Common use of Debtor will Clause in Contracts

Debtor will. (i) keep, or cause lessees to keep, all tangible Collateral in good repair, working order and condition, normal depreciation excepted, and, from time to time, replace, or cause lessees to replace, any worn, broken or defective parts thereof; (ii) promptly pay all taxes and other governmental charges levied or assessed upon or against any Collateral or upon or against the creation, perfection or continuance of the Security Interest; (iii) keep all Collateral free and clear of all security interests, liens and encumbrances except the Security Interest and the rights of quiet enjoyment of lessees under leases constituting Collateral; (iv) at all reasonable times, permit Secured Party or its representatives to examine or inspect any Collateral, wherever located, and to examine, inspect and copy Debtor's books and records pertaining to the Collateral and its business and financial condition and to send and discuss with account debtors and other obligors requests for verifications of amounts owed to Debtor; (v) keep accurate and complete records pertaining to the Collateral and pertaining to Debtor's business and financial condition and submit to Secured Party such periodic reports concerning the Collateral and Debtor's business and financial condition as Secured Party may from time to time reasonably request; (vi) promptly notify Secured Party of any material loss of, or damage to, any Collateral or of any adverse change, known to Debtor, in the prospect of payment of any sums due on or under any instrument, chattel paper, or account constituting Collateral; (vii) if Secured Party at any time so requests (whether the request is made before or after the occurrence of an Event of Default), promptly deliver to Secured Party any instrument, document or chattel paper constituting Collateral, duly endorsed or assigned by Debtor; (viii) at all times keep, or cause lessees to keep, all tangible Collateral insured against risks of fire (including so-called extended coverage), theft, collision (in case of Collateral consisting of motor vehicles) and such other risks and in such amounts as Secured Party may reasonably request with any loss payable to Secured Party to the extent of its interest; (ix) from time to time execute such financing statements as Secured Party may reasonably require in order to perfect the Security Interest and, if any Collateral consists of an asset subject to a certificate of title, execute such documents as may be required to have the Security Interest properly noted on a certificate of title; (x) pay when due or reimburse Secured Party on demand for all costs of collection of any of the Obligations and all other out-of-pocket expenses (including in each case all reasonable attorneys' fees) incurred by Secured Party in connection with the creation, perfection, satisfaction, protection, defense or enforcement of the Security Interest or the creation, continuance, protection, defense or enforcement of this Agreement or any or all of the Obligations, including expenses incurred in any litigation or bankruptcy or insolvency proceedings; (xi) execute, deliver or endorse any and all instruments, documents, assignments, security agreements and other agreements and writings which Secured Party may at any time reasonably request in order to secure, protect, perfect or enforce the Security Interest and Secured Party's rights under this Agreement; (xii) not use or keep any Collateral, or permit it to be used or kept, for any unlawful purpose or in violation of any federal, state or local law, statute or ordinance; and (xiii) not permit any tangible Collateral to become part of or to be affixed to any real property without first assuring to the reasonable satisfaction of Secured Party that the Security Interest will be prior and senior to any interest, or lien then held or thereafter acquired by any mortgagee of such real property or the owner or purchaser of any interest therein. If Debtor at any time fails to perform or observe any agreement contained in this Section 3(d), and if such failure shall continue for a period of ten calendar days after Secured Party gives Debtor written notice thereof (or, in the case of the agreements contained in clauses (viii) and (ix) of this Section 3(d), immediately upon the occurrence of such failure, without notice or lapse of time), Secured Party may (but need not) perform or observe such agreement on behalf and in the name, place and stead of Debtor (or, at Secured Party's Option, in Secured Party's own name) and may (but need not) take any and all other actions which Secured Party may reasonably deem necessary to cure or correct such failure (including, without limitation, the payment of taxes, the satisfaction of security interests, liens, or encumbrances, the performance of obligations under contracts or agreements with account debtors or other obligors, the procurement and maintenance of insurance, the execution of financing statements, the endorsement of instruments, and the procurement of repairs, transportation or insurance); and, except to the extent that the effect of such payment would be to render any loan or forbearance of money usurious or otherwise illegal under any applicable law, Debtor shall thereupon pay Secured Party on demand the amount of all moneys expended and all costs and expenses (including reasonable attorneys' fees) incurred by Secured Party in connection with or as a result of Secured Party's performing or observing such agreements or taking such actions, together with interest thereon from the date expended or incurred by Secured Party at the highest rate then applicable to any of the obligations. To facilitate the performance or observance by Secured Party of such agreements of Debtor, Debtor hereby irrevocably appoints (which appointment is coupled with an interest) Secured Party, or its delegate, as the attorney-in-fact of Debtor with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file, in the name and on behalf of Debtor, any and all instruments, documents, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Debtor under this Section 3 and Section 4.

Debtor will. (i) keep, or cause lessees to keep, keep all tangible Collateral in good repair, working order and condition, normal depreciation excepted, andand will, from time to time, replace, or cause lessees to replace, replace any worn, broken or defective parts thereof; Collateral, (ii) promptly pay all taxes and other governmental charges levied or assessed upon or against any Collateral or upon or against the creation, perfection or continuance of the Security Interest; , (iii) keep all Collateral free and clear of all security interests, liens and encumbrances encumbrances, except the Security Interest and the rights of quiet enjoyment of lessees under leases constituting Collateral; any other security interests, liens and encumbrances agreed to, in writing, by Secured Party, prior to their creation, (iv) permit Secured Party or its representatives, at all reasonable times, permit Secured Party or its representatives to examine or inspect any Collateral, wherever located, and to examine, inspect and copy Debtor's books and records pertaining to the Collateral and its pertaining to Debtors business and financial condition and to send and discuss with account debtors and other obligors requests for verifications of amounts owed to Debtor; , (v) keep accurate and complete records pertaining to the Collateral and pertaining to Debtor's business and financial condition and submit to Secured Party such periodic reports concerning the Collateral and Debtor's business and financial condition as Secured Party may reasonably requested from time to time reasonably request; by Secured Party, (vi) promptly notify Secured Party Party, in no event later than 10 days following such occurrence, of any loss of or material loss of, or damage to, to any Collateral or of any adverse change, known to Debtor, in the prospect of payment of any sums due on or under any instrument, chattel paper, paper or account constituting Collateral; , (vii) if Secured Party at any time so requests (whether the request is made before or after the occurrence of an Event of Default)requests, promptly deliver to Secured Party any instrument, document or chattel paper constituting Collateral, duly endorsed or assigned by Debtor; , (viii) at all times keep, or cause lessees to keep, all keep tangible Collateral insured against risks of fire (fire, including so-called extended coverage); theft; collision, theft, collision (in case of Collateral consisting of motor vehicles) ; and such other risks and in such amounts as Secured Party may reasonably request request, with any loss payable to Secured Party to the extent of its interest; , (ix) from time to time execute such sign financing statements as reasonably required by Secured Party may reasonably require in order to perfect the Security Interest and, if any Collateral consists of an asset subject to a certificate of titlemotor vehicle, execute sign such documents as may be required to have the Security Interest properly noted on a certificate of title; , (x) pay when due or reimburse Secured Party on demand for all costs of collection of any of the Obligations and all other out-of-pocket expenses (including expenses. Included, in each case case, are all reasonable attorneys' fees) , incurred by Secured Party in connection with the creation, perfection, satisfaction, protection, defense or enforcement of the Security Interest or the creation, continuance, protection, defense or enforcement of this Continuing Security Agreement or any or all of the Obligations, including . Also included are expenses incurred in any litigation or bankruptcy or insolvency proceedings; proceeding, (xi) execute, deliver or endorse any and all instruments, documents, assignments, security agreements and other agreements and writings which Secured Party may at any time reasonably request in order to secure, protect, perfect or enforce the Security Interest and the Secured Party's rights under this Continuing Security Agreement; , (xii) not use or keep any Collateral, or permit it any Collateral to be used or kept, kept for any unlawful purpose or in violation of any federal, state or local law, statute or ordinance; and , (xiii) permit Secured Party at any time and from time to time to send requests to account debtors or other obligors for verification of amounts owed to Debtor, and (xiv) not permit any tangible Collateral to become part of or to be affixed to any real property without first assuring to the reasonable satisfaction of Secured Party that the Security Interest will be prior and senior to any interest, interest or lien then held or thereafter after acquired by any mortgagee of such the real property or the owner or purchaser of any interest therein. If Debtor at any time fails to perform or observe any agreement contained in this Section 3(d), and if such failure shall continue for a period of ten calendar days after Secured Party gives Debtor written notice thereof (or, in the case of the agreements contained in clauses (viii) and (ix) of this Section 3(d), immediately upon the occurrence of such failure, without notice or lapse of time), Secured Party may (but need not) perform or observe such agreement on behalf and in the name, place and stead of Debtor (or, at Secured Party's Option, in Secured Party's own name) and may (but need not) take any and all other actions which Secured Party may reasonably deem necessary to cure or correct such failure (including, without limitation, the payment of taxes, the satisfaction of security interests, liens, or encumbrances, the performance of obligations under contracts or agreements with account debtors or other obligors, the procurement and maintenance of insurance, the execution of financing statements, the endorsement of instruments, and the procurement of repairs, transportation or insurance); and, except to the extent that the effect of such payment would be to render any loan or forbearance of money usurious or otherwise illegal under any applicable law, Debtor shall thereupon pay Secured Party on demand the amount of all moneys expended and all costs and expenses (including reasonable attorneys' fees) incurred by Secured Party in connection with or as a result of Secured Party's performing or observing such agreements or taking such actions, together with interest thereon from the date expended or incurred by Secured Party at the highest rate then applicable to any of the obligations. To facilitate the performance or observance by Secured Party of such agreements of Debtor, Debtor hereby irrevocably appoints (which appointment is coupled with an interest) Secured Party, or its delegate, as the attorney-in-fact of Debtor with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file, in the name and on behalf of Debtor, any and all instruments, documents, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Debtor under this Section 3 and Section 4real property.

Debtor will. (i) keep, or cause lessees to keep, A. Keep all tangible Collateral in good repair, working order order, and condition, normal depreciation excepted, andand will, from time to time, replace, or cause lessees to replace, replace any worn, broken broken, or defective parts thereof;, (ii) promptly B. Promptly pay all taxes and other governmental charges levied or assessed upon or against any Collateral or upon or against the creation, perfection perfection, or continuance of the Security Interest; (iii) keep C. Keep all Collateral free and clear of all security interests, liens liens, and encumbrances except the this Security Interest and the rights of quiet enjoyment of lessees under leases constituting CollateralInterest; (iv) at D. At all reasonable times, permit Secured Party or its representatives representative to examine or inspect any Collateral, Collateral wherever located, and to examine, inspect inspect, and copy Debtor's ’s books and records pertaining to the Collateral and its business and financial condition and to send and discuss with account debtors and other obligors requests for verifications of amounts owed to Debtorcondition; (v) keep E. Keep accurate and complete records pertaining to the Collateral and pertaining to Debtor's ’s business and financial condition and submit to Secured Party such periodic reports concerning the Collateral and Debtor's business and financial condition as Secured Party may from time to time reasonably request; (vi) promptly F. Promptly notify Secured Party of any material loss of, of or material damage to, to any Collateral or of any adverse change, known to Debtor, in the prospect amount of payment of any sums due on Five Thousand and 00/100 Dollars ($5,000) or under any instrument, chattel paper, or account constituting Collateralmore; (vii) if G. If Secured Party at any time so requests (whether the request is made before or after the occurrence of an Event of Default), promptly deliver to Secured Party any instrument, document document, or chattel paper constituting Collateral, duly endorsed or assigned by Debtor; (viii) at H. At all times keep, or cause lessees to keep, keep all tangible Collateral insured against risks of fire (including so-called extended coverage), theft, collision (in case of Collateral consisting of motor vehicles) and such other risks and in such amounts as Secured Party may reasonably request request, with any loss payable to Secured Party to the extent of its interest; (ix) from I. From time to time execute such consent to the filing of financing statements as Secured Party may reasonably require in connection with the Collateral in order to perfect the Security Interest and, if any Collateral consists of an asset subject to a certificate of title, and execute such documents as may be required to have the Security Interest properly noted on a certificate of title, if applicable; (x) pay J. Pay when due or reimburse Secured Party on demand for all costs of collection of any of the Obligations and all other out-of-pocket expenses (including in each case all reasonable attorneys' ’ fees) incurred by Secured Party in connection with the creation, perfection, satisfaction, protection, defense defense, or enforcement of the Security Interest or the creation, continuance, protection, defense defense, or enforcement of this Agreement or any or all of the Obligations, including expenses incurred in any litigation or bankruptcy or insolvency proceedings; (xi) executeK. Execute, deliver deliver, or endorse any and all instruments, documents, assignments, security agreements agreements, and other agreements and writings which Secured Party may at any time reasonably request in order to secure, protect, perfect perfect, or enforce the Security Interest and Secured Party's ’s rights under this Agreement; (xii) not L. Not use or keep any Collateral, or permit it to be used or kept, for any unlawful purpose or in violation of any federal, state state, or local law, statute statute, or ordinance; M. Permit Secured Party at any time and from time to time to send requests after the occurrence of an Event of Default to account debtors or other obligors for verification of amounts owed to Debtor; and (xiii) not permit any tangible Collateral to become part of or to be affixed to any real property without first assuring to the reasonable satisfaction of Secured Party that the Security Interest will be prior and senior to any interest, or lien then held or thereafter acquired N. Comply with all permits issued by any mortgagee of such real property federal, state or local governmental agency or authority in connection with the owner Collateral or purchaser of any interest thereinDebtor’s operations. If Debtor at any time fails to perform or observe any agreement contained in this Section 3(d), and if such failure shall continue for a period of ten calendar days after Secured Party gives Debtor written notice thereof (or, in the case of the agreements contained in clauses (viii) and (ix) of this Section 3(d), immediately upon the occurrence of such failure, without notice or lapse of time)herein, Secured Party may (but need not) after 15 days prior written notice to Debtor and failure of Debtor to remedy within said 15 day period, or longer if reasonably required to remedy, however, in no event shall the total remedy period exceed 45 days from date of notice, perform or observe such agreement on behalf behalf, and in the name, place place, and stead stead, of Debtor (or, at Secured Party's Option’s option, in Secured Party's ’s own name) and may (but need not) take any and all other actions which Secured Party may reasonably deem necessary to cure or correct such failure (including, including without limitation, the payment of taxes, the satisfaction of security interests, liens, or encumbrances, the performance of obligations under contracts or agreements with account debtors or other obligors, the procurement and maintenance of insurance, the execution filing of financing statements, the endorsement endorsements of instruments, and the procurement of repairs, transportation transportation, or insurance); and, except to the extent that the effect of such payment would be to render any loan or forbearance of money usurious or otherwise illegal under any applicable law, Debtor shall thereupon pay Secured Party Party, on demand demand, the amount of all moneys expended and all costs and expenses (including reasonable attorneys' ’ fees) incurred by Secured Party in connection with or as a result of Secured Party's ’s performing or observing such agreements or taking such actions, together with interest thereon from the date expended or incurred by Secured Party at the highest rate then applicable to any of set forth in the obligationsNote. To facilitate the performance or observance by Secured Party of such agreements of Debtor, Debtor hereby irrevocably appoints (which appointment is coupled with an interest) Secured Party, or its delegate, as the attorney-in-fact of Debtor with the right (but not the duty) from time to time to consent, create, prepare, complete, execute, deliver, endorse endorse, or file, in the name of and on behalf of Debtor, any and all instruments, documents, financing statements, applications for insurance insurance, and other agreements and writings required to be obtained, executed, delivered delivered, or endorsed by Debtor under this Section 3 and Section 4hereunder.