens) in such Collateral (or comparable interest under foreign law in the case of foreign Collateral) pursuant to and to the full extent required by the Security Collateral Documents and this Agreement Agreement. (b) Promptly, and in any event no later than the date on which an entity becomes a direct or indirect Domestic Subsidiary of a Borrower (iior if acceptable to the Administrative Agent in the exercise of its sole discretion, not later than thirty (30) days after a request with respect thereto), cause each of the Borrowers' direct and indirect Domestic Subsidiaries as the Administrative Agent shall request to real estate, become party to the Subsidiary Guaranty (A) pursuant to the execution and delivery of a Mortgagesupplement thereto in the form of Exhibit A thereto). (c) Promptly, and in any event no later than the date on which an entity becomes a direct or indirect Domestic Subsidiary of a Borrower (B) or if acceptable to the extent reasonably requested by Administrative Agent in the exercise of its sole discretion, not later than thirty (30) days after a request with respect thereto), cause each Guarantor created or established after the date hereof to grant to the Administrative Agent, for the ratable benefit of the Lenders, a first priority Lien (subject to Permitted Liens) on all property (tangible and intangible) of such Guarantor, including, without limitation, all of the outstanding capital stock of any of its Domestic Subsidiaries and 65% of the outstanding stock of any of its Foreign Subsidiaries and each Borrower and Domestic Subsidiary shall grant such lien on the outstanding capital stock of any Foreign Subsidiary owned by such Borrower or Domestic Subsidiary (in the same percentages as set forth above) in each case, upon terms similar to those set forth in the Collateral Documents and otherwise reasonably satisfactory in form and substance to Administrative Agent. The Borrowers shall cause each Guarantor, at its own expense, to become a party to the Initial Security Agreement (pursuant to the execution and delivery of a supplement thereto in the form of Exhibit C thereto), an opinion Intellectual Property Security Agreement, a Mortgage and any other Collateral Document (to the extent applicable to such Guarantor and its assets) and to execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record in any appropriate governmental office, any document or instrument reasonably deemed by Administrative Agent to be necessary or desirable for the creation and perfection of the foregoing Liens (including UCC, tax and judgment lien searches, legal opinions, title insurance, consents, corporate documents and any additional or substitute security agreements or mortgages or deeds of trust), provided that no Mortgage will be required in respect of any leasehold for a location at which a Borrower or any Subsidiary maintains and continues to maintain less than $500,000 of Collateral or is not otherwise significant to such entity's continued operations. The Borrowers will cause each such Loan Party to take all actions requested by Administrative Agent (including, without limitation, the filing of UCC-1's) in connection with the granting of such security interests. (d) Promptly, and in any event not later than thirty (30) days after a request with respect to such Mortgage from local counsel to the Borrower addressed thereto, (i) deliver to the Administrative Agent the original of all instruments, documents and each chattel paper, and all other Collateral of which the Lenders Administrative Agent determines it should have physical possession in order to perfect and dated protect its security interest therein, duly pledged, endorsed or assigned to the date of such MortgageAdministrative Agent without restriction; (ii) obtain landlord waivers, in form and substance reasonably satisfactory to the Administrative Agent, with respect to any Inventory or other Collateral located at a location that is not owned by a Borrower or a Subsidiary and at which a Borrower or any Subsidiary maintains and continues to maintain Collateral having a book value in excess of $250,000; (Ciii) the obtaining of title insurance policies or indemnification agreements satisfactory deliver to the Administrative AgentAgent warehouse receipts covering any portion of the Inventory or other Collateral located in warehouses and for which warehouse receipts are issued; (iv) when an Event of Default exists, (D) the obtaining of title surveys, (E) reimbursement of transfer Inventory to locations designated by the Administrative Agent’s reasonable costs of real estate appraisals but only to the extent the Administrative Agent is required to obtain any such real estate appraisals pursuant to the Requirement of Law and (F) delivery of a copy of, or a certificate as to coverage under, the insurance policies required under Section 7.8 hereof and the applicable provisions of the Mortgage, endorsed or otherwise amended to include a “standard” or “New York” lender’s loss payee or mortgagee endorsement and naming the Collateral Agent on behalf of the Secured Parties as mortgagee, loss payee or additional insured (as applicable) and otherwise in form and substance reasonably satisfactory to the Administrative Agent.;