Common use of Commercial Tort Claims Clause in Contracts

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a With respect to its Commercial Tort Claim that satisfies Claims whether now existing or hereafter created or acquired and wheresoever located, each Grantor represents, warrants and covenants to the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Revolving Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured PartiesParties that: (i) Schedule 9(i) attached hereto contains a security true and complete list of all Commercial Tort Claims in which any Grantor has an interest therein and which have been identified by a Grantor as of its Applicable Date, and as to which the Grantor believes in good faith there exists the Proceeds thereof, all upon the terms possibility of this Agreement, with such writing to be recovery (including by way of settlement) of monetary relief in form and substance satisfactory excess of $1,000,000 (“Grantor Claims”). Each Grantor shall furnish to the Revolving Administrative Agent from time to time upon its request a certificate of an officer of such Grantor referring to this Section 9(i) and the other Secured Parties. The provisions (x) identifying all Grantor Claims that are not then described on Schedule 9(i) attached hereto and stating that each of the preceding sentence such additional Grantor Claims shall apply only be deemed added to such Schedule 9(i) and shall constitute a Commercial Tort Claim, a Grantor Claim, and additional Collateral hereunder, and (y) summarizing the status or disposition of any Grantor Claims that have been settled, or have been made the subject of any binding mediation, judicial or arbitral proceeding, or any judicial or arbitral order on the merits, or that have been abandoned. With respect to each such additional Grantor Claim, such Grantor Claim that satisfies shall be and become part of the following requirements: (i) Collateral hereunder from the monetary value claimed by or payable date such claim is identified to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000Revolving Administrative Agent as provided above without further action, and either (ii) (A) the Revolving Administrative Agent is hereby authorized at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may deem necessary or advisable, to perfect the Lien on such additional Grantor shall have filed a Claims conferred hereunder, and the Grantor shall, if required by applicable law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon at the request of the Revolving Administrative Agent, execute and deliver such Perfection Documents and take such other Perfection Action as the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Revolving Administrative Agent and may determine to be necessary or advisable to perfect or protect the other Secured Parties a writing signed by such Grantor containing a brief description Lien of such Commercial Tort Claim and granting to the Revolving Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and Parties in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,0004,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. As of the date hereof, each Pledgor hereby represents and warrants that it holds no Commercial Tort Claims other than those listed in Schedule 12 to the Perfection Certificate. If such Grantor any Pledgor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentenceClaim, such Grantor shallPledgor shall promptly, and in any event within thirty (30) days after such Commercial Tort Claim satisfies such requirementsdays, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a Pledgor of the brief description thereof, details thereof and granting grant to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in such form and substance satisfactory as is reasonably necessary to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to grant a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor security interest in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, The requirement in the preceding sentence shall not apply to the extent that the existence amount of any such Commercial Tort Claim Claim, together with the amount of (a) all other Commercial Tort Claims held or acquired by any Grantor is disclosed by such Grantor Pledgor in any public filing with which the Securities Exchange Commission or any successor thereto or analogous Governmental AuthorityAdministrative Agent does not have a perfected security interest, or (b) all Letters of Credit (except to the extent that constituting Supporting Obligations) in which the existence of Administrative Agent does not have a perfected security interest and (c) all motor vehicles (and any such Commercial Tort Claim is disclosed in other Equipment covered by certificates of title or ownership) as to which any press release issued by any Grantor, then, upon the request Pledgor has not delivered a certificate of title or ownership to the Administrative Agent, does not exceed $5,000,000 in the relevant Grantor shallaggregate for all Pledgors. At any time such requirement applies, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting applicable Pledgor shall give notice thereof to the Administrative Agent in such writing (for the benefit accordance with Section 9.2 of the Secured Parties) a security interest therein Credit Agreement and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesshall not be charged with any knowledge that such requirement is applicable unless such notice has been given.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000500,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a With respect to its Commercial Tort Claim that satisfies the requirements of the following sentenceClaims whether now existing or hereafter created or acquired and wheresoever located, such each Grantor shallrepresents, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent warrants and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting covenants to the Administrative Agent in such writing (for the benefit of the Secured PartiesParties that Schedule 8(h) attached hereto contains a security true and complete list of all Commercial Tort Claims in which any Grantor has an interest therein and which have been identified by a Grantor as of its Applicable Date, and as to which the Grantor believes in good faith there exists the Proceeds thereof, all upon the terms possibility of this Agreement, with such writing to be recovery (including by way of settlement) of monetary relief in form and substance satisfactory excess of $2,500,000 (“Grantor Claims”). Each Grantor shall furnish to the Administrative Agent from time to time upon its request a certificate of an officer of such Grantor referring to this Section 8(h) and the other Secured Parties. The provisions (x) identifying all Grantor Claims that are not then described on Schedule 8(h) attached hereto and stating that each of the preceding sentence such additional Grantor Claims shall apply only be deemed added to such Schedule 8(h) and shall constitute a Commercial Tort Claim, a Grantor Claim, and additional Collateral hereunder, and (y) summarizing the status or disposition of any Grantor Claims that have been settled, or have been made the subject of any binding mediation, judicial or arbitral proceeding, or any judicial or arbitral order on the merits, or that have been abandoned. With respect to each such additional Grantor Claim, such Grantor Claim that satisfies shall be and become part of the following requirements: (i) Collateral hereunder from the monetary value claimed by or payable date such claim is identified to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000Administrative Agent as provided above without further action, and either (ii) (A) the Administrative Agent is hereby authorized at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may deem necessary or advisable, to perfect the Lien on such additional Grantor shall have filed a Claims conferred hereunder, and the Grantor shall, if required by applicable law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon at the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after execute and deliver such request is made, transmit to Perfection Documents and take such other Perfection Action as the Administrative Agent and may determine to be necessary or advisable to perfect or protect the other Secured Parties a writing signed by such Grantor containing a brief description Lien of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and Parties in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a With respect to its Commercial Tort Claim that satisfies the requirements of the following sentenceClaims whether now existing or hereafter created or acquired and wheresoever located, such each Grantor shallrepresents, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent warrants and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting covenants to the Administrative Agent in such writing (for the benefit of the Secured PartiesParties that: (i) Schedule 9(i) attached hereto contains a security true and complete list of all Commercial Tort Claims in which any Grantor has an interest therein and which have been identified by a Grantor as of its Applicable Date, and as to which the Grantor believes in good faith there exists the Proceeds thereof, all upon the terms possibility of this Agreement, with such writing to be recovery (including by way of settlement) of monetary relief in form and substance satisfactory excess of $1,000,000 (“Grantor Claims”). Each Grantor shall furnish to the Administrative Agent from time to time upon its request a certificate of an officer of such Grantor referring to this Section 9(i) and the other Secured Parties. The provisions (x) identifying all Grantor Claims that are not then described on Schedule 9(i) attached hereto and stating that each of the preceding sentence such additional Grantor Claims shall apply only be deemed added to such Schedule 9(i) and shall constitute a Commercial Tort Claim, a Grantor Claim, and additional Collateral hereunder, and (y) summarizing the status or disposition of any Grantor Claims that have been settled, or have been made the subject of any binding mediation, judicial or arbitral proceeding, or any judicial or arbitral order on the merits, or that have been abandoned. With respect to each such additional Grantor Claim, such Grantor Claim that satisfies shall be and become part of the following requirements: (i) Collateral hereunder from the monetary value claimed by or payable date such claim is identified to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000Administrative Agent as provided above without further action, and either (ii) (A) the Administrative Agent is hereby authorized at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may deem necessary or advisable, to perfect the Lien on such additional Grantor shall have filed a Claims conferred hereunder, and the Grantor shall, if required by applicable law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon at the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after execute and deliver such request is made, transmit to Perfection Documents and take such other Perfection Action as the Administrative Agent and may determine to be necessary or advisable to perfect or protect the other Secured Parties a writing signed by such Grantor containing a brief description Lien of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and Parties in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (ia) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000100,000, and (b) either (ii) (Ai) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (Bii) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent.

Commercial Tort Claims. As of the date hereof, each Pledgor hereby represents and warrants that it holds no Commercial Tort Claims other than those listed in Schedule 12 to the Perfection Certificate. If such Grantor any Pledgor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentenceClaim, such Grantor shallPledgor shall promptly, and in any event within thirty (30) days after such Commercial Tort Claim satisfies such requirementsdays, notify the Administrative Collateral Agent and the other Secured Parties in a writing signed by such Grantor containing a Pledgor of the brief description thereof, details thereof and granting grant to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in such form and substance satisfactory as is reasonably necessary to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to grant a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor security interest in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, The requirement in the preceding sentence shall not apply to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description amount of such Commercial Tort Claim and granting Claim, together with the amount of (a) all other Commercial Tort Claims held by any Pledgor in which the Collateral Agent does not have a perfected security interest, (b) all Letters of Credit (except to the Administrative extent constituting Supporting Obligations) in which the Collateral Agent does not have a perfected security interest and (c) all motor vehicles (and any such other Equipment covered by certificates of title or ownership) as to which any Pledgor has not delivered a certificate of title or ownership to the Collateral Agent, does not exceed $5,000,000 in the aggregate for all Pledgors. At any time such requirement applies, the applicable Pledgor shall give notice thereof to the Collateral Agent in such writing (for the benefit accordance with Section 13.2 of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent Indenture and the other Secured PartiesCollateral Agent shall not be charged with any knowledge that such requirement is applicable unless such notice has been given.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesfor purposes only of perfecting its security interest therein. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (ia) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000500,000, and (b) either (ii) (Ai) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (Bii) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and for the other Secured Partiespurposes only of perfecting its security interest therein.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,0002,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesLead Lenders. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,0001,500,000, and either (ii) either (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative AgentAgent or the Lead Lenders, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesLead Lenders.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties Collateral Trustee in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent Collateral Trustee in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesCollateral Trustee. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative AgentCollateral Trustee, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties Collateral Trustee a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent Collateral Trustee in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesCollateral Trustee.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirementsrequirements (or such later date as the Administrative Agent may agree in its sole discretion), notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the ratable benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (ia) the monetary value claimed by or payable to the relevant Grantor in connection with any such Commercial Tort Claim shall equal or exceed $1,000,00015,000,000, and either (iib) (Ai) such Grantor shall have filed a law suit lawsuit or counterclaim or otherwise commenced legal proceedings (including, without limitation, including arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (Bii) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Each Commercial Tort Claim satisfying the requirements of the preceding sentence held or acquired by any Grantor is disclosed by such Grantor in any public filing with on the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim Closing Date is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partieslisted on Schedule 4 hereto.

Commercial Tort Claims. If such any Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Collateral Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (Collateral Agent, for the ratable benefit of the Secured Parties) , in such writing a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (ia) the monetary value claimed by or payable to the relevant such Grantor in connection with such Commercial Tort Claim shall exceed $1,000,00025,000, and either (iib) (Ai) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (Bii) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any such Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any such Grantor, then, upon the request of the Administrative Collateral Agent, the relevant such Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Collateral Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (Collateral Agent, for the ratable benefit of the Secured Parties) , in such writing a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory . Notwithstanding anything to the Administrative Agent contrary herein, for so long as an Event of Default has not occurred and is not continuing, a Grantor shall have full and complete power and authority to prosecute, settle, compromise or dismiss any Commercial Tort Claim, without any consent from or other involvement of the other Secured PartiesCollateral Agent.

Commercial Tort Claims. If such Grantor Pledgor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor Pledgor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor Pledgor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured PartiesLenders) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor Pledgor in connection with such Commercial Tort Claim shall exceed $1,000,000500,000, and either (ii) (A) such Grantor Pledgor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor Pledgor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor Pledgor is disclosed by such Grantor Pledgor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any GrantorPledgor, then, upon the request of the Administrative Agent, the relevant Grantor Pledgor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor Pledgor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured PartiesLenders) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesAgent.

Commercial Tort Claims. If such Notify the Administrative Agent promptly, in writing in the event that any Grantor shall at any time after the date hereof hold or acquire a any Commercial Tort Claim that satisfies Claims which notice shall set forth (a) all information with respect to such Commercial Tort Claims as is set forth on Schedule 6 hereto with respect to Commercial Tort Claims held by the requirements of Grantors on the following sentencedate hereof, and (b) shall include the express grant by such Grantor shall, within thirty (30) days after to the Administrative Agent of a security interest in such Commercial Tort Claim satisfies (and the proceeds thereof). Upon receipt of such requirementsnotice, notify Schedule 6 shall be deemed to be updated to include such Commercial Tort Claims (and the Administrative Agent and may, but shall not be required to, replace the other Secured Parties in existing Schedule 6 with a writing signed new Schedule reflecting such Commercial Tort Claims). In the event that such notice does not include such grant of a security interest, the sending thereof by such Grantor containing a brief description thereof, and granting to the Administrative Agent in shall be deemed to constitute such writing (for grant to the benefit Administrative Agent. Upon the sending of such notice, any Commercial Tort Claim described therein shall constitute part of the Secured Parties) a security interest therein Collateral and shall be deemed included therein. Without limiting the authorization of the Administrative Agent provided in the Proceeds thereofCredit Agreement or otherwise arising by such Grantor’s execution of this Agreement or any of the other Financing Documents, all the Administrative Agent is hereby irrevocably authorized from time to time and at any time to file such financing statements naming the Administrative Agent or its designee as secured party and such Grantor as debtor, or any amendments to any financing statements, covering any such Commercial Tort Claim as Collateral. In addition, such Grantor shall promptly upon the terms of this AgreementAdministrative Agent’s request, with such writing execute and deliver, or cause to be in form executed and substance satisfactory delivered, to the Administrative Agent such other agreements, documents and instruments as the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor Administrative Agent may require in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) 30 days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) in such writing a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) either (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the reasonable request of the Administrative Agent, the relevant Grantor shall, within thirty (30) 30 days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) in such writing a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirementsrequirements (or such later date as the Administrative Agent may agree in its sole discretion), notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the ratable benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (ia) the monetary value claimed by or payable to the relevant Grantor in connection with any such Commercial Tort Claim shall equal or exceed $1,000,00010,000,000 , and either (iib) (Ai) such Grantor shall have filed a law suit lawsuit or counterclaim or otherwise commenced legal proceedings (including, without limitation, including arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (Bii) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Each Commercial Tort Claim satisfying the requirements of the preceding sentence held or acquired by any Grantor is disclosed by such Grantor in any public filing with on the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim Closing Date is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partieslisted on Schedule 4 hereto.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,0005,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.Agent. Remedial Provisions

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a With respect to its Commercial Tort Claim that satisfies the requirements of the following sentenceClaims whether now existing or hereafter created or acquired and wheresoever located, such each Grantor shallrepresents, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent warrants and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting covenants to the Administrative Agent in such writing (for the benefit of the Secured PartiesParties that: (i) Schedule 9(i) attached hereto contains a security true and complete list of all Commercial Tort Claims in which any Grantor has an interest therein and which have been identified by a Grantor as of its Applicable Date or the most recent date such Schedule has been updated, as applicable, and as to which such Grantor believes in good faith there exists the Proceeds thereof, all upon possibility of recovery (including by way of settlement) of monetary relief in excess of $1,000,000 and for which a complaint in a court of competent jurisdiction has been filed (“Grantor Claims”). If any Grantor shall at any time after the terms date of this AgreementAgreement acquire an additional Grantor Claim, such Grantor shall, concurrently with delivery of annual financial statements pursuant to Section 6.01(a) of the Credit Agreement and delivery of the related Compliance Certificate (or such writing later date as the Administrative Agent may agree in its sole discretion), notify the Administrative Agent thereof and provide supplements to Schedule 9(i) describing the details thereof. With respect to each such additional Grantor Claim, such Grantor Claim shall be in form and substance satisfactory become part of the Collateral hereunder from the date such claim is identified to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000as provided above without further action, and either (ii) (A) the Administrative Agent is hereby authorized at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may reasonably deem necessary or advisable, to perfect the Lien on such additional Grantor shall have filed a Claims conferred hereunder, and the applicable Grantor shall, if required by applicable law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon at the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after execute and deliver such request is made, transmit to Perfection Documents and take such other Perfection Action as the Administrative Agent and may determine to be necessary or advisable to perfect or protect the other Secured Parties a writing signed by such Grantor containing a brief description Lien of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and Parties in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a With respect to its Commercial Tort Claim that satisfies the requirements of the following sentenceClaims whether now existing or hereafter created or acquired and wheresoever located, such each Grantor shallrepresents, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent warrants and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting covenants to the Administrative Agent in such writing (for the benefit of the Secured PartiesParties that: (i) Schedule 9(i) attached hereto contains a security true and complete list of all Commercial Tort Claims in which any Grantor has an interest therein and which have been identified by a Grantor as of its Applicable Date, and as to which the Grantor believes in good faith there exists the Proceeds thereof, all upon the terms possibility of this Agreement, with such writing to be recovery (including by way of settlement) of monetary relief in form and substance satisfactory excess of $500,000 (“Grantor Claims”). Each Grantor shall furnish to the Administrative Agent from time to time upon its request a certificate of an officer of such Grantor referring to this Section 9(i) and the other Secured Parties. The provisions (x) identifying all Grantor Claims that are not then described on Schedule 9(i) attached hereto and stating that each of the preceding sentence such additional Grantor Claims shall apply only be deemed added to such Schedule 9(i) and shall constitute a Commercial Tort Claim, a Grantor Claim, and additional Collateral hereunder, and (y) summarizing the status or disposition of any Grantor Claims that have been settled, or have been made the subject of any binding mediation, judicial or arbitral proceeding, or any judicial or arbitral order on the merits, or that have been abandoned. With respect to each such additional Grantor Claim, such Grantor Claim that satisfies shall be and become part of the following requirements: (i) Collateral hereunder from the monetary value claimed by or payable date such claim is identified to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000Administrative Agent as provided above without further action, and either (ii) (A) the Administrative Agent is hereby authorized at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may deem necessary or advisable, to perfect the Lien on such additional Grantor shall have filed a Claims conferred hereunder, and the Grantor shall, if required by applicable law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon at the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after execute and deliver such request is made, transmit to Perfection Documents and take such other Perfection Action as the Administrative Agent and may determine to be necessary or advisable to perfect or protect the other Secured Parties a writing signed by such Grantor containing a brief description Lien of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and Parties in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such Grantor any Borrower shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, then such Grantor Borrower shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Collateral Agent and the other Secured Parties Lenders in a writing signed by such Grantor Borrower containing a brief description thereof, and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured PartiesLenders and the Xxxxx Xxxx Lenders) a security interest therein and in the Proceeds thereof, all upon the terms of this Security Agreement, with such writing to be in form and substance satisfactory to the Administrative Collateral Agent and the other Secured PartiesLenders. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor applicable Borrower in connection with such Commercial Tort Claim shall exceed $1,000,00020,000,000, and either (ii) (A) such Grantor Borrower shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor Borrower and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor Borrower is disclosed by such Grantor Borrower in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any GrantorBorrower, then, upon the request of the Administrative Collateral Agent, the relevant Grantor such Borrower shall, within thirty (30) days after such request is made, transmit to the Administrative Collateral Agent and the other Secured Parties Lenders a writing signed by such Grantor Borrower containing a brief description of such Commercial Tort Claim and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured PartiesLenders and the Xxxxx Xxxx Lenders) a security interest therein and in the Proceeds thereof, all upon the terms of this Security Agreement, with such writing to be in form and substance satisfactory to the Administrative Collateral Agent and the other Secured PartiesLenders.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000250,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty 30 days (30or such longer period of time as the Administrative Agent may agree in writing in its sole discretion) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000500,000, and either (ii) either (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty 30 days (30or such longer period of time as the Administrative Agent may agree in writing in its sole discretion) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Collateral Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Collateral Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,0005,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Collateral Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Collateral Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Collateral Agent and the other Secured Parties.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,0005,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesAgent.

Commercial Tort Claims. If such the Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such the Grantor shall, within thirty (30) days after from the date upon which such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such the Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000500,000, and either (ii) (A) such the Grantor shall have filed a law suit lawsuit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such the Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any the Grantor is disclosed by such the Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any the Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after from the date upon which such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such the Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesAgent.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirementsrequirements (or such later date as may be consented to by the Administrative Agent), notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the ratable benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000250,000, and either (ii) either (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a written settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission SEC or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is mademade (or such later period as may be consented to by the Administrative Agent), transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the ratable benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties Party in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent Secured Party in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesParty. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,00050,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative AgentSecured Party, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties Party a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent Secured Party in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesParty.

Commercial Tort Claims. All Commercial Tort Claims of each Assignor and any events or circumstances that would reasonably be expected to give rise to any Commercial Tort Claims of each Assignor as of the date of this Agreement are described in Annex L hereto. If such Grantor any Assignor shall at any time hold or acquire a and from time to time after the Restatement Effective Date become aware of any Commercial Tort Claim Claims (x) that satisfies are the requirements subject of a binding arbitration, court decision or equivalent resolution (regardless of whether such determination is final) in favor of such Assignor in an amount (taking the greater of the following sentenceaggregate claimed damages thereunder or the reasonably estimated value thereof) of $5,000,000 or more or (y) which are material (as determined in the good faith judgment of the management of such Assignor), such Grantor shall, within thirty Assignor shall (30i) days after such Commercial Tort Claim satisfies such requirements, promptly notify the Administrative Collateral Agent and the other Secured Parties thereof in a writing signed by such Grantor containing a brief description thereof, Assignor and granting describing the details thereof and shall grant to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein in all such Commercial Tort Claims and in the Proceeds proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Collateral Agent and (ii) perform all actions reasonably requested by the other Secured PartiesCollateral Agent to perfect such security interest in such Commercial Tort Claims. The provisions For its part, the Collateral Agent acknowledges and agrees that (I) the proceeds of any Commercial Tort Claim will be applied as provided in this Agreement only after the occurrence and during the continuance of an Event of Default and prior thereto will be promptly paid to the respective Assignor and (II) for purposes of compliance with the preceding sentence of this Section 3.11, no Assignor shall apply only be required to provide any privileged information relating to a Commercial Tort Claim that satisfies the following requirements: referred to in clause (iy) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiespreceding sentence.

Commercial Tort Claims. If such Grantor the Borrower shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor then the Borrower shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Collateral Agent and the other Secured Parties EPN Group Lenders in a writing signed by such Grantor the Borrower containing a brief description thereof, and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured PartiesEPN Group Lenders and the Xxxxx Xxxx Lenders) a security interest therein and in the Proceeds thereof, all upon the terms of this Security Agreement, with such writing to be in form and substance satisfactory to the Administrative Collateral Agent and the other Secured PartiesEPN Group Lenders. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor Borrower in connection with such Commercial Tort Claim shall exceed $1,000,0005,000,000, and either (ii) ) (A) such Grantor the Borrower shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor the Borrower and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor the Borrower is disclosed by such Grantor the Borrower in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantorthe Borrower, then, upon the request of the Administrative Collateral Agent, the relevant Grantor Borrower shall, within thirty (30) days after such request is made, transmit to the Administrative Collateral Agent and the other Secured Parties EPN Group Lenders a writing signed by such Grantor the Borrower containing a brief description of such Commercial Tort Claim and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured PartiesEPN Group Lenders and the Xxxxx Xxxx Xxxxxxx) a security interest therein and in the Proceeds thereof, all upon the terms of this Security Agreement, with such writing to be in form and substance satisfactory to the Administrative Collateral Agent and the other Secured PartiesEPN Group Lenders.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,00010,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If such Notify the Joint Collateral Agent promptly, in writing in the event that any Grantor shall at any time after the date hereof hold or acquire a any Commercial Tort Claim that satisfies Claims which notice shall set forth (i) all information with respect to such Commercial Tort Claims as is set forth on Schedule 6 hereto with respect to Commercial Tort Claims held by the requirements of Grantors on the following sentencedate hereof, and (ii) shall include the express grant by such Grantor shall, within thirty (30) days after to the Joint Collateral Agent of a security interest in such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent (and the other Secured Parties in proceeds thereof). In the event that such notice does not include such grant of a writing signed security interest, the sending thereof by such Grantor containing a brief description thereof, and granting to the Administrative Joint Collateral Agent in shall be deemed to constitute such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory grant to the Administrative Agent and Joint Collateral Agent. Upon the other Secured Parties. The provisions sending of the preceding sentence shall apply only to a such notice, any Commercial Tort Claim that satisfies described therein shall constitute part of the following requirements: (i) Collateral and shall be deemed included therein. Without limiting the monetary value claimed authorization of the Joint Collateral Agent provided in the Indenture or otherwise arising by such Grantor's execution of this Agreement or payable any of the other Indenture Documents, the Joint Collateral Agent is hereby irrevocably authorized from time to time and at any time to file such financing statements naming the Joint Collateral Agent or its designee as secured party and such Grantor as debtor, or any amendments to any financing statements, covering any such Commercial Tort Claim as Collateral. In addition, such Grantor shall promptly upon the Joint Collateral Agent's request, execute and deliver, or cause to be executed and delivered, to the relevant Grantor Joint Collateral Agent such other agreements, documents and instruments as the Joint Collateral Agent may require in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a With respect to its Commercial Tort Claim that satisfies the requirements of the following sentenceClaims whether now existing or hereafter created or acquired and wheresoever located, such each Grantor shallrepresents, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent warrants and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting covenants to the Administrative Agent in such writing (for the benefit of the Secured PartiesParties that: (i) Schedule 9(i) attached hereto contains a security true and complete list of all Commercial Tort Claims in which any Grantor has an interest therein and which have been identified by a Grantor as of its Applicable Date, and as to which the Pledgor believes in good faith there exists the Proceeds thereof, all upon the terms possibility of this Agreement, with such writing to be recovery (including by way of settlement) of monetary relief in form and substance satisfactory excess of $500,000 ("Grantor Claims"). Each Grantor shall furnish to the Administrative Agent (x) quarterly, and in any event not later than the other Secured Parties. The provisions respective dates established in Sections 6.01(a) and 6.01(b) of the preceding sentence Credit Agreement for the delivery of financial statements for such quarter, a certificate of an officer of such Grantor referring to this Section 9(i) and identifying all Grantor Claims that are not then described on Schedule 9(i) attached hereto and stating that each of such additional Grantor Claims shall apply only be deemed added to such Schedule 9(i) and shall constitute a Commercial Tort Claim, a Grantor Claim, and additional Collateral hereunder, and (y) annually, and in any event not later than the date established in Section 6.01(a) of the Credit Agreement for the delivery of financial statements for such fiscal year, summarizing the status or disposition of any Grantor Claims that have been settled, or have been made the subject of any binding mediation, judicial or arbitral proceeding, or any judicial or arbitral order on the merits, or that have been abandoned. With respect to each such additional Grantor Claim, such Grantor Claim that satisfies shall be and become part of the following requirements: (i) Collateral hereunder from the monetary value claimed by or payable date such claim is identified to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000Administrative Agent as provided above without further action, and either (ii) (A) the Administrative Agent is hereby authorized at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may deem necessary or advisable, to perfect the Lien on such additional Grantor shall have filed a Claims conferred hereunder, and the Grantor shall, if required by applicable law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon at the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after execute and deliver such request is made, transmit to Perfection Documents and take such other Perfection Action as the Administrative Agent and may determine to be necessary or advisable to perfect or protect the other Secured Parties a writing signed by such Grantor containing a brief description Lien of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and Parties in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) 30 days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,0002,000,000, and either (ii) either (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) 30 days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (ia) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (iib) (Ai) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (Bii) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If With respect to its Commercial Tort Claims whether now existing or hereafter created or acquired and wheresoever located, each Grantor represents, warrants and covenants to the Secured Party that: (i) Schedule 9(i) attached hereto contains a true and complete list of all Commercial Tort Claims in which any Grantor has an interest and which have been identified by a Grantor as of its Applicable Date (“Grantor Claims”). Each Grantor shall furnish to the Secured Party from time to time upon its request a certificate of an officer of such Grantor referring to this Section 9(i) and (x) identifying all Grantor Claims that are not then described on Schedule 9(i) attached hereto and stating that each of such additional Grantor Claims shall at any time hold or acquire be deemed added to such Schedule 9(i) and shall constitute a Commercial Tort Claim Claim, a Grantor Claim, and additional Collateral hereunder, and (y) summarizing the status or disposition of any Grantor Claims that satisfies have been settled, or have been made the requirements subject of any binding mediation, judicial or arbitral proceeding, or any judicial or arbitral order on the following sentencemerits, or that have been abandoned. With respect to each such additional Grantor Claim, such Grantor shall, within thirty (30) days after Claim shall be and become part of the Collateral hereunder from the date such Commercial Tort Claim satisfies such requirements, notify claim is identified to the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereofParty as provided above without further action, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) the Secured Party is hereby authorized at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may deem necessary or advisable, to perfect the Lien on such additional Grantor shall have filed a Claims conferred hereunder, and the Grantor shall, if required by applicable law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon at the request of the Administrative AgentSecured Party, execute and deliver such Perfection Documents and take such other Perfection Action as the relevant Grantor shall, within thirty (30) days after such request is made, transmit Secured Party may determine to be necessary or advisable to perfect or protect the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit Lien of the Secured Parties) a security interest therein and Party in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Collateral Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (ia) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,0002,000,000, and either (iib) (Ai) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (Bii) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Collateral Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Collateral Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If The only Commercial Tort Claims of any Credit Party existing on the Effective Date (regardless of whether the amount, defendant or other material facts can be determined) are those listed on Schedule 12.9, which sets forth such Grantor information separately for each Credit Party. Such Credit Party agrees that, if it shall at acquire any time hold or acquire a interest in any Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by whether from another Person or payable to the relevant Grantor in connection with because such Commercial Tort Claim shall exceed $1,000,000have come into existence), and either (ii) (Ai) such Grantor shall have filed Credit Party shall, promptly following such acquisition, deliver to Agent, in each case in form and substance reasonably satisfactory to Agent, a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that notice of the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description nature of such Commercial Tort Claim and granting deliver a supplement to Schedule 12.9 containing a specific description of such Commercial Tort Claim, (ii) the Administrative Agent provision of Section 12.9 shall apply to such Commercial Tort Claim and (iii) such Credit Party shall execute and deliver to Agent, in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be each case in form and substance reasonably satisfactory to Agent, any certificate, agreement and other document, and take all other action, deemed by Agent to be reasonably necessary or appropriate for Agent to obtain, on behalf of the Administrative Agent and Lenders, a first-priority, perfected security interest in all such Commercial Tort Claims. Any supplement to Schedule 12.9 delivered shall, after the receipt thereof by Agent, become part of Schedule 12.9 for all purposes hereunder other Secured Partiesthan in respect of representations and warranties made prior to the date of such receipt. [SIGNATURE PAGE FOLLOWS] Witness the due execution hereof by the respective duly authorized officers of the undersigned as of the date first written above. X’XXXXXXXX INDUSTRIES, INC., as a borrower By: Name: Title: X’XXXXXXXX FURNITURE FACTORY OUTLET, INC., as a Borrower By: Name: Title: X’XXXXXXXX INDUSTRIES - VIRGINIA, INC., as a Borrower By: Name: Title: X’XXXXXXXX INDUSTRIES HOLDINGS, INC., as a Borrower By: Name: Title: THE CIT GROUP/BUSINESS CREDIT, INC., as Agent, an L/C Issuer, Revolving Lender and the Initial Term Lender By: Its Duly Authorized Signatory ANNEX A to POST-PETITION CREDIT AND SECURITY AGREEMENT

Commercial Tort Claims. If such the Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such the Grantor shall, within thirty (30) days after from the date upon which such Commercial Tort Claim satisfies such requirements, notify the Administrative Collateral Agent and the other Secured Parties in a writing signed by such the Grantor containing a brief description thereof, and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesCollateral Agent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000500,000, and either (ii) (A) such the Grantor shall have filed a law suit lawsuit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such the Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any the Grantor is disclosed by such the Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any the Grantor, then, upon then the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after from the date upon which such request disclosure is made, transmit to the Administrative Collateral Agent and the other Secured Parties a writing signed by such the Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesCollateral Agent.

Commercial Tort Claims. If With respect to its Commercial Tort Claims whether now existing or hereafter created or acquired and wheresoever located, each Grantor represents, warrants and, where applicable, covenants to the Lender that: (i) Schedule 9(i) attached hereto contains a true and complete list of all Commercial Tort Claims in which any Grantor has an interest and which have been identified by a Grantor as of its Applicable Date, and as to which the Grantor believes in good faith there exists the possibility of recovery (including by way of settlement) of monetary relief in excess of $50,000 (“Grantor Claims”). Each Grantor shall furnish to the Lender quarterly, and in any event not later than the respective dates established in Sections 6.01(a) and 6.01(b) of the Credit Agreement for the delivery of financial statements, a certificate of an officer of such Grantor referring to this Section 9(i) and (x) identifying all Grantor Claims that are not then described on Schedule 9(i) attached hereto and stating that each of such additional Grantor Claims shall at any time hold or acquire be deemed added to such Schedule 9(i) and shall constitute a Commercial Tort Claim Claim, a Grantor Claim, and additional Collateral hereunder, and (y) summarizing the status or disposition of any Grantor Claims that satisfies have been settled, or have been made the requirements subject of any binding mediation, judicial or arbitral proceeding, or any judicial or arbitral order on the following sentencemerits, or that have been abandoned. With respect to each such additional Grantor Claim, such Grantor shall, within thirty (30) days after Claim shall be and become part of the Collateral hereunder from the date such Commercial Tort Claim satisfies such requirements, notify claim is identified to the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereofLender as provided above without further action, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) the Lender is hereby authorized at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may deem necessary or advisable, to perfect the Lien on such additional Grantor shall have filed a Claims conferred hereunder, and the Grantor shall, if required by applicable law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon at the request of the Administrative AgentLender, execute and deliver such Perfection Documents and take such other Perfection Action as the relevant Grantor shall, within thirty (30) days after such request is made, transmit Lender may determine to be necessary or advisable to perfect or protect the Administrative Agent and Lien of the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent Lender in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) 30 days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing writin g to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000100,000, and either (ii) either (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, including arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) 30 days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent.

Commercial Tort Claims. If such the Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such the Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such the Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (ia) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (iib) (i) (A) such the Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (Bii) such the Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any the Grantor is disclosed by such the Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any the Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such the Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If such any Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Collateral Agent and the other Secured Parties EPN Group Lenders in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured PartiesEPN Group Lenders and the Xxxxx Xxxx Xxxxxxx) a security interest therein and in the Proceeds thereof, all upon the terms of this Security Agreement, with such writing to be in form and substance satisfactory to the Administrative Collateral Agent and the other Secured PartiesEPN Group Lenders. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,0005,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such EPN or any Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by EPN or any Grantor, then, upon the request of the Administrative Collateral Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Collateral Agent and the other Secured Parties EPN Group Lenders a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured PartiesEPN Group Lenders and the Xxxxx Xxxx Xxxxxxx) a security interest therein and in the Proceeds thereof, all upon the terms of this Security Agreement, with such writing to be in form and substance satisfactory to the Administrative Collateral Agent and the other Secured PartiesEPN Group Lenders.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a With respect to its Commercial Tort Claim that satisfies the requirements of the following sentenceClaims whether now existing or hereafter created or acquired and wheresoever located, such each Grantor shallrepresents, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent warrants and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting covenants to the Administrative Agent in such writing (for the benefit of the Secured PartiesParties that: (i) Schedule 9(i) attached hereto contains a security true and complete list of all Commercial Tort Claims in which any Grantor has an interest therein and which have been identified by a Grantor as of its Applicable Date, and as to which the Pledgor believes in good faith there exists the Proceeds thereof, all upon the terms possibility of this Agreement, with such writing to be recovery (including by way of settlement) of monetary relief in form and substance satisfactory excess of $100,000 ("Grantor Claims"). Each Grantor shall furnish to the Administrative Agent from time to time upon its request a certificate of an officer of such Grantor referring to this Section 9(i) and the other Secured Parties. The provisions (x) identifying all Grantor Claims that are not then described on Schedule 9(i) attached hereto and stating that each of the preceding sentence such additional Grantor Claims shall apply only be deemed added to such Schedule 9(i) and shall constitute a Commercial Tort Claim, a Grantor Claim, and additional Collateral hereunder, and (y) summarizing the status or disposition of any Grantor Claims that have been settled, or have been made the subject of any binding mediation, judicial or arbitral proceeding, or any judicial or arbitral order on the merits, or that have been abandoned. With respect to each such additional Grantor Claim, such Grantor Claim that satisfies shall be and become part of the following requirements: (i) Collateral hereunder from the monetary value claimed by or payable date such claim is identified to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000Administrative Agent as provided above without further action, and either (ii) (A) the Administrative Agent is hereby authorized at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may deem necessary or advisable, to perfect the Lien on such additional Grantor shall have filed a Claims conferred hereunder, and the Grantor shall, if required by applicable law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon at the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after execute and deliver such request is made, transmit to Perfection Documents and take such other Perfection Action as the Administrative Agent and may determine to be necessary or advisable to perfect or protect the other Secured Parties a writing signed by such Grantor containing a brief description Lien of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and Parties in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such any Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies commercial tort claim in an amount reasonably estimated to exceed $1,000,000 the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, shall promptly notify the Administrative Collateral Agent and the other Secured Parties thereof in a writing signed by such Grantor containing including a brief summary description thereof, of such claim and granting grant to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent Collateral Agent; provided that, unless an Event of Default shall have occurred and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: be continuing, (i) the monetary value claimed by or payable upon delivery of a certificate of a Financial Officer to the relevant Grantor Collateral Agent setting forth the amount of any monetary judgments, settlements and costs associated therewith of the Borrower or any Subsidiary resulting from any Specified Third Party Litigation and stating the amount of any proceeds from any Specified Borrower Litigation that the Borrower or any Subsidiary will apply to the payment of such judgments, settlements and associated costs, the Borrower shall be permitted to apply such amount of such proceeds against such judgments, settlements and associated costs and all security interests and other rights of the Collateral Agent in such amount of such proceeds shall be automatically released and terminated upon such application thereof and (ii) upon delivery of a certificate of a Financial Officer to the Collateral Agent stating the claims of the Borrower or any Subsidiary under the Specified Borrower Litigations that the Borrower or any Subsidiary will assign in connection with the settlement of any Specified Third Party Litigation, the Borrower shall be permitted to make such Commercial Tort Claim assignments and all security interests and other rights of the Collateral Agent in such claims shall exceed $1,000,000be automatically released and terminated upon such assignments thereof. For the avoidance of doubt, and either (ii) (A) such Grantor nothing in this Agreement shall have filed a law suit require the Borrower or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against any Subsidiary to obtain the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement Collateral Agent's consent with respect to such Commercial Tort Claim. In additionany settlement, to or the extent that terms thereof, entered into by or on behalf of the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission Borrower or any successor thereto Subsidiary in connection with any commercial tort claim between the Borrower or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in Subsidiary and any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesthird party.

Commercial Tort Claims. If Attached hereto as Schedule 10 is a true and correct list of commercial tort claims of which such Grantor shall at has knowledge and for which a claim has been made in excess of $5,000,000, individually, held by any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentenceGrantor, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing including a brief description thereof. IMC OP, LP By: IMC OP GP, LLC Its: General Partner By: Name: Title: INTERNATIONAL MARKET CENTERS, INC. By: Name: Title: This Assignment and Assumption (this “Assignment and Assumption”) is dated as of the Effective Date set forth below and is entered into by and between the Assignor (as defined below) and the Assignee (as defined below). Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement identified below (as amended, restated, amended and restated, extended, supplemented or otherwise modified from time to time, the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex I attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Assumption as if set forth herein in full. For an agreed consideration, the Assignor hereby irrevocably sells and assigns to the Assignee, and granting the Assignee hereby irrevocably purchases and assumes from the Assignor, subject to and in accordance with the Standard Terms and Conditions referred to below and the Credit Agreement, as of the Effective Date inserted by the Administrative Agent as contemplated below, (a) all the Assignor’s rights and obligations in its capacity as a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto to the extent related to the amount and percentage interest identified below of all of such outstanding rights and obligations of the Assignor under the respective facilities identified below (including any Letters of Credit included in such writing facilities) and (for b) to the benefit extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other rights of the Secured PartiesAssignor (in its capacity as a Lender or Letter of Credit Issuer) a security interest therein and in the Proceeds thereofagainst any Person, all upon the terms of this Agreementwhether known or unknown, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by arising under or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the foregoing, including contract claims, tort claims, malpractice claims, statutory claims and either all other claims at law or in equity related to the rights and obligations sold and assigned pursuant to clause (iia) above (Athe rights and obligations sold and assigned pursuant to clauses (a) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings and (includingb) above being referred to herein collectively as the “Assigned Interest”). Such sale and assignment is without recourse to the Assignor and, except as expressly provided in this Assignment and Assumption, without limitation, arbitration proceedings) against representation or warranty by the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesAssignor.

Commercial Tort Claims. If On the date hereof, no Grantor holds any Commercial Tort Claim which might reasonably result in awarded damages (less any and all legal and other expenses incurred or reasonably expected to be incurred by such Grantor) that is not listed on Schedule 7. Each Grantor shall at will promptly give notice to Lender of any time hold or acquire a Commercial Tort Claim that satisfies is commenced in the requirements of the following sentencefuture and will promptly execute or otherwise authenticate a supplement to this Agreement, such Grantor shalland otherwise take all necessary action, within thirty (30) days after to subject such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a First Priority security interest therein and in the Proceeds thereof, all upon the terms of created under this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence foregoing shall apply only to a Commercial Tort Claim Claims that satisfies satisfy the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim Claims shall exceed $1,000,000100,000 in the aggregate for all such Commercial Tort Claims, and either (ii) (A) such Grantor shall have filed a law suit lawsuit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is Claims are made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is Claims are asserted shall have entered into a settlement agreement with respect to any such Commercial Tort ClaimClaims. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental AuthoritySEC, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative AgentLender, the relevant Grantor shall, within thirty (30) days promptly after such request is made, transmit to the Administrative Agent and the other Secured Parties Lender a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent Lender in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesLender.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) 30 days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000100,000, and either (ii) either (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) 30 days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a With respect to its Commercial Tort Claim that satisfies the requirements of the following sentenceClaims whether now existing or hereafter created or acquired and wheresoever located, such each Grantor shallrepresents, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent warrants and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting covenants to the Administrative Collateral Agent in such writing (for the benefit of the Secured PartiesParties that: (i) Schedule 8(h) attached hereto contains a security true and complete list of all Commercial Tort Claims in which any Grantor has an interest therein and which have been identified by a Grantor as of its Applicable Date, and as to which the Grantor believes in good faith there exists the Proceeds thereof, all upon the terms possibility of this Agreement, with such writing to be recovery (including by way of settlement) of monetary relief in form and substance satisfactory excess of $1,000,000 (“Grantor Claims”). Each Grantor shall furnish to the Administrative Agent and Collateral Agent, quarterly within fifteen (15) days after the other Secured Parties. The provisions end of each fiscal quarter of the preceding sentence Company, and upon request by the Collateral Agent, a certificate of an officer of such Grantor referring to this Section 8(h) and (x) identifying all Grantor Claims that are not then described on Schedule 8(h) attached hereto and stating that each of such additional Grantor Claims shall apply only be deemed added to such Schedule 8(h) and shall constitute a Commercial Tort Claim, a Grantor Claim, and additional Collateral hereunder, and (y) summarizing the status or disposition of any Grantor Claims that have been settled, or have been made the subject of any binding mediation, judicial or arbitral proceeding, or any judicial or arbitral order on the merits, or that have been abandoned. With respect to each such additional Grantor Claim, such Grantor Claim that satisfies shall be and become part of the following requirements: (i) Collateral hereunder from the monetary value claimed by or payable date such claim is identified to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and either Collateral Agent as provided above without further action. (ii) The Collateral Agent is hereby authorized (Abut shall not be obligated to) at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may deem necessary or advisable to perfect the Lien on such additional Grantor shall have filed a Claims conferred hereunder, and the Grantor shall, if required by applicable law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon at the request of the Administrative Collateral Agent, execute and deliver such Perfection Documents and take such other Perfection Action to perfect or protect the relevant Grantor shall, within thirty (30) days after such request is made, transmit to Lien of the Administrative Collateral Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and Parties in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) 30 days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000100,000 in the aggregate, and either (ii) either (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) 30 days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) 30 days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Security Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Security Agent in such writing (for the ratable benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesSecurity Agent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000100,000, and either (ii) either (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, including arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Security Agent, the relevant Grantor shall, within thirty (30) 30 days after such request is made, transmit to the Administrative Security Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Security Agent in such writing (for the ratable benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and Security Agent. For the other Secured Partiesavoidance of doubt, this Section is specifically subject to the terms of t he Subordination Agreement.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Collateral Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Collateral Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (ia) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (iib) (Ai) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (Bii) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Collateral Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Collateral Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Collateral Agent and the other Secured Parties.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a With respect to its Commercial Tort Claim that satisfies the requirements of the following sentenceClaims whether now existing or hereafter created or acquired and wheresoever located, such each Grantor shallrepresents, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent warrants and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting covenants to the Administrative Agent in such writing (for the benefit of the Secured PartiesParties that: (i) Schedule 9(i) attached hereto contains a security true and complete list of all Commercial Tort Claims in which any Grantor has an interest therein and which have been identified by a Grantor as of its Applicable Date, and as to which the Grantor believes in good faith there exists the Proceeds thereof, all upon the terms possibility of this Agreement, with such writing to be recovery (including by way of settlement) of monetary relief in form and substance satisfactory excess of $100,000 (“Grantor Claims”). Each Grantor shall furnish to the Administrative Agent from time to time upon its reasonable request a certificate of an officer of such Grantor referring to this Section 9(i) and the other Secured Parties. The provisions (x) identifying all Grantor Claims that are not then described on Schedule 9(i) attached hereto and stating that each of the preceding sentence such additional Grantor Claims shall apply only be deemed added to such Schedule 9(i) and shall constitute a Commercial Tort Claim, a Grantor Claim, and additional Collateral hereunder, and (y) summarizing the status or disposition of any Grantor Claims that have been settled, or have been made the subject of any binding mediation, judicial or arbitral proceeding, or any judicial or arbitral order on the merits, or that have been abandoned. With respect to each such additional Grantor Claim, such Grantor Claim that satisfies shall be and become part of the following requirements: (i) Collateral hereunder from the monetary value claimed by or payable date such claim is identified to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000Administrative Agent as provided above without further action, and either (ii) (A) the Administrative Agent is hereby authorized at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may deem necessary or advisable, to perfect the Lien on such additional Grantor shall have filed a law suit or counterclaim Claims conferred hereunder, and the Grantor shall, if required by applicable Law or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon at the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after execute and deliver such request is made, transmit to Perfection Documents and take such other Perfection Action as the Administrative Agent and may determine to be necessary or advisable to perfect or protect the other Secured Parties a writing signed by such Grantor containing a brief description Lien of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and Parties in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a With respect to its Commercial Tort Claim that satisfies the requirements of the following sentenceClaims whether now existing or hereafter created or acquired and wheresoever located, such each Grantor shallrepresents, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent warrants and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting covenants to the Administrative Agent in such writing (for the benefit of the Secured PartiesParties that: (i) Schedule 9(i) attached hereto contains a security true and complete list of all Commercial Tort Claims in which any Grantor has an interest therein and which have been identified by a Grantor as of its Applicable Date, and as to which the Grantor believes in good faith there exists the Proceeds thereof, all upon the terms possibility of this Agreement, with such writing to be recovery (including by way of settlement) of monetary relief in form and substance satisfactory excess of $1,000,000 (“Grantor Claims”). Each Grantor shall furnish to the Administrative Agent upon its reasonable request but, other than during the continuance of an Event of Default, not more than once per fiscal year, a list of all Grantor Claims that are not then described on Schedule 9(i) attached hereto and the other Secured Parties. The provisions stating that each of the preceding sentence such additional Grantor Claims shall apply only be deemed added to such Schedule 9(i) and shall constitute a Commercial Tort Claim, a Grantor Claim, and additional Collateral hereunder, and (y) summarizing the status or disposition of any Grantor Claims that have been settled, or have been made the subject of any binding mediation, judicial or arbitral proceeding, or any judicial or arbitral order on the merits, or that have been abandoned. With respect to each such additional Grantor Claim, such Grantor Claim that satisfies shall be and become part of the following requirements: (i) Collateral hereunder from the monetary value claimed by or payable date such claim is identified to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000Administrative Agent as provided above without further action, and either (ii) (A) the Administrative Agent is hereby authorized at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may deem reasonably necessary or advisable, to perfect the Lien on such additional Grantor shall have filed a Claims conferred hereunder, and the Grantor shall, if required by applicable law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against at the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the reasonable request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after execute and deliver such request is made, transmit to Perfection Documents and take such other Perfection Action as the Administrative Agent and may reasonably determine to be necessary or advisable to perfect or protect the other Secured Parties a writing signed by such Grantor containing a brief description Lien of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and Parties in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a With respect to its Commercial Tort Claim that satisfies the requirements of the following sentenceClaims (other than Excluded Property), such whether now existing or hereafter created or acquired and wheresoever located, each Grantor shallrepresents, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent warrants and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting covenants to the Administrative Agent in such writing (for the benefit of the Secured PartiesParties that Schedule 8(h) attached hereto contains a security true and complete list of all such Commercial Tort Claims in which any Grantor has an interest therein and which have been identified by a Grantor as of its Applicable Date, and as to which the Grantor believes in good faith there exists the Proceeds thereof, all upon the terms possibility of this Agreement, with such writing to be recovery (including by way of settlement) of monetary relief in form and substance satisfactory excess of $2,500,000 (“Grantor Claims”). Each Grantor shall furnish to the Administrative Agent from time to time upon its request a certificate of an officer of such Grantor referring to this Section 8(h) and the other Secured Parties. The provisions (x) identifying all Grantor Claims that are not then described on Schedule 8(h) attached hereto and stating that each of the preceding sentence such additional Grantor Claims shall apply only be deemed added to such Schedule 8(h) and shall constitute a Commercial Tort Claim, a Grantor Claim, and additional Collateral hereunder, and (y) summarizing the status or disposition of any Grantor Claims that have been settled, or have been made the subject of any binding mediation, judicial or arbitral proceeding, or any judicial or arbitral order on the merits, or that have been abandoned. With respect to each such additional Grantor Claim, such Grantor Claim that satisfies shall be and become part of the following requirements: (i) Collateral hereunder from the monetary value claimed by or payable date such claim is identified to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000Administrative Agent as provided above without further action, and either (ii) (A) the Administrative Agent is hereby authorized at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may deem necessary or advisable, to perfect the Lien on such additional Grantor shall have filed a Claims conferred hereunder, and the Grantor shall, if required by applicable law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon at the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after execute and deliver such request is made, transmit to Perfection Documents and take such other Perfection Action as the Administrative Agent and may determine to be necessary or advisable to perfect or protect the other Secured Parties a writing signed by such Grantor containing a brief description Lien of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and Parties in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such Notify the Administrative Agent promptly, in writing in the event that any Grantor shall at any time after the date hereof hold or acquire a any Commercial Tort Claim that satisfies Claims which notice shall set forth (i) all information with respect to such Commercial Tort Claims as is set forth on Schedule 11 hereto with respect to Commercial Tort Claims held by the requirements of Grantors on the following sentencedate hereof, and (ii) shall include the express grant by such Grantor shall, within thirty (30) days after to the Administrative Agent of a security interest in such Commercial Tort Claim satisfies (and the proceeds thereof). Upon receipt of such requirementsnotice, notify Schedule 11 shall be deemed to be updated to include such Commercial Tort Claims (and the Administrative Agent and may, but shall not be required to, replace the other Secured Parties in existing Schedule 11 with a writing signed new Schedule reflecting such Commercial Tort Claims). In the event that such notice does not include such grant of a security interest, the sending thereof by such Grantor containing a brief description thereof, and granting to the Administrative Agent in shall be deemed to constitute such writing (for grant to the benefit Administrative Agent. Upon the sending of such notice, any Commercial Tort Claim described therein shall constitute part of the Secured Parties) a security interest therein Collateral and shall be deemed included therein. Without limiting the authorization of the Administrative Agent provided in the Proceeds thereofCredit Agreement or otherwise arising by such Grantor’s execution of this Agreement or any of the other Financing Documents, all the Administrative Agent is hereby irrevocably authorized from time to time and at any time to file such financing statements naming the Administrative Agent or its designee as secured party and such Grantor as debtor, or any amendments to any financing statements, covering any such Commercial Tort Claim as Collateral. In addition, such Grantor shall promptly upon the terms of this AgreementAdministrative Agent’s request, with such writing execute and deliver, or cause to be in form executed and substance satisfactory delivered, to the Administrative Agent such other agreements, documents and instruments as the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor Administrative Agent may require in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesRequisite Holders. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed reasonably expected to be received by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000200,000 individually or $1,000,000 in the aggregate, and either (ii) either (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative AgentAgent or the Requisite Holders, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesRequisite Holders.

Commercial Tort Claims. If such Grantor Concurrently with the delivery of each Compliance Certificate pursuant to Section 10.1.2(c), Borrowers shall at notify Agent in writing of any time hold Commercial Tort Claim (other than, as long as no Default or acquire Event of Default exists, a Commercial Tort Claim for less than $1,000,000) that satisfies is held by any Borrower to the requirements extent Agent was not previously notified about the existence of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies and, upon Agent’s request, shall promptly take such requirements, notify the Administrative actions as Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting deems appropriate to the Administrative confer upon Agent in such writing (for the benefit of the Secured Parties) a security duly perfected, first priority Lien (subject to Permitted Liens) upon such claim. 7.5.2. Certain After-Acquired Collateral. Concurrently with the delivery of each Compliance Certificate pursuant to Section 10.1.2(c), Borrowers shall promptly notify Agent in writing if, after the Effective Date, any Borrower obtains any interest therein and in the Proceeds thereofany Collateral consisting of Chattel Paper, all upon the terms of this AgreementDocuments, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by Instruments, Investment Property or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, Letter-of-Credit Rights to the extent that Agent was not previously notified about the existence of such Collateral, and, upon Agent’s request, shall promptly take such actions as Agent deems appropriate to effect Agent’s duly perfected, first priority (subject to Permitted Liens) Lien upon such Collateral (which is not yet subject to a Lien in favor of Agent), including using commercially reasonable efforts to obtain Lien Waivers; provided, that Borrowers shall notify Agent of the opening of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing new Deposit Accounts and enter into control agreements within the time period and as required pursuant to Section 8.2.4 and Section 8.5. Concurrently with the Securities Exchange Commission or any successor thereto or analogous Governmental Authoritydelivery of each Compliance Certificate pursuant to Section 10.1.2(c), or to the extent that the existence Borrower Agent shall notify Agent of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.registrations or 74 NAI-1507796678v9

Commercial Tort Claims. If such Grantor The Pledgors do not have any commercial tort claims as of the date hereof, except as set forth in the Perfection Certificate. In the event that any Pledgor shall at any time hold after the date hereof have any commercial tort claims involving a claim in excess of $1,000,000 that arise in connection with or acquire a Commercial Tort Claim that satisfies the requirements of the following sentenceare related to any other Collateral, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, Pledgor shall promptly notify the Administrative Agent Collateral Trustee thereof in writing, which notice shall (i) set forth in reasonable detail the basis for and nature of such commercial tort claim and (ii) include the other Secured Parties in a writing signed express grant by such Grantor containing a brief description thereof, and granting Pledgor to the Administrative Agent in such writing (for the benefit Collateral Trustee of the Secured Parties) a security interest in such commercial tort claim (and the proceeds thereof). In the event that such notice does not include such grant of a security interest, the sending thereof by such Pledgor to the Collateral Trustee shall be deemed to constitute such grant to the Collateral Trustee. Upon the sending of such notice, any commercial tort claim described therein shall constitute part of the Collateral and shall be deemed included therein. Without limiting the authorization of the Collateral Trustee provided in Section 2.2 hereof or otherwise arising by the Proceeds thereofexecution by such Pledgor of this Agreement or any of the other Note Documents, all the Collateral Trustee is hereby irrevocably authorized from time to time and at any time to file such financing statements naming the Collateral Trustee or its designee as secured party and such Pledgor as debtor, or any amendments to any financing statements, covering any such commercial tort claim as Collateral. In addition, each Pledgor shall promptly upon the terms of this AgreementCollateral Trustee’s request, with such writing execute and deliver, or cause to be in form executed and substance satisfactory delivered, to the Administrative Agent Collateral Trustee such other agreements, documents and instruments as the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor Collateral Trustee may reasonably require in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiescommercial tort claim.

Commercial Tort Claims. If such any Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Collateral Agent and the other Secured Parties Lenders in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured PartiesLenders and the Xxxxx Xxxx Lenders) a security interest therein and in the Proceeds thereof, all upon the terms of this Security Agreement, with such writing to be in form and substance satisfactory to the Administrative Collateral Agent and the other Secured PartiesLenders. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,00020,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such GTM or any Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by GTM or any Grantor, then, upon the request of the Administrative Collateral Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Collateral Agent and the other Secured Parties Lenders a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured PartiesLenders and the Xxxxx Xxxx Lenders) a security interest therein and in the Proceeds thereof, all upon the terms of this Security Agreement, with such writing to be in form and substance satisfactory to the Administrative Collateral Agent and the other Secured PartiesLenders.

Commercial Tort Claims. If The Seller or the Servicer shall promptly, and in any event within two (2) Business Days after the same is acquired by the Seller, notify the Agent of any commercial tort claim (as defined in the UCC) acquired by the Seller and, unless otherwise consented by the Agent, the Seller shall enter into a supplement to the Agreement granting to the Purchaser a security interest in such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements commercial tort claim. Each of the following sentenceshall be a “Termination Event”: (a) The Servicer, any Originator or the Seller shall fail to make when due any payment or deposit to be made by it under the Agreement or any other Transaction Document and such Grantor shallfailure shall continue unremedied for two (2) Business Days; or (b) Manitowoc (or any Affiliate thereof) shall fail to transfer to any successor Servicer when required any rights, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting pursuant to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with which Manitowoc (or such writing to be in form and substance satisfactory to Affiliate) then has as Servicer; or (c) Any representation or warranty or certification made or deemed made by the Administrative Agent and Seller, any Originator or the other Secured Parties. The provisions Servicer (or any of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (itheir respective officers) the monetary value claimed by under or payable to the relevant Grantor in connection with the Agreement or any other Transaction Document or any information or report delivered by the Seller or the Servicer pursuant to the Agreement shall prove to have been incorrect or untrue in any material respect when made or deemed made or delivered; or (d) The Seller, any Originator or the Servicer shall fail to perform or observe any other term, covenant or agreement contained in the Agreement or any other Transaction Document on its part to be performed or observed, or the Seller shall fail to enforce any rights under any Transaction Document against any Originator or shall give up any such Commercial Tort Claim shall exceed $1,000,000rights, and either any such failure (iior such giving up) shall remain unremedied for ten (A10) Business Days after the Seller, any Originator or the Servicer, as applicable, has notice or knowledge thereof (or, with respect to a failure to deliver a Monthly Report pursuant to the Agreement, such Grantor failure shall have filed remain unremedied for two (2) Business Days); or (e) The Seller, any Originator or the Servicer shall fail to pay any principal of or premium or interest on any of its Debt (or Buy-Back Obligations, as defined in the Credit Agreement) which is outstanding in a law suit principal amount of at least (x) in the case of any Originator or counterclaim the Servicer, ten million dollars ($10,000,000) or, in the case of the Seller, ten thousand dollars ($10,000), in any case, in the aggregate when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise commenced legal proceedings otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement, mortgage, indenture or instrument relating to such Debt; or any other event shall occur or condition shall exist under any agreement, mortgage, indenture or instrument relating to any such Debt and shall continue after the applicable grace period, if any, specified in such agreement, mortgage, indenture or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), redeemed, purchased or defeased, or an offer to repay, redeem, purchase or defease such Debt shall be required to be made, in each case prior to the stated maturity thereof; or (f) The Agreement or any Investment or Reinvestment pursuant to the Agreement (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and deemed Investment occurring on the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.Closing Date pursuant to

Commercial Tort Claims. As of the date hereof, each Debtor hereby represents and warrants that it holds no Commercial Tort Claims other than those listed in Schedule 12 to the Perfection Certificate. If such Grantor any Debtor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentenceClaim, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, Debtor shall immediately notify the Administrative Collateral Agent and the other Secured Parties in a writing signed by such Grantor containing a Debt- or of the brief description thereof, details thereof and granting grant to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Collateral Agent. In the event that such no- xxxx does not include such grant of a security interest, the sending thereof by such Debtor to the Collateral Agent and shall be deemed to constitute such grant to the other Secured PartiesCollateral Agent. The provisions Upon the send- ing of the preceding sentence shall apply only to a such notice, any Commercial Tort Claim that satisfies described therein shall constitute part of the following requirements: (i) Col- lateral and shall be deemed included therein. Without limiting the monetary value claimed authorization of the Collateral Agent provided in Section 5 hereof or otherwise arising by the execution by such Debtor of this Agreement or payable any of the other Loan Documents, the Collateral Agent is hereby irrevocably au- thorized from time to time and at any time to file such financing statements naming the Collateral Agent or its designee as secured party and such Debtor as debtor, or any amendments to any fi- nancing statements, covering any such Commercial Tort Claim as Collateral. In addition, each Debtor shall promptly upon the Collateral Agent’s request, execute and deliver, or cause to be ex- ecuted and delivered, to the relevant Grantor Collateral Agent such other agreements, documents and instruments as the Collateral Agent may require in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: Grantor (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (Bii) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If such any Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies commercial tort claim in an amount reasonably estimated to exceed $1,000,000 the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, shall promptly notify the Administrative Collateral Agent and the other Secured Parties thereof in a writing signed by such Grantor containing including a brief summary description thereof, of such claim and granting grant to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent Collateral Agent; provided that, unless an Event of Default shall have occurred and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: be continuing, (i) the monetary value claimed by or payable upon delivery of a certificate of a Financial Officer to the relevant Grantor Collateral Agent setting forth the amount of any monetary judgments, settlements and costs associated therewith of the Borrower or any Subsidiary resulting from any Specified Third Party Litigation and stating the amount of any proceeds from any Specified Borrower Litigation that the Borrower or any Subsidiary will apply to the payment of such judgments, settlements and associated costs, the Borrower shall be permitted to apply such amount of such proceeds against such judgments, settlements and associated costs and all security interests and other rights of the Collateral Agent in such amount of such proceeds shall be automatically released and terminated upon such application thereof and (ii) upon delivery of a certificate of a Financial Officer to the Collateral Agent stating the claims of the Borrower or any Subsidiary under the Specified Borrower Litigations that the Borrower or any Subsidiary will assign in connection with such Commercial Tort Claim shall exceed $1,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by Specified Third Party Litigation, the Borrower shall be permitted to make such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request assignments and all security interests and other rights of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein claims shall be automatically released and in the Proceeds terminated upon such assignments thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a With respect to its Commercial Tort Claim that satisfies the requirements of the following sentenceClaims whether now existing or hereafter created or acquired and wheresoever located, such each Grantor shallrepresents, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent warrants and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting covenants to the Administrative Agent in such writing (for the benefit of the Secured PartiesParties that: (i) Schedule 9(i) attached hereto contains a security true and complete list of all Commercial Tort Claims in which any Grantor has an interest therein and which have been identified by a Grantor as of its Applicable Date, and as to which the Grantor believes in good faith there exists the Proceeds thereof, all upon the terms possibility of this Agreement, with such writing to be recovery (including by way of settlement) of monetary relief in form and substance satisfactory excess of $250,000 (“Grantor Claims”). Each Grantor shall furnish to the Administrative Agent upon its reasonable request but, other than during the continuance of an Event of Default, not more than once per fiscal year, a list of all Grantor Claims that are not then described on Schedule 9(i) attached hereto and the other Secured Parties. The provisions stating that each of the preceding sentence such additional Grantor Claims shall apply only be deemed added to such Schedule 9(i) and shall constitute a Commercial Tort Claim, a Grantor Claim, and additional Collateral hereunder, and (y) summarizing the status or disposition of any Grantor Claims that have been settled, or have been made the subject of any binding mediation, judicial or arbitral proceeding, or any judicial or arbitral order on the merits, or that have been abandoned. With respect to each such additional Grantor Claim, such Grantor Claim that satisfies shall be and become part of the following requirements: (i) Collateral hereunder from the monetary value claimed by or payable date such claim is identified to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000Administrative Agent as provided above without further action, and either (ii) (A) the Administrative Agent is hereby authorized at the expense of the applicable Grantor to execute and file such additional financing statements or amendments to previously filed financing statements, and take such other action as it may deem reasonably necessary or advisable, to perfect the Lien on such additional Grantor shall have filed a Claims conferred hereunder, and the Grantor shall, if required by applicable law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against at the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the reasonable request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after execute and deliver such request is made, transmit to Perfection Documents and take such other Perfection Action as the Administrative Agent and may reasonably determine to be necessary or advisable to perfect or protect the other Secured Parties a writing signed by such Grantor containing a brief description Lien of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and Parties in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Partiesadditional Grantor Claims conferred hereunder.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent Lender and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent Lender in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesLender. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000100,000, and either (ii) either (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, including arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative AgentLender, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent Lender and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent Lender in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesLender.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured Parties. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,0003,000,000, and either (ii) (A) such Grantor shall have filed a law suit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured Parties.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after from the date upon which such Commercial Tort Claim satisfies such requirements, notify the Administrative Collateral Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesCollateral Agent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (i) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,0002,500,000, and either (ii) either (A) such Grantor shall have filed a law suit lawsuit or counterclaim or otherwise commenced legal proceedings (including, without limitation, arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (B) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, then the relevant Grantor shall, within thirty (30) days after from the date upon which such request disclosure is made, transmit to the Administrative Collateral Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Collateral Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Administrative Agent and the other Secured PartiesCollateral Agent.

Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the ratable benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (ia) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and (b) either (ii) (Ai) such Grantor shall have filed a law suit lawsuit or counterclaim or otherwise commenced legal proceedings (including, without limitation, including arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (Bii) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent and the other Secured PartiesAgent.