Common use of Collateral Protection Expenses Preservation of Collateral Clause in Contracts

Collateral Protection Expenses Preservation of Collateral. (a) If an Event of Default shall have occurred and be continuing, the Agent may discharge taxes and other encumbrances at any time levied or placed on any of the Collateral, make repairs thereto and pay any necessary filing fees. Each Grantor agrees to reimburse the Agent on demand for any and all expenditures so made. The Agent shall have no obligation to any Grantor to make any such expenditures, nor shall the making thereof relieve any Grantor of any default. (b) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each contract or agreement comprised in the Collateral to be observed or performed by such Grantor thereunder. The Agent shall not have any obligation or liability under any such contract or agreement by reason of or arising out of this Agreement or the receipt by the Agent of any payment relating to any of the Collateral, nor shall the Agent be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any such contract or agreement, to make inquiry as to the nature or sufficiency of any payment received by the Agent in respect of the Collateral or as to the sufficiency of any performance by any party under any such contract or agreement, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to the Agent or to which the Agent may be entitled at any time or times. The Agent’s sole duty with respect to the custody, safe keeping and physical preservation of the Collateral in its possession, under Sections 9-207 and 9-208 of the UCC or otherwise, shall be to deal with such Collateral in the same manner as the Agent deals with similar property for its own account. (c) Each Grantor shall, to the extent reasonably necessary to preserve and maintain the Intellectual Property Collateral and the interest of the Agent therein, diligently pursue legal or other action to enforce the Intellectual Property Collateral and any licenses thereof.

Collateral Protection Expenses Preservation of Collateral. (a) If an Event of Default shall have occurred and be continuing, the Agent may discharge taxes and other encumbrances at any time levied or placed on any of the Collateral, make repairs thereto and pay any necessary filing fees. Each Grantor The Issuer agrees to reimburse the Agent on demand for any and all expenditures so made. The Agent shall have no obligation to any Grantor the Issuer to make any such expenditures, nor shall the making thereof relieve any Grantor the Issuer of any default. (b) Anything herein to the contrary notwithstanding, each Grantor the Issuer shall remain liable under each contract or agreement comprised in the Collateral to be observed or performed by such Grantor the Issuer thereunder. The Agent shall not have any obligation or liability under any such contract or agreement by reason of or arising out of this Agreement or the receipt by the Agent of any payment relating to any of the Collateral, nor shall the Agent be obligated in any manner to perform any of the obligations of any Grantor the Issuer under or pursuant to any such contract or agreement, to make inquiry as to the nature or sufficiency of any payment received by the Agent in respect of the Collateral or as to the sufficiency of any performance by any party under any such contract or agreement, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to the Agent or to which the Agent may be entitled at any time or times. The Agent’s sole duty with respect to the custody, safe keeping and physical preservation of the Collateral in its possession, under Sections 9-207 and 9-208 of the UCC or otherwise, shall be to deal with such Collateral in the same manner as the Agent deals with similar property for its own account. (c) Each Grantor The Issuer shall, to the extent reasonably necessary to preserve and maintain the Intellectual Property Collateral and the interest of the Agent therein, diligently pursue legal or other action to enforce the Intellectual Property Collateral and any licenses thereof.

Collateral Protection Expenses Preservation of Collateral. (a) If an Event of Default shall have occurred and be continuingIn its discretion, the Agent Lender may discharge taxes and other encumbrances at any time levied or placed on any of the Collateral, make repairs thereto and pay any necessary filing fees. Each Grantor The Borrower agrees to reimburse the Agent Lender on demand for any and all expenditures so made. The Agent Lender shall have no obligation to any Grantor the Borrower to make any such expenditures, nor shall the making thereof relieve any Grantor the Borrower of any default. (b) Anything herein to the contrary notwithstanding, each Grantor the Borrower shall remain liable under each lease, contract or agreement comprised in the Collateral to be observed or performed by such Grantor the Borrower thereunder. The Agent Lender shall not have any obligation or liability under any such lease, contract or agreement by reason of or arising out of this Agreement or the receipt by the Agent Lender of any payment relating to any of the Collateral, nor shall the Agent Lender be obligated in any manner to perform any of the obligations of any Grantor the Borrower under or pursuant to any such lease, contract or agreement, to make inquiry as to the nature or sufficiency of any payment received by the Agent Lender in respect of the Collateral or as to the sufficiency of any performance by any party under any such lease, contract or agreement, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to the Agent Lender or to which the Agent Lender may be entitled at any time or times. The Agent’s Lender's sole duty with respect to the custody, safe safe-keeping and physical preservation of the Collateral in its possession, under Sections ss. 9-207 and 9-208 of the UCC Uniform Commercial Code of the State of Connecticut or otherwise, shall be to deal with such Collateral in the same manner as the Agent Lender deals with similar property for its own account. (c) Each Grantor shall, to the extent reasonably necessary to preserve and maintain the Intellectual Property Collateral and the interest of the Agent therein, diligently pursue legal or other action to enforce the Intellectual Property Collateral and any licenses thereof.

Collateral Protection Expenses Preservation of Collateral. (a) If an Event of Default shall have occurred and be continuing, the Collateral Agent may discharge taxes and other encumbrances at any time levied or placed on any of the Collateral, make repairs thereto and pay any necessary filing fees. Each Grantor agrees to reimburse the Collateral Agent on demand for any and all expenditures so made. The Collateral Agent shall have no obligation to any Grantor to make any such expenditures, nor shall the making thereof relieve any Grantor of any default. (b) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each contract or agreement comprised in the Collateral to be observed or performed by such Grantor thereunder. The Collateral Agent shall not have any obligation or liability under any such contract or agreement by reason of or arising out of this Agreement or the receipt by the Collateral Agent of any payment relating to any of the Collateral, nor shall the Collateral Agent be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any such contract or agreement, to make inquiry as to the nature or sufficiency of any payment received by the Collateral Agent in respect of the Collateral or as to the sufficiency of any performance by any party under any such contract or agreement, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to the Collateral Agent or to which the Collateral Agent may be entitled at any time or times. The Collateral Agent’s sole duty with respect to the custody, safe keeping and physical preservation of the Collateral in its possession, under Sections 9-207 and 9-208 of the UCC or otherwise, shall be to deal with such Collateral in the same manner as the Collateral Agent deals with similar property for its own account. (c) Each Grantor shall, to the extent reasonably necessary to preserve and maintain the Intellectual Property Collateral and the interest of the Collateral Agent therein, diligently pursue legal or other action to enforce the Intellectual Property Collateral and any licenses thereof.

Collateral Protection Expenses Preservation of Collateral. (a) If an Event of Default shall have occurred and be continuing, the Agent may discharge taxes and other encumbrances at any time levied or placed on any of the Collateral, make repairs thereto and pay any necessary filing fees. Each Grantor The Guarantor agrees to reimburse the Agent on demand for any and all expenditures so made. The Agent shall have no obligation to any Grantor the Guarantor to make any such expenditures, nor shall the making thereof relieve any Grantor the Guarantor of any default. (b) Anything herein to the contrary notwithstanding, each Grantor the Guarantor shall remain liable under each contract or agreement comprised in the Collateral to be observed or performed by such Grantor the Guarantor thereunder. The Agent shall not have any obligation or liability under any such contract or agreement by reason of or arising out of this Agreement or the receipt by the Agent of any payment relating to any of the Collateral, nor shall the Agent be obligated in any manner to perform any of the obligations of any Grantor the Guarantor under or pursuant to any such contract or agreement, to make inquiry as to the nature or sufficiency of any payment received by the Agent in respect of the Collateral or as to the sufficiency of any performance by any party under any such contract or agreement, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to the Agent or to which the Agent may be entitled at any time or times. The Agent’s sole duty with respect to the custody, safe keeping and physical preservation of the Collateral in its possession, under Sections 9-207 and 9-208 of the UCC or otherwise, shall be to deal with such Collateral in the same manner as the Agent deals with similar property for its own account. (c) Each Grantor The Guarantor shall, to the extent reasonably necessary to preserve and maintain the Intellectual Property Collateral and the interest of the Agent therein, diligently pursue legal or other action to enforce the Intellectual Property Collateral and any licenses thereof.

Collateral Protection Expenses Preservation of Collateral. (a) If an Event of Default In the event any Borrower shall have occurred and be continuingfail to pay taxes, the Agent may discharge taxes and other encumbrances at any time levied insurance, assessments, costs or placed on expenses which such Borrower is, under any of the Collateralterms hereof, required to pay, or fails to keep the Collateral free from Liens, except Permitted Liens, Bank may, in its sole discretion, make repairs thereto expenditures for any or all of such purposes, and pay any necessary filing feesthe amount so expended, together with interest thereon at the rate applicable to Base Rate Advances under the Revolving Loan prescribed in Section 2.6(a) hereof, shall be part of the Liabilities, payable by Borrowers jointly and severally and on demand, and secured by the Collateral. Each Grantor Obligor agrees to reimburse the Agent Bank on demand for any and all expenditures so made. The Agent No Obligor shall have no any obligation to any Grantor Bank to make any such expenditures, nor shall the making thereof relieve any Grantor be construed as the waiver or cure of any default. (b) Event of Default. Anything herein to the contrary notwithstanding, each Grantor Obligor shall remain obligated and liable under each contract or agreement comprised in the Collateral to be observed or performed by such Grantor Obligor thereunder. The Agent Bank shall not have any obligation or liability under any such contract or agreement by reason of or arising out of this Agreement or the receipt by the Agent Bank of any payment relating to any of the Collateral, nor shall the Agent Bank be obligated in any manner to perform any of the obligations of any Grantor Obligor under or pursuant to any such contract or agreement, to make inquiry as to the nature or sufficiency of any payment received by the Agent Bank in respect of the Collateral or as to the sufficiency of any performance by any party under any such contract or agreement, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to the Agent Bank or to which the Agent Bank may be entitled at any time or times. The AgentBank’s sole duty with respect to the custody, safe keeping and physical preservation of the Collateral in its possession, under Sections Section 9-207 and 9-208 of the UCC or otherwise, shall be to deal with such Collateral in the same manner as the Agent Bank deals with similar property Property for its own account. (c) Each Grantor shall, to the extent reasonably necessary to preserve and maintain the Intellectual Property Collateral and the interest of the Agent therein, diligently pursue legal or other action to enforce the Intellectual Property Collateral and any licenses thereof.

Collateral Protection Expenses Preservation of Collateral. (a) If an Event of Default shall have occurred and be continuingIn its discretion, the Agent Secured Party may discharge taxes and other encumbrances at any time levied or placed on any of the Collateral (to the extent the validity or the amount thereof is not being contested in good faith by appropriate proceedings which stay the issuance of any attachment or levy with respect to the Collateral, make repairs thereto provided that Debtor has made adequate reserves therefor), and pay any necessary filing fees. Each Grantor Debtor agrees to reimburse the Agent Secured Party on demand for any and all expenditures so made. The Agent Secured Party shall have no obligation to any Grantor Debtor to make any such expenditures, nor shall the making thereof relieve any Grantor Debtor of any defaultEvent of Default. (b) Anything herein to the contrary notwithstanding, each Grantor Debtor shall remain liable under each contract or agreement comprised in the Collateral to be observed or performed by such Grantor Debtor thereunder. The Agent Secured Party shall not have any obligation or liability under any such contract or agreement by reason of or arising out of this Agreement or the receipt by the Agent Secured Party of any payment relating to any of the Collateral, nor shall the Agent Secured Party be obligated in any manner to perform any of the obligations of any Grantor Debtor under or pursuant to any such contract or agreement, to make inquiry as to the nature or sufficiency of any payment received by the Agent Secured Party in respect of the Collateral or as to the sufficiency of any performance by any party under any such contract or agreement, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to the Agent Secured Party or to which the Agent Secured Party may be entitled at any time or times. The Agent’s sole duty with respect to the custody, safe keeping and physical preservation of the Collateral in its possession, under Sections 9-207 and 9-208 of the UCC or otherwise, shall be to deal with such Collateral in the same manner as the Agent deals with similar property for its own account. (c) Each Grantor shall, to the extent reasonably necessary to preserve and maintain the Intellectual Property Collateral and the interest of the Agent therein, diligently pursue legal or other action to enforce the Intellectual Property Collateral and any licenses thereof.

Collateral Protection Expenses Preservation of Collateral. (a) If an Event In its discretion, but subject to Rights of Default shall have occurred and be continuingthe Senior Secured Lenders, the Agent may discharge taxes and other encumbrances at any time levied or placed on any of the Collateral, make repairs thereto and pay any necessary filing fees. Each The Grantor agrees to reimburse the Agent on demand for any and all expenditures so made. The Agent shall have no obligation to any the Grantor to make any such expenditures, nor shall the making thereof relieve any the Grantor of any default. (b) Anything herein to the contrary notwithstanding, each the Grantor shall remain liable under each contract or agreement comprised in the Collateral to be observed or performed by such the Grantor thereunder. The Neither the Agent nor any Secured Party shall not have any obligation or liability under any such contract or agreement by reason of or arising out of this Agreement or the receipt by the Agent or any Secured Party of any payment relating to any of the Collateral, nor shall the Agent or any Secured Party be obligated in any manner to perform any of the obligations of any the Grantor under or pursuant to any such contract or agreement, to make inquiry as to the nature or sufficiency of any payment received by the Agent or any Secured Party in respect of the Collateral or as to the sufficiency of any performance by any party under any such contract or agreement, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which that may have been assigned to the Agent or to which the Agent may be entitled at any time or times. The Agent’s 's sole duty with respect to the custody, safe keeping and physical preservation of the Collateral in its possession, under Sections 9-207 and 9-208 Section 9207 and, with respect to Collateral under the Agent's control, Section 9208, of the UCC or otherwise, shall be to deal with such Collateral in the same manner as the Agent deals with similar property for its own account. (c) Each Grantor shall, to the extent reasonably necessary to preserve and maintain the Intellectual Property Collateral and the interest of the Agent therein, diligently pursue legal or other action to enforce the Intellectual Property Collateral and any licenses thereof.

Collateral Protection Expenses Preservation of Collateral. (a1) If an Event of Default shall have occurred and be continuingIn its discretion, the Agent Lender may discharge taxes and other encumbrances at any time levied or placed on any of the Collateral, make repairs thereto and pay any necessary filing fees. Each Grantor The Guarantor agrees to reimburse the Agent Lender on demand for any and all expenditures so made. The Agent Lender shall have no obligation to any Grantor the Guarantor to make any such expenditures, nor shall the making thereof relieve any Grantor the Guarantor of any default. (b2) Anything herein to the contrary notwithstanding, each Grantor the Guarantor shall remain liable under each contract or agreement comprised in the Collateral to be observed or performed by such Grantor the Guarantor thereunder. The Agent Lender shall not have any obligation or liability under any such contract or agreement by reason of or arising out of this Agreement or the receipt by the Agent Lender of any payment relating to any of the Collateral, nor shall the Agent Lender be obligated in any manner to perform any of the obligations of any Grantor the Guarantor under or pursuant to any such contract or agreement, to make inquiry as to the nature or sufficiency of any payment received by the Agent Lender in respect of the Collateral or as to the sufficiency of any performance by any party under any such contract or agreement, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to the Agent Lender or to which the Agent Lender may be entitled at any time or times. The Agent’s Lender's sole duty with respect to the custody, safe safe-keeping and physical preservation of the Collateral in its possession, under Sections Section 9-207 and 9-208 of the UCC Uniform Commercial Code of the State of Connecticut or otherwise, shall be to deal with such Collateral in the same manner as the Agent Lender deals with similar property for its own account. (c) Each Grantor shall, to the extent reasonably necessary to preserve and maintain the Intellectual Property Collateral and the interest of the Agent therein, diligently pursue legal or other action to enforce the Intellectual Property Collateral and any licenses thereof.

Collateral Protection Expenses Preservation of Collateral. (a) If an In its discretion, the Agent may, upon ten (10) days' prior written notice to the Company so long as no Event of Default shall have has occurred and be continuingis continuing (and otherwise without prior notice), the Agent may discharge taxes and other encumbrances at any time levied or placed on any of the Collateral, make repairs thereto and pay any necessary filing fees. Each Grantor The Company agrees to reimburse the Agent on demand for any and all expenditures so made. The Agent shall have no obligation to any Grantor the Company to make any such expenditures, nor shall the making thereof relieve any Grantor the Company of any default. (b) Anything herein to the contrary notwithstanding, each Grantor the Company shall remain liable under each contract or agreement comprised in the Collateral to be observed or performed by such Grantor the Company thereunder. The Neither the Agent nor any Lender shall not have any obligation or liability under any such contract or agreement by reason of or arising out of this Agreement or the receipt by the Agent or any Lender of any payment relating to any of the Collateral, nor shall the Agent or any Lender be obligated in any manner to perform any of the obligations of any Grantor the Company under or pursuant to any such contract or agreement, to make inquiry as to the nature or sufficiency of any payment received by the Agent or any Lender in respect of the Collateral or as to the sufficiency of any performance by any party under any such contract or agreement, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to the Agent or to which the Agent or any Lender may be entitled at any time or times. The Agent’s 's sole duty with respect to the custody, safe keeping and physical preservation of the Collateral in its possession, under Sections Section 9-207 and 9-208 of the UCC Uniform Commercial Code or otherwise, shall be to deal with such Collateral in the same manner as the Agent deals with similar property for its own account. (c) Each Grantor shall, to the extent reasonably necessary to preserve and maintain the Intellectual Property Collateral and the interest of the Agent therein, diligently pursue legal or other action to enforce the Intellectual Property Collateral and any licenses thereof.

Collateral Protection Expenses Preservation of Collateral. (a) If an Event of Default shall have occurred and be continuingIn its discretion, the Agent Lender may discharge taxes and other encumbrances at any time levied or placed on any of the Collateral, make repairs thereto and pay any necessary filing fees. Each Grantor The Borrower agrees to reimburse the Agent Lender on demand for any and all expenditures so made. The Agent Lender shall have no obligation to any Grantor the Borrower to make any such expenditures, nor shall the making thereof relieve any Grantor the Borrower of any default. (b) Anything herein to the contrary notwithstanding, each Grantor the Borrower shall remain liable under each contract or agreement comprised in the Collateral to be observed or performed by such Grantor the Borrower thereunder. The Agent Lender shall not have any obligation or liability under any such contract or agreement by reason of or arising out of this Agreement or the receipt by the Agent Lender of any payment relating to any of the Collateral, nor shall the Agent Lender be obligated in any manner to perform any of the obligations of any Grantor the Borrower under or pursuant to any such contract or agreement, to make inquiry as to the nature or sufficiency of any payment received by the Agent Lender in respect of the Collateral or as to the sufficiency of any performance by any party under any such contract or agreement, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to the Agent Lender or to which the Agent Lender may be entitled at any time or times. The Agent’s Lender's sole duty with respect to the custody, safe safe-keeping and physical preservation of the Collateral in its possession, under Sections (S) 9-207 and 9-208 of the UCC Uniform Commercial Code of the State of Connecticut or otherwise, shall be to deal with such Collateral in the same manner as the Agent Lender deals with similar property for its own account. (c) Each Grantor shall, to the extent reasonably necessary to preserve and maintain the Intellectual Property Collateral and the interest of the Agent therein, diligently pursue legal or other action to enforce the Intellectual Property Collateral and any licenses thereof.

Collateral Protection Expenses Preservation of Collateral. (a) If an Event of Default shall have occurred and be continuingIn Secured Parties’ discretion, the Agent if Debtor fails to do so, Secured Parties may discharge taxes and other encumbrances Encumbrances at any time levied or placed on any of the Collateral, maintain any of the Collateral and make repairs thereto thereto, and pay any necessary filing feesfees or insurance premiums. Each Grantor Xxxxxx agrees to reimburse the Agent Secured Parties on demand for any and all expenditures so made. The Agent shall Secured Parties will have no obligation to any Grantor Debtor to make any such expenditures, nor shall will the making thereof relieve any Grantor be construed as the waiver or cure of any defaultDefault or Event of Default. (b) Anything herein to the contrary notwithstanding, each Grantor shall Debtor will remain obligated and liable under each contract or agreement comprised in the Collateral to be observed or performed by such Grantor Debtor thereunder. The Agent shall Secured Parties will not have any obligation or liability under any such contract or agreement by reason of or arising out of this Agreement or the receipt by the Agent Secured Parties of any payment relating to any of the Collateral, nor shall the Agent will Secured Parties be obligated in any manner manner: (i) to perform any of the obligations of any Grantor Debtor under or pursuant to any such contract or agreement, ; (ii) to make inquiry as to the nature or sufficiency of any payment received by the Agent Secured Parties in respect of the Collateral or as to the sufficiency of any performance by any party under any such contract or agreement, ; and (iii) to present or file any claim, to take any action to enforce any performance performance, or to collect the payment of any amounts which that may have been assigned to the Agent Secured Parties or to which the Agent Secured Parties may be entitled at any time or timestime. The Agent’s Secured Parties’ sole duty with respect to the custody, safe keeping safekeeping, and physical preservation of the Collateral in its their possession, under Sections Section 9-207 and 9-208 of the UCC Uniform Commercial Code of the State or otherwise, shall will be to deal with such Collateral in the same manner as the Agent deals Secured Parties deal with similar property for its their own account. (c) Each Grantor shall, to the extent reasonably necessary to preserve and maintain the Intellectual Property Collateral and the interest of the Agent therein, diligently pursue legal or other action to enforce the Intellectual Property Collateral and any licenses thereof.