Common use of Covenants Relating to Collateral Clause in Contracts

Covenants Relating to Collateral. Until the Obligations shall have been paid in full, and the Indenture shall have terminated, the Grantor covenants and agrees that if the Grantor shall become entitled to receive or shall receive any note, any certificate or other equity securities (including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Collateral, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of the Collateral, or otherwise in respect thereof, the Grantor shall accept the same as the agent of the Secured Party, hold the same in trust for the Secured Party and deliver the same forthwith to the Secured Party in the exact form received, duly indorsed by the Grantor to the Secured Party, together with an undated assignment or stock power covering such certificate duly executed in blank by the Grantor and with, if the Secured Party so requests, signature guaranteed, to be held by the Secured Party, subject to the terms thereof, as collateral security for the Obligations. If any of the foregoing property so distributed in respect of the Collateral shall be received by the Grantor, the Grantor shall, until such property is paid or delivered to the Secured Party, hold such property in trust for the Secured Party, segregated from other funds or property of the Grantor, as collateral security for the Obligations. Grantor shall (i) promptly forward to the Secured Party written notification of, and grant of, a security interest to the Secured Party in any and all Commercial Tort Claims (as defined in the UCC) acquired by the Grantor or coming into existence, in each case, after the date hereof, including, but not limited to, any and all actions, suits, and proceedings before any court or governmental authority by or affecting such Grantor by executing and delivering a supplement in the form of Exhibit B describing such Commercial Tort Claim (as defined in the UCC) with reasonable specificity and (ii) execute and deliver such statements, documents and notices and do and cause to be done all such things as may be required by the Secured Party, or required by law, including all things which may from time to time be necessary under the UCC to fully create, preserve, perfect and protect the priority of the Secured Party’s security interest in any Commercial Tort Claim (as defined in the UCC).

Covenants Relating to Collateral. Until the Obligations shall have been paid in fullDebtor hereby agrees (a) to perform all acts that may be necessary to maintain, preserve, protect and the Indenture shall have terminated, the Grantor covenants and agrees that if the Grantor shall become entitled to receive or shall receive any note, any certificate or other equity securities (including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of perfect the Collateral, whether the Lien granted to Secured Party therein and the perfection and priority of such Lien, except for Permitted Liens; (b) not to use or permit any Collateral to be used (i) in addition toviolation in any material respect of any applicable law, in substitution of, as a conversion ofrule or regulation, or (ii) in exchange for, violation of any shares policy of insurance covering the Collateral; (c) to pay promptly when due all taxes and other governmental charges, all Liens and all other charges now or otherwise in respect thereof, the Grantor shall accept the same as the agent of the hereafter imposed upon or affecting any Collateral; (d) without 15 days written notice to Secured Party, hold the same in trust for the Secured Party and deliver the same forthwith to the Secured Party in the exact form received, duly indorsed by the Grantor to the Secured Party, together with an undated assignment or stock power covering such certificate duly executed in blank by the Grantor and with, if the Secured Party so requests, signature guaranteed, to be held by the Secured Party, subject to the terms thereof, as collateral security for the Obligations. If any of the foregoing property so distributed in respect of the Collateral shall be received by the Grantor, the Grantor shall, until such property is paid or delivered to the Secured Party, hold such property in trust for the Secured Party, segregated from other funds or property of the Grantor, as collateral security for the Obligations. Grantor shall (i) promptly forward not to change Debtor’s name or place of business (or, if Debtor has more than one place of business, its chief executive office), or the Secured Party written notification of, office in which Debtor’s records relating to accounts receivable and grant of, a security interest to the Secured Party in any and all Commercial Tort Claims (as defined in the UCC) acquired by the Grantor or coming into existence, in each case, after the date hereof, including, but not limited to, any and all actions, suits, and proceedings before any court or governmental authority by or affecting such Grantor by executing and delivering a supplement in the form of Exhibit B describing such Commercial Tort Claim (as defined in the UCC) with reasonable specificity payment intangibles are kept and (ii) not to change Debtor’s state of incorporation; (e) to procure, execute and deliver such statements, documents and notices and do and cause to be done all such things as may be required by the Secured Party, or required by law, including all things which may from time to time be any endorsements, assignments, financing statements and other writings reasonably deemed necessary under the UCC or appropriate by Secured Party to fully createperfect, preserve, perfect maintain and protect its Lien hereunder and the priority thereof and to deliver promptly upon the request of the Secured Party all originals of Collateral consisting of instruments; (f) to appear in and defend any action or proceeding which may affect its title to or Secured Party’s interest in the Collateral; (g) if Secured Party gives value to enable Debtor to acquire rights in or the use of any Collateral, to use such value for such purpose; (h) to keep separate, accurate and complete records of the Collateral and to provide Secured Party with such records and such other reports and information relating to the Collateral as Secured Party may reasonably request from time to time; (i) not to surrender or lose possession of, sell, encumber, lease, rent, or otherwise dispose of or transfer any Collateral or right or interest therein except with respect to Permitted Liens, and to keep the Collateral free of all Liens except Permitted Liens; provided that Debtor may sell, lease, transfer, license or otherwise dispose of any of the Collateral in the ordinary course of business consisting of (i) the sale of inventory, (ii) sales of worn-out or obsolete equipment, and (iii) non-exclusive licenses and similar arrangements for the use of the property of Debtor; (j) if requested by Secured Party, to type, print or stamp conspicuously on the face of all original copies of all Collateral consisting of chattel paper a legend satisfactory to Secured Party indicating that such chattel paper is subject to the security interest granted hereby; (k) to collect, enforce and receive delivery of the accounts receivable and payment intangibles in accordance with past practice until otherwise notified by Secured Party; (l) to comply with all material requirements of law relating to the production, possession, operation, maintenance and control of the Collateral (including the Fair Labor Standards Act); and (m) to permit Secured Party and its representatives the right, at any Commercial Tort Claim (as defined in time during normal business hours, upon reasonable prior notice, to visit and inspect the UCC)properties of Debtor and its corporate, financial and operating records, and make abstracts therefrom, and to discuss Xxxxxx’s affairs, finances and accounts with its directors, officers and independent public accountants.

Covenants Relating to Collateral. Until the Obligations shall have been paid in full(a) Company hereby agrees (a) to perform all acts that may be necessary to maintain, preserve, protect and the Indenture shall have terminated, the Grantor covenants and agrees that if the Grantor shall become entitled to receive or shall receive any note, any certificate or other equity securities (including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of perfect the Collateral, whether in addition tothe Lien granted to Lender therein and the perfection and priority of such Lien, in substitution ofexcept for Permitted Liens; (b) not to have any other Liens, as a conversion ofexcept Permitted Liens, or in exchange for, any shares of placed on the Collateral, ; (c) not to use or otherwise in respect thereof, the Grantor shall accept the same as the agent of the Secured Party, hold the same in trust for the Secured Party and deliver the same forthwith to the Secured Party in the exact form received, duly indorsed by the Grantor to the Secured Party, together with an undated assignment or stock power covering such certificate duly executed in blank by the Grantor and with, if the Secured Party so requests, signature guaranteed, permit any Collateral to be held by the Secured Party, subject to the terms thereof, as collateral security for the Obligations. If any of the foregoing property so distributed in respect of the Collateral shall be received by the Grantor, the Grantor shall, until such property is paid or delivered to the Secured Party, hold such property in trust for the Secured Party, segregated from other funds or property of the Grantor, as collateral security for the Obligations. Grantor shall used (i) promptly forward to the Secured Party written notification of, and grant of, a security interest to the Secured Party in violation in any material respect of any applicable law, rule or regulation, or (ii) in violation of any policy of insurance covering the Collateral; (d) to pay promptly when due all taxes and other governmental charges, all Liens and all Commercial Tort Claims other charges now or hereafter imposed upon or affecting any Collateral; (as defined e) without 30 days’ written notice to Collateral Agent, (i) not to change Company’s name or place of business (or, if Company has more than one place of business, its chief executive office), or the office in which Company’s records relating to accounts receivable and payment intangibles are kept, (ii) not to change Company’s state of incorporation, or (f) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or appropriate by Lender to perfect, maintain and protect its Lien hereunder and the UCCpriority thereof and to deliver promptly upon the request of Lender all originals of Collateral consisting of instruments. (b) acquired by the Grantor or coming into existenceCompany hereby further agrees to (i) notify Lender, in each casewriting, after the date hereof, including, but not limited to, any and all actions, suits, and proceedings before any court at such time or governmental authority by or affecting such Grantor by executing and delivering times that Company enters into a supplement in the form of Exhibit B describing such Commercial Tort Claim (as defined in the UCC) with reasonable specificity Material Contract and (ii) execute and deliver such statements, documents and notices and do and cause to be done perform all such things as acts that may be required by the Secured Party, or required by law, including all things which may from time necessary to time be necessary under the UCC to fully createmaintain, preserve, protect and perfect and protect the priority of the Secured Party’s a security interest in such Material Contract, the Lien granted to Lender therein and the perfection and priority of such Lien. Upon Lender's request, Company shall provide copies of any Commercial Tort Claim (as defined Material Contracts to Lender. For purposes of this Section 4(b), "Material Contract" means any agreement not made in the UCC)ordinary course of Company's business or an agreement that requires payments of $100,000 or more, in which Company or any subsidiary of Company is a party or has a beneficial interest.

Covenants Relating to Collateral. Until the Obligations shall have been paid in full, and the Indenture Credit Agreement shall have terminated, the Grantor covenants and agrees that if the Grantor shall become entitled to receive or shall receive any notenote (including a Zohar I Note or Xxxxx XX Note as defined in Exhibit A hereto), any certificate or other equity securities (including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Collateral, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of the Collateral, or otherwise in respect thereof, the Grantor shall accept the same as the agent of the Secured Party, hold the same in trust for the Secured Party and deliver the same forthwith to the Secured Party in the exact form received, duly indorsed by the Grantor to the Secured Party, together with an undated assignment or stock power covering such certificate duly executed in blank by the Grantor and with, if the Secured Party so requests, signature guaranteed, to be held by the Secured Party, subject to the terms thereof, as collateral security for the Obligations. If any of the foregoing property so distributed in respect of the Collateral shall be received by the Grantor, the Grantor shall, until such property is paid or delivered to the Secured Party, hold such property in trust for the Secured Party, segregated from other funds or property of the Grantor, as collateral security for the Obligations. Grantor shall (i) promptly forward to the Secured Party written notification of, and grant of, a security interest to the Secured Party in any and all Commercial Tort Claims (as defined in the UCC) acquired by the Grantor or coming into existence, in each case, after the date hereof, including, but not limited to, any and all actions, suits, and proceedings before any court or governmental authority by or affecting such Grantor by executing and delivering a supplement in the form of Exhibit B describing such Commercial Tort Claim (as defined in the UCC) with reasonable specificity and (ii) execute and deliver such statements, documents and notices and do and cause to be done all such things as may be required by the Secured Party, or required by law, including all things which may from time to time be necessary under the UCC to fully create, preserve, perfect and protect the priority of the Secured Party’s security interest in any Commercial Tort Claim (as defined in the UCC).

Covenants Relating to Collateral. Until Debtor hereby agrees (a) to perform all acts that may be necessary to maintain, preserve, protect and perfect the Obligations shall have been paid in fullCollateral (ordinary wear and tear excepted), the Lien granted to Secured Party therein and the Indenture shall have terminatedfirst priority of such Lien, except for Permitted Liens; (b) not to use or permit any Collateral to be used (i) in violation of any provision herein, (ii) in any material violation of any applicable law, rule or regulation, or (iii) in violation of any policy of insurance covering the Grantor covenants Collateral; (c) to pay when due all taxes and agrees that other governmental charges, all Liens and all other charges now or hereafter imposed upon or affecting any Collateral which, if unpaid, might become a Lien upon the Grantor shall become entitled to receive or shall receive any note, any certificate or other equity securities (including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital Collateral or any certificate issued in connection with any reorganization), option or rights in respect of the Collateral, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of the Collateral, or otherwise in respect part thereof, the Grantor shall accept the same as the agent of the ; (d) not to change Debtor's name without 15 days' prior written notice to Secured Party, hold or Debtor's residence or the same office in trust for which Debtor's records relating to Receivables are kept without 15 days prior written notice to Secured Party; (e) not to keep Collateral consisting of Inventory at any location other than the Secured Party and deliver the same forthwith locations set forth in item 4 of Attachment 2 hereto, except that upon at least 15 days prior written notice to the Secured Party in the exact form received, duly indorsed by the Grantor to the Secured Party, together with an undated assignment Debtor may move Collateral to other locations within the United States; (f) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or stock power covering such certificate duly executed in blank appropriate by the Grantor and with, if the Secured Party so requeststo perfect, signature guaranteed, maintain and protect its Lien hereunder and the priority thereof; (g) to be held by the appear in and defend any action or proceeding which may affect its title to or Secured Party, subject 's interest in the Collateral; (h) to comply with all material requirements of law relating to the terms thereofproduction, as collateral security for the Obligations. If any of the foregoing property so distributed in respect possession, operation, maintenance and control of the Collateral shall except for such non-compliance as could not reasonably be received by expected to have a material adverse effect on the Grantor, the Grantor shall, until value of any such property is paid or delivered to the Secured Party, hold such property in trust for the Secured Party, segregated from other funds or property of the Grantor, as collateral security for the Obligations. Grantor shall Collateral; (i) promptly forward to keep accurate and complete records of the Collateral and to provide Secured Party with such records and information relating to the Collateral as Secured Party written notification ofmay reasonably request from time to time; (j) not to surrender or lose possession of (other than to Secured Party), sell or otherwise dispose of or transfer any Collateral or right or interest therein, other than (i) the sale of Inventory and grant ofthe disposal of worn-out or obsolete equipment, a security interest to the Secured Party in any and all Commercial Tort Claims (as defined in the UCC) acquired by the Grantor or coming into existence, in each case, after the date hereof, including, but not limited to, any and all actions, suits, and proceedings before any court or governmental authority by or affecting such Grantor by executing and delivering a supplement in the form ordinary course of Exhibit B describing such Commercial Tort Claim (as defined in the UCC) with reasonable specificity Debtor's business and (ii) execute the granting of licenses in Embedded Products, and deliver such statementsto keep the Collateral free of all Liens except Permitted Liens; and (k) to collect, documents enforce and notices and do and cause to be done all such things as may be required receive delivery of the Receivables in accordance with past practice until otherwise notified by the Secured Party, or required by law, including all things which may from time to time be necessary under the UCC to fully create, preserve, perfect and protect the priority of the Secured Party’s security interest in any Commercial Tort Claim (as defined in the UCC).

Covenants Relating to Collateral. Until Debtor hereby agrees, except as otherwise permitted by the Obligations shall have been paid in fullterms hereof or the terms of the Loan Agreement (a) to perform all acts that may be necessary to maintain, preserve, protect and the Indenture shall have terminated, the Grantor covenants and agrees that if the Grantor shall become entitled to receive or shall receive any note, any certificate or other equity securities (including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of perfect the Collateral, whether the Lien granted to Secured Party therein and the perfection and priority of such Lien, except for Permitted Liens; (b) not to use or permit any Collateral to be used (i) in addition toviolation in any material respect of any applicable law, in substitution of, as a conversion ofrule or regulation of any Governmental Authority, or (ii) in exchange for, violation of any shares policy of insurance covering the Collateral; (c) to pay promptly when due all taxes and other Governmental Charges, unless contested in good faith and for which adequate reserves therefor are made in accordance with GAAP, all Liens and all other charges now or otherwise in respect thereofhereafter imposed upon or affecting any Collateral, the Grantor shall accept the same as the agent of the other than Permitted Liens; (d) without 30 days' written notice to Secured Party, hold the same in trust for the Secured Party and deliver the same forthwith to the Secured Party in the exact form received, duly indorsed by the Grantor to the Secured Party, together with an undated assignment or stock power covering such certificate duly executed in blank by the Grantor and with, if the Secured Party so requests, signature guaranteed, to be held by the Secured Party, subject to the terms thereof, as collateral security for the Obligations. If any of the foregoing property so distributed in respect of the Collateral shall be received by the Grantor, the Grantor shall, until such property is paid or delivered to the Secured Party, hold such property in trust for the Secured Party, segregated from other funds or property of the Grantor, as collateral security for the Obligations. Grantor shall (i) promptly forward not to change Debtor's name or place of business (or, if Debtor has more than one place of business, its chief executive office), or the Secured Party written notification ofoffice in which Debtor's records relating to accounts receivable and payment intangibles are kept, and grant of, a security interest to the Secured Party in any and all Commercial Tort Claims (as defined in the UCC) acquired by the Grantor or coming into existence, in each case, after the date hereof, including, but not limited to, any and all actions, suits, and proceedings before any court or governmental authority by or affecting such Grantor by executing and delivering a supplement in the form of Exhibit B describing such Commercial Tort Claim (as defined in the UCC) with reasonable specificity and (ii) not to change Debtor's state of incorporation, (iii) not to keep Collateral consisting of chattel paper at any location other than its chief executive office set forth in item 1 of Schedule B hereto, and (iv) not to keep Collateral consisting of equipment or inventory at any location other than the locations set forth in item 6 of Schedule B hereto, (f) to procure, execute and deliver such statements, documents and notices and do and cause to be done all such things as may be required by the Secured Party, or required by law, including all things which may from time to time be any endorsements, assignments, financing statements and other writings reasonably deemed necessary under the UCC or appropriate by Secured Party to fully createperfect, preserve, perfect maintain and protect its Lien hereunder and the priority thereof and to deliver promptly to Secured Party all originals of Collateral consisting of instruments; (g) to appear in and defend any action or proceeding which may adversely affect its title to or Secured Party's interest in the Collateral; (h) if Secured Party gives value to enable Debtor to acquire rights in or the use of any Collateral, to use such value for such purpose; (i) to keep separate, accurate and complete records of the Collateral and to provide Secured Party with such records and such other reports and information relating to the Collateral as Secured Party may reasonably request from time to time; (j) not to surrender or lose possession of (other than to Secured Party’s ), sell, encumber, lease, rent, or otherwise dispose of or transfer any Collateral or right or interest therein except as otherwise permitted in the Loan Agreement, and to keep the Collateral free of all Liens except Permitted Liens; (k) if requested by Secured Party, to type, print or stamp conspicuously on the face of all original copies of all Collateral consisting of chattel paper a legend satisfactory to Secured Party indicating that such chattel paper is subject to the security interest granted hereby; (l) to collect, enforce and receive delivery of the accounts receivable and payment intangibles in accordance with past practice until otherwise notified by Secured Party; (m) to comply with all material Requirements of Law relating to the production, possession, operation, maintenance and control of the Collateral (including the Fair Labor Standards Act); and (n) to permit Secured Party and its representatives the right, at any Commercial Tort Claim (as defined in time during normal business hours, upon reasonable prior notice, to visit and inspect the UCC)properties of Debtor and its corporate, financial and operating records, and make abstracts therefrom, and to discuss Debtor's affairs, finances and accounts with its directors, officers and independent public accountants.

Covenants Relating to Collateral. Until Grantor hereby agrees (a) to perform all reasonable acts that may be necessary to maintain, preserve, protect and perfect the Obligations shall have been paid in fullCollateral, the Lien granted to Secured Party therein and the Indenture shall have terminatedpriority of such Lien, the Grantor covenants and agrees that if the Grantor shall become entitled except for Permitted Liens; (b) not to receive use or shall receive permit any noteCollateral to be used (i) in violation of any provision of any documents, any certificate instruments or other equity securities (including, without limitation, any certificate representing a dividend or a distribution agreements executed in connection with the Obligations, or (ii) in violation of any reclassificationapplicable law, increase rule or reduction of capital regulation; (c) to pay promptly when due all taxes and other governmental charges, all Liens and all other charges now or hereafter imposed upon or affecting any certificate issued in connection with any reorganization), option or rights in respect of the Collateral, whether except where any such taxes or charges are being disputed in addition to, in substitution of, as a conversion of, or in exchange for, any shares of the Collateral, or otherwise in respect thereof, the Grantor shall accept the same as the agent of the good faith with appropriate proceedings; (d) without written notice to Secured Party, hold the same in trust for the Secured Party and deliver the same forthwith not to the Secured Party in the exact form received, duly indorsed by the Grantor to the Secured Party, together with an undated assignment change Grantor's name or stock power covering such certificate duly executed in blank by the Grantor and withplace of business (or, if Grantor has more than one place of business, its chief executive office), or the Secured Party so requestsoffice in which Grantor's records relating to Receivables are kept, signature guaranteed(e) to procure, to be held by the Secured Party, subject to the terms thereof, as collateral security for the Obligations. If any of the foregoing property so distributed in respect of the Collateral shall be received by the Grantor, the Grantor shall, until such property is paid or delivered to the Secured Party, hold such property in trust for the Secured Party, segregated from other funds or property of the Grantor, as collateral security for the Obligations. Grantor shall (i) promptly forward to the Secured Party written notification of, and grant of, a security interest to the Secured Party in any and all Commercial Tort Claims (as defined in the UCC) acquired by the Grantor or coming into existence, in each case, after the date hereof, including, but not limited to, any and all actions, suits, and proceedings before any court or governmental authority by or affecting such Grantor by executing and delivering a supplement in the form of Exhibit B describing such Commercial Tort Claim (as defined in the UCC) with reasonable specificity and (ii) execute and deliver such statements, documents and notices and do and cause to be done all such things as may be required by the Secured Party, or required by law, including all things which may from time to time be any endorsements, assignments, financing statements and other writings reasonably deemed necessary under the UCC or appropriate by Secured Party to fully createperfect, preserve, perfect maintain and protect its Lien hereunder and the priority thereof and to deliver promptly to Secured Party all originals of Collateral consisting of instruments; (f) to appear in and defend any action or proceeding which may affect its title to or Secured Party's interest in the Collateral; (h) to keep separate, accurate and complete records of the Secured Party’s security interest Collateral; (i) to collect, enforce and receive delivery of the Receivables in any Commercial Tort Claim accordance with past practice; and (as defined in j) to comply with all material requirements of law relating to the UCCproduction, possession, operation, maintenance and control of the products (including the Fair Labor Standards Act).

Covenants Relating to Collateral. Until the Obligations shall have been paid in fullCompany hereby agrees: (a) to perform all acts that may be necessary to insure, maintain, preserve, protect, perfect and the Indenture shall have terminated, the Grantor covenants and agrees that if the Grantor shall become entitled to receive or shall receive any note, any certificate or other equity securities (including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of defend the Collateral, whether the Lien granted to Secured Party therein and the perfection and priority of such Lien, except for Permitted Liens; (b) not to use or permit any Collateral to be used (i) in addition toviolation in any material respect of any applicable law, rule or regulation, (ii) in substitution of, as a conversion of, or in exchange for, violation of any shares policy of insurance covering the Collateral, or otherwise (iii) in respect thereofviolation of any provision of this Security Agreement, the Grantor shall accept Notes or the same as the agent of the Purchase Agreement; (c) to pay promptly when due all taxes and other governmental charges, all Liens and all other charges now or hereafter imposed upon or affecting any Collateral; (d) without 30 days' prior written notice to Secured Party, hold (i) not to change Company's name or place of business (or, if Company has more than one place of business, its chief executive office), or the same office in trust which Company's records relating to accounts receivable and payment intangibles are kept, and (ii) not to change Company’s state of incorporation; (e) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or appropriate by Secured Party to perfect, maintain and protect its Lien hereunder and the priority thereof and to deliver promptly upon the request of Secured Party all originals of Collateral consisting of instruments; (f) (i) within 60 days after the date of this Security Agreement, to cause each bank and other financial institution with an account held by Company and referred to in the Perfection Certificate to execute and deliver to Secured Party (or its designee) a control agreement, in form and substance satisfactory to Secured Party, duly executed by Company and such bank or financial institution, or enter into other arrangements in form and substance satisfactory to Secured Party, pursuant to which such institution shall irrevocably agree, among other things, that (A) it will comply at any time with the instructions originated by Secured Party (or its designee) to such bank or financial institution directing the disposition of cash, Commodity Contracts, securities, Investment Property and other items from time to time credited to such account, without further consent of Company, which instructions Secured Party (or its designee) will not give to such bank or other financial institution in the absence of a continuing Event of Default, and (B) upon receipt of written notice from Secured Party during the continuance of an Event of Default, such bank or financial institution shall immediately send to Secured Party (or its designee) by wire transfer (to such account as Secured Party (or its designee) shall specify, or in such other manner as Secured Party (or its designee) shall direct) all such cash, the value of any Commodity Contracts, securities, Investment Property and other items held by it, and (ii) without ten days’ prior written notice to Secured Party, Company shall not make or maintain any Deposit Account, Commodity Account or Securities Account except for the accounts set forth in the Perfection Certificate; (g) Provide the Secured Party prompt written notice of (i) any material change in the composition of the Intellectual Property, (ii) the registration of any copyright, including any subsequent ownership right of the Company in or to any copyright, patent or trademark not shown in an IP Security Agreement, and (iii) the Company’s knowledge of an event that could reasonably be expected to materially and adversely affect the value of the Intellectual Property; (h) if the Company (i) obtains any patent, registered trademark, registered copyright, registered mask work, or any pending application for any of the foregoing, whether as owner, licensee or otherwise, or (ii) applies for any patent or the registration of any trademark, then the Company shall promptly provide written notice thereof to the Secured Party and deliver shall execute such intellectual property security agreements and other documents and take such other actions as the same forthwith Secured Party shall request in its good faith business judgment to perfect and maintain a first priority perfected security interest in favor of the Secured Party in such property. If the Company decides to register any copyrights or mask works in the United States Copyright Office, the Company shall: (x) provide the Secured Party with at least fifteen (15) days prior written notice of the Company’s intent to register such copyrights or mask works together with a copy of the application it intends to file with the United States Copyright Office (excluding exhibits thereto); (y) execute an intellectual property security agreement and such other documents and take such other actions as the Secured Party may request in its good faith business judgment to perfect and maintain a first priority perfected security interest in favor of the Secured Party in the exact form received, duly indorsed by the Grantor to the Secured Party, together with an undated assignment copyrights or stock power covering such certificate duly executed in blank by the Grantor and with, if the Secured Party so requests, signature guaranteed, mask works intended to be held by registered with the Secured Party, subject to United States Copyright Office; and (z) record such intellectual property security agreement with the terms thereof, as collateral security for United States Copyright Office contemporaneously with filing the Obligationscopyright or mask work application(s) with the United States Copyright Office. If any of the foregoing property so distributed in respect of the Collateral The Company shall be received by the Grantor, the Grantor shall, until such property is paid or delivered to the Secured Party, hold such property in trust for the Secured Party, segregated from other funds or property of the Grantor, as collateral security for the Obligations. Grantor shall (i) promptly forward provide to the Secured Party written notification ofcopies of all applications that it files for patents or for the registration of trademarks, copyrights or mask works, together with evidence of the recording of the intellectual property security agreement necessary for the Secured Party to perfect and grant of, maintain a first priority perfected security interest in such property; (i) (i) use commercially reasonable efforts to protect, defend and maintain the validity and enforceability of its Intellectual Property; (ii) promptly advise the Secured Party in writing of material infringements of its Intellectual Property; and (iii) not allow any Intellectual Property material to the Company’s business to be abandoned, forfeited or dedicated to the public without the Secured Party’s written consent; (j) Provide written notice to the Secured Party within ten (10) days of entering or becoming bound by any Restricted License (other than over-the-counter software that is commercially available to the public). The Company shall take such steps as the Secured Party reasonably requests to obtain the consent of, or waiver by, any person whose consent or waiver is necessary for (i) any Restricted License to be deemed “Collateral” and for the Secured Party to have a security interest in it that might otherwise be restricted or prohibited by law or by the terms of any and all Commercial Tort Claims (as defined such Restricted License, whether now existing or entered into in the UCCfuture, and (ii) acquired by the Grantor Secured Party to have the ability in the event of a liquidation of any Collateral to dispose of such Collateral in accordance with the Secured Party’s rights and remedies under this Security Agreement and the other Transaction Documents; (k) to (i) keep its business and the Collateral insured against loss or coming into existencedamage, and (ii) maintain liability and other insurance, in each casecase in as ordinarily insured against by other owners in businesses similar to the Company’s. All policies of property insurance shall contain a lender’s loss payable endorsement, after in a form reasonably satisfactory to Secured Parties, showing Secured Parties as an additional loss payee, and all liability insurance policies shall show Secured Parties as an additional insured and specify that the date hereofinsurer must give at least 20 days notice to Secured Parties before canceling its policy for any reason. The Company shall cause to be furnished to Secured Parties a copy of its policies or certificate of insurance including any endorsements covering Secured Parties or showing Secured Parties as an additional insured and, if requested, evidence of all premium payments. Proceeds payable under any casualty policy will, at the Company’s option, be payable to the Company to replace the property subject to the claim, provided that any such replacement property shall be deemed Collateral in which Secured Parties has been granted a first priority security interest, provided that if an Event of Default has occurred and is continuing, all proceeds payable under any such policy shall, at Secured Parties’ option, be payable to Secured Parties to be applied on account of the Obligations; (l) to allow the Secured Parties to inspect the Collateral and audit and copy the Company’s books and records, including, but not limited to, the Company’s Accounts, upon reasonable notice to the Company. Such inspections or audits shall be at the Borrower’s expense and shall be conducted no more often than once every six (6) months unless an Event of Default has occurred and is continuing (in which case, they may be at any time as determined by the Secured Parties); and (m) the Company shall promptly (and all actions, suits, and proceedings before in any court event not later than the end of each fiscal quarter after acquiring or governmental authority by obtaining such Collateral) notify the Secured Party in writing upon acquiring or affecting such Grantor by executing and delivering a supplement in the form of Exhibit B describing such Commercial Tort Claim otherwise obtaining (as defined in the UCCi) with reasonable specificity any Intellectual Property and (ii) execute and deliver any other material Collateral and, in each such statements, documents and notices and do and cause to be done all such things as may be required by case upon the request of the Secured Party, or required by lawpromptly execute such other documents, including all any intellectual property security agreement, or if applicable, deliver such Collateral and do such other acts or things which may from time deemed necessary by the Secured Party to time be necessary under the UCC to fully create, preserve, perfect and or protect the priority of the Secured Party’s security interest in any Commercial Tort Claim (as defined in the UCC)therein.

Covenants Relating to Collateral. Until the Obligations shall have been paid in fullThe Debtor hereby agrees: (a) To perform all acts that may be necessary to maintain, preserve, protect, and the Indenture shall have terminated, the Grantor covenants and agrees that if the Grantor shall become entitled to receive or shall receive any note, any certificate or other equity securities (including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of perfect the Collateral, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of the Collateral, or otherwise in respect thereof, the Grantor shall accept the same as the agent of the Secured Party, hold the same in trust for the Secured Party and deliver the same forthwith Lien granted to the Secured Party therein and the perfection and priority of such Lien by filing, except for Permitted Liens; (b) Not to use or permit any Collateral to be used (i) in violation in any material respect of any applicable law, rule or regulation, or (ii) in violation of any policy of insurance covering the exact form receivedCollateral; (c) To pay prior to delinquency all taxes and other governmental charges, duly indorsed by all Liens and all other charges now or hereafter imposed upon or affecting any Collateral, other than Liens for delinquent taxes outstanding as of the Grantor date hereof, except as may be subject to good faith contest or as to which a bona fide dispute may arise; (d) Without prior written notice to the Secured Party, together with an undated assignment (i) not to change the Debtor’s name or stock power covering such certificate duly executed in blank by the Grantor and withplace of business (or, if the Secured Party so requestsDebtor has more than one place of business, signature guaranteedits chief executive office), or the office in which the Debtor’s records relating to be held accounts receivable and payment intangibles are kept and (ii) not to change the Debtor’s state of formation; (e) To procure, execute, and deliver from time to time any endorsements, assignments, financing statements, and other writings reasonably deemed necessary or appropriate by the Secured PartyParty to perfect, subject maintain, and protect its Lien hereunder and the priority thereof and to deliver promptly upon the terms thereof, as collateral security for the Obligations. If any request of the foregoing property so distributed in respect Secured Party all originals of the Collateral shall be received by the Grantor, the Grantor shall, until such property is paid consisting of instruments; (f) Not to surrender or delivered lose possession of (other than to the Secured Party), hold such property sell, encumber, lease, rent, or otherwise dispose of or transfer any Collateral or right or interest therein, and to keep the Collateral free of all Liens except Permitted Liens; provided that the Debtor may sell, lease, transfer, license or otherwise dispose of any of the Collateral in trust the ordinary course of business consisting of (i) the sale of inventory; (ii) sales of worn-out or obsolete equipment; (iii) non-exclusive licenses and similar arrangements for the Secured Party, segregated from other funds or use of the property of the GrantorDebtor; and (iv) escrows of software or other intellectual property entered into by the Debtor in the ordinary course of the Debtor’s business; (g) To comply with all material requirements of law relating to the production, as collateral security for possession, operation, maintenance, and control of the Obligations. Grantor shall Collateral; and (ih) promptly forward to To permit the Secured Party written notification ofand its representatives the right, at any time during normal business hours, upon reasonable prior notice, to visit and inspect the properties of the Debtor and its corporate, financial, and grant of, a security interest to the Secured Party in any and all Commercial Tort Claims (as defined in the UCC) acquired by the Grantor or coming into existence, in each case, after the date hereof, including, but not limited to, any and all actions, suitsoperating records, and proceedings before any court or governmental authority by or affecting such Grantor by executing make abstracts therefrom, and delivering a supplement in to discuss the form of Exhibit B describing such Commercial Tort Claim (as defined in the UCC) Debtor’s affairs, finances, and accounts with reasonable specificity its directors, officers, and (ii) execute and deliver such statements, documents and notices and do and cause to be done all such things as may be required by the Secured Party, or required by law, including all things which may from time to time be necessary under the UCC to fully create, preserve, perfect and protect the priority of the Secured Party’s security interest in any Commercial Tort Claim (as defined in the UCC)independent public accountants.

Covenants Relating to Collateral. Until the Obligations shall have been paid in full, all Letters of Credit Undrawn Amounts have been cash collateralized in accordance with the Credit Agreement, and the Indenture Credit Agreement shall have terminated, the each Grantor covenants and agrees that if the such Grantor shall become entitled to receive or shall receive any note, any certificate or other equity securities (including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the CollateralCollateral consisting of securities, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of the CollateralCollateral consisting of securities, or otherwise in respect thereof, the such Grantor shall accept the same as the agent of the Secured Party, hold the same in trust for the Secured Party and deliver the same forthwith to the Secured Party in the exact form received, duly indorsed by the such Grantor to the Secured Party, if required, together with an undated assignment or stock power covering such certificate duly executed in blank by the Grantor and with, if the Secured Party so requests, signature guaranteed, to be held by the Secured Party, subject to the terms thereof, as additional collateral security for the Obligations. If any of the foregoing property so distributed in respect of the Collateral consisting of securities shall be received by the any Grantor, the such Grantor shall, until such property is paid or delivered to the Secured Party, hold such property in trust for the Secured Party, segregated from other funds or property of the such Grantor, as additional collateral security for the Obligations. Grantor shall (i) promptly forward to the Secured Party written notification of, and grant of, a security interest to the Secured Party in any and all Commercial Tort Claims (as defined in the UCC) acquired by the Grantor or coming into existence, in each case, after the date hereof, including, but not limited to, any and all actions, suits, and proceedings before any court or governmental authority by or affecting such Grantor by executing and delivering a supplement in the form of Exhibit B describing such Commercial Tort Claim (as defined in the UCC) with reasonable specificity and (ii) execute and deliver such statements, documents and notices and do and cause to be done all such things as may be required by the Secured Party, or required by law, including all things which may from time to time be necessary under the UCC to fully create, preserve, perfect and protect the priority of the Secured Party’s security interest in any Commercial Tort Claim (as defined in the UCC).

Covenants Relating to Collateral. Until the Obligations shall have been paid in full, and the Indenture shall have terminated, the Grantor Debtor hereby covenants and agrees agrees: (a) to perform all acts that if the Grantor shall become entitled may be necessary to receive or shall receive any notemaintain, any certificate or other equity securities (includingpreserve, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of protect and perfect the Collateral, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares the lien granted to Secured Parties therein and the perfection and priority of the Collateral, or otherwise in respect thereof, the Grantor shall accept the same as the agent of such lien; (b) inform the Secured Party, hold Parties promptly upon the same in trust for acquisition by Debtor of collateral that will require filings with the Secured Party and deliver PTO or the same forthwith Copyright Office; (c) not to the Secured Party in the exact form received, duly indorsed by the Grantor to the Secured Party, together with an undated assignment use or stock power covering such certificate duly executed in blank by the Grantor and with, if the Secured Party so requests, signature guaranteed, permit any Collateral to be held by the Secured Party, subject to the terms thereof, as collateral security for the Obligations. If any of the foregoing property so distributed in respect of the Collateral shall be received by the Grantor, the Grantor shall, until such property is paid or delivered to the Secured Party, hold such property in trust for the Secured Party, segregated from other funds or property of the Grantor, as collateral security for the Obligations. Grantor shall used (i) in violation in any material respect of any applicable law, rule or regulation, or (ii) in violation of any policy of insurance covering the Collateral; (d) to pay promptly forward when due all taxes and other governmental charges, all liens and all other charges now or hereafter imposed upon or affecting any Collateral (except where there exists a good faith dispute by the Debtor as to the Secured Party written notification of, and grant of, a security interest amounts due or as to the due date with respect to such taxes and charges); (e) without 30 days’ written notice to Secured Party Parties, (i) not to change Debtor’s name or place of business (or, if Debtor has more than one place of business, its chief executive office), or the office in any which Debtor’s records relating to accounts receivable and all Commercial Tort Claims (as defined in the UCC) acquired by the Grantor or coming into existence, in each case, after the date hereof, including, but not limited to, any and all actions, suits, and proceedings before any court or governmental authority by or affecting such Grantor by executing and delivering a supplement in the form of Exhibit B describing such Commercial Tort Claim (as defined in the UCC) with reasonable specificity payment intangibles are kept and (ii) not to change Debtor’s state of incorporation, (iii) not to keep Collateral consisting of chattel paper at any location other than its principal executive office; (f) to procure, execute and deliver such statements, documents and notices and do and cause to be done all such things as may be required by the Secured Party, or required by law, including all things which may from time to time be any endorsements, assignments, financing statements and other writings reasonably deemed necessary under the UCC or appropriate by Secured Parties to fully createperfect, preserve, perfect maintain and protect its lien hereunder and the priority thereof and to deliver promptly to Secured Parties all originals of Collateral consisting of instruments; (g) to appear in and defend any action or proceeding which may affect its title to or Secured Parties’ interest in the Collateral; and (h) not to surrender or lose possession of (other than to Secured Parties), sell, encumber, lease, rent, or otherwise dispose of or transfer any Collateral or right or interest therein, and to keep the Collateral free of all Liens except Permitted Liens; provided that Debtor may sell, lease, transfer, license or otherwise dispose of any of the Secured Party’s security interest in any Commercial Tort Claim (as defined Collateral in the UCC)ordinary course of business consisting of (i) the sale of inventory, (ii) sales of worn-out or obsolete equipment, and (iii) non-exclusive licenses and similar arrangements for the use of the property of Debtor.

Covenants Relating to Collateral. Until (a) Subject to the provisions of clause (b) below, until the Obligations shall have been paid in full, and the Indenture Credit Agreement shall have terminated, the Grantor covenants and agrees that if the Grantor shall become entitled to receive or shall receive any note, any certificate or other equity securities instrument in respect of the Collateral (including, without limitation, any certificate share certificates, certificates representing a dividend warrants, options or a distribution in connection with any reclassification, increase other rights and promissory notes or reduction other evidences of capital or any certificate indebtedness issued in connection with any reorganization), option or rights in respect of the CollateralBorrowing Loans), whether constituting, in addition to, in substitution of, as a conversion of, or in exchange for, any shares of the Collateral, or otherwise in respect thereof, the Grantor shall accept the same as the agent of the Secured Party, hold the same in trust for the Secured Party and deliver the same forthwith to the Secured Party in the exact form received, duly indorsed endorsed by the Grantor to the Secured Party, if required, together with an undated assignment or stock power covering such certificate or instrument duly executed in blank by the Grantor and with, if the Secured Party so requests, signature guaranteed, to be held by the Secured Party, subject to the terms thereof, as additional collateral security for the Obligations. If any of the foregoing property so distributed in respect of the Collateral shall be received by the Grantor, the Grantor shall, until such property is paid or delivered to the Secured Party, hold such property in trust for the Secured Party, segregated from other funds or property of the Grantor, as additional collateral security for the Obligations. . (b) For so long as the Grantor is subject to the provisions of the Investment Company Act of 1940 (the “40 Act”), Grantor shall cause Union Bank of California, N.A., or other “custodian” (ias such term is used in Section 17(f) promptly forward of 40 Act, hereinafter, the “Custodian”) approved in advance by the Secured Party (which approval shall not unreasonably be withheld or delayed) to hold all Collateral constituting “securities and similar investments” (as such term is used in Section 17(f) of the 40 Act, hereinafter, the “Pledged Collateral”) pursuant to a Custody Agreement executed by Grantor, the Custodian and Secured Party, substantially in the form attached hereto as Exhibit C (the “Custody Agreement”), and Grantor, in lieu of delivering such Pledged Collateral to the Secured Party written notification ofas provided in subsection (a), shall deliver the same to the Custodian duly endorsed or accompanied by an assignment as aforesaid (or such endorsements or assignments may be separately delivered to Secured Party), and grant of, a security interest to the Custodian shall hold the Pledged Collateral for the benefit of the Secured Party in accordance with the Applicable UCC. If the Custodian shall at any and all Commercial Tort Claims (time provide notice of resignation, as defined provided in the UCC) acquired by Custody Agreement, the Grantor or coming into existenceshall designate another Custodian as aforesaid prior to the effective time of such resignation, such that at all times the Pledged Collateral shall be held by a Custodian in each caseaccordance with the terms of this Agreement. Agent agrees that, other than after the date hereofoccurrence and during the continuance of an Event of Default, Agent shall consent to any sale, trade, transfer, exchange or withdrawal of Pledged Collateral which is (i) required by applicable law including, but not limited to, any such transactions that are necessary to avoid a violation of the Company’s investment restrictions set forth in its Prospectus or Registration Statement on Form N-2, or (ii) necessary to maintain the Company’s status as a “regulated investment company” under Subchapter M of the Code or to avoid the imposition of any excise tax or other taxes under Subchapter M of the Code. (c) As of the date hereof, Grantor maintains no “deposit account” (as such term is defined in the New York UCC) other than Business Checking Account number 4720029656, at Union Bank of California, N.A. (hereafter, the “Deposit Bank”). As of the date hereof, Grantor, the Deposit Bank and all actions, suits, and proceedings before any court or governmental authority by or affecting such Grantor by executing and delivering Secured Party shall execute a supplement deposit account control agreement in the form of Exhibit B describing such Commercial Tort Claim D hereto (the “Deposit Account Control Agreement”). If, at any time, Grantor shall open any other “deposit account” (as defined in the New York UCC), Grantor agrees that it shall promptly, but in no event later than the time funds of the Grantor are first deposited in, or credited to, such deposit account, cause the bank at which such deposit account is maintained, to execute an agreement in the form of the Deposit Account Control Agreement (or other agreement reasonably acceptable to Secured Party) in order to perfect the security interest of Secured Party in the deposit account pursuant to the Applicable UCC. (d) As of the date hereof, Grantor maintains no “securities account” (as such term is defined in the New York UCC) with reasonable specificity and Business Money Market Account number 6733000240, at Union Bank of California, N.A. (ii) execute and deliver such statementshereafter, documents and notices and do and cause to be done all such things as may be required by the Secured Party, or required by law, including all things which may from time to time be necessary under the UCC to fully create, preserve, perfect and protect the priority “Securities Intermediary”). As of the date hereof, Grantor, the Securities Intermediary and Secured Party’s security interest Party shall execute a securities account control agreement in the form of Exhibit E hereto (the “Securities Account Control Agreement”). If, at any Commercial Tort Claim time, Grantor shall open any other “securities account” (as defined in the New York UCC), Grantor agrees that it shall promptly, but in no event later than the time such securities are first deposited in, or credited to, such securities account, cause the bank at which such securities account is maintained, to execute an agreement in the form of the Securities Account Control Agreement (or other agreement reasonably acceptable to Secured Party) in order to perfect the security interest of Secured Party in the securities account pursuant to the Applicable UCC.