Common use of Delivery of Additional Documentation Required Clause in Contracts

Delivery of Additional Documentation Required. At any time upon the request of Lender, Borrowers shall execute and deliver to Lender, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender may request in its Permitted Discretion, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender to execute any such Additional Documents in the applicable Borrower's name and authorize Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers shall (a) provide Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers Companies shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "“Additional Documents"”) that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the Lender's Agent’s Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower Company authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's Company’s name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such a quarterly basis (or more frequent periodic basis as Lender Agent shall require), Borrowers Companies shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Companies during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Companies that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Companies’ ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers shall execute authorize and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers Borrower shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "“Additional Documents"”) that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the Lender's Agent’s Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender to execute any such Additional Documents in the applicable Borrower's name and authorize Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall reasonably require, Borrowers Borrower shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower’s ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of Lender, Borrowers Borrower shall execute and deliver to Lender, Lender any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender may request in its Permitted Discretionsole discretion, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's Liens security interest in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender to execute any such Additional Documents in the applicable Borrower's name and authorize authorizes Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers Borrower shall (a) provide Lender with a report of all material new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such material patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of Lender, Borrowers such Borrower shall execute and deliver to Lender, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender may request in its Permitted Discretion, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender to execute any such Additional Documents in the applicable such Borrower's name and authorize authorizes Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall reasonably require, Borrowers each Borrower shall (a) provide Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers such Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers such Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' such Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property real property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Parent and Borrowers shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or patentable materials and trademarkable materials acquired or generated by Borrowers Parent and each Borrower during the prior period, (b) cause all patents, copyrights, patents and trademarks acquired or generated by Borrowers Parent and each Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Parent's and each Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, patents and trademarks as being subject to the security interests created thereunder, (d) provide Agent with the information required under Section 6.16 in respect of copyrights and copyrightable materials.

Delivery of Additional Documentation Required. At any time upon the request of LenderSecured Party, Borrowers each Debtor shall execute and deliver to LenderSecured Party, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Secured Party may request in its Permitted Discretion, in form and substance satisfactory to LenderSecured Party, to perfect and continue perfected or better perfect the LenderSecured Party's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Secured Party in any Real Property acquired after the Closing Datedate hereof, and in order to fully consummate all of the transactions contemplated hereby and under the other Subsidiary Loan Documents. To the maximum extent permitted by applicable law, each Borrower Debtor authorizes Lender Secured Party to execute any such Additional Documents in the applicable Borrowersuch Debtor's name and authorize Lender authorizes Secured Party to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Secured Party shall require, Borrowers each Debtor shall (a) provide Lender Secured Party with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers such Debtor during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers such Debtor that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' such Debtor's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Secured Party supplemental schedules to the applicable Subsidiary Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, ) and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In -56- 58 addition, on such periodic basis as Lender Agent shall requirerequire in its Permitted Discretion, Borrowers shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the --------------------------------------------- request of LenderAgent, Borrowers Borrower, or Holdco, as the case may be, shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignmentsassignments (including, without limitation, assignments in connection with the Prior Loan Agreement and Prior Loan Documents), endorsements of certificates of title, title and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall reasonably require, Borrowers Borrower shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers Borrower shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "“Additional Documents"”) that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the Lender's Agent’s Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's ’s name and authorize Lender authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers Borrower shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower’s ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "“Additional Documents"”) that Lender Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to LenderAgent, to perfect and continue perfected or better perfect the Lender's Agent’s Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's ’s name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ’ ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules Schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the reasonable request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.Agent supplemental

Delivery of Additional Documentation Required. At any time upon the request of Lender, Borrowers Borrower shall execute and deliver to Lender, Lender any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "“Additional Documents"”) that Lender may request in its Permitted Discretionsole discretion, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's Liens ’s security interest in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender to execute any such Additional Documents in the applicable Borrower's ’s name and authorize authorizes Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers Borrower shall (a) provide Lender with a report of all material new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower’s ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such material patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers each Borrower shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretionrequest, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property real property acquired after the Closing Datedate hereof, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Transaction Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable such Borrower's name and authorize Lender authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers each Borrower shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers such Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers such Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' such Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Transaction Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers Borrower shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional DocumentsADDITIONAL DOCUMENTS") that Lender Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers Borrower shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) upon request of Agent, cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are necessary to the conduct of Borrower's business and that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers each Loan Party shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property Collateral acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower Loan Party authorizes Lender Agent to execute any such Additional Documents in the applicable Borrowersuch Loan Party's name and authorize Lender authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers each Loan Party shall (a) provide Lender Agent with a report of all new material patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers such Loan Party during the prior period, (b) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers such Loan Party that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive -45- 52 notice of Borrowers' such Loan Party's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. (a) At any time upon the request of Lender, Borrowers Borrower shall execute and deliver to Lender, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, title and all other documents (the "Additional Documents") that Lender may request in its Permitted Discretion, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Datedate of this Agreement, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender to execute any such Additional Documents in the applicable Borrower's name and authorize authorizes Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers Borrower shall (a) provide Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such material patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable such Borrower's name and authorize Lender authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall reasonably require, Borrowers each Borrower shall (a) provide Lender Agent with a report of all new material patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers such Borrower during the prior period, (b) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' such Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers (other than the UK Borrower) shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, mortgages, surveys, assignments, endorsements of certificates of title, and all other documents (the "“Additional Documents"”) that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the Lender's Agent’s Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property (excluding leasehold interests) acquired by any such Borrower after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower (other than the UK Borrower) authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's ’s name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers (other than the UK Borrower) shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by such Borrowers during the prior period, (b) cause all patents, copyrightsCopyrights, and trademarks acquired or generated by such Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of such Borrowers' ’ ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrightsCopyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any --------------------------------------------- time upon the request of LenderSecured Party, Borrowers each Debtor shall execute and deliver to LenderSecured Party, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Secured Party may request in its Permitted -------------------- Discretion, in form and substance satisfactory to LenderSecured Party, to perfect and continue perfected or better perfect the LenderSecured Party's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect the Liens in favor of Lender Secured Party in any Real Property acquired after the Closing Datedate hereof, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower Debtor authorizes Lender Secured Party to execute any such Additional Documents in the applicable Borrowersuch Debtor's name and authorize Lender authorizes Secured Party to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Secured Party shall require, Borrowers each Debtor shall (a) provide Lender Secured Party with a report of all new material patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers such Debtor during the prior periodperiod that are necessary to the conduct of the business of Parent and its Subsidiaries as then conducted, (b) cause all such material patents, copyrights, and trademarks acquired or generated by Borrowers such Debtor that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' such Debtor's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Secured Party supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. (a) At any time upon the request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of titletitle (other than certificates of title relating to motor vehicles, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any owned Real Property acquired after the Closing Date, to the extent that the difference between the then current fair market value of such Real Property and the amount of all Liens with respect to such Real Property (as determined by Agent in its sole discretion) is in excess of $500,000, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic a quarterly basis as Lender shall requirewith the delivery of the financial statements, Borrowers shall (a) provide Lender Agent with a report of all new material patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder; provided, however that the Borrowers -------- ------- shall not be required to register any patents, copyrights or trademarks that Borrowers determine in their reasonable business judgment that it is not economic to register.

Delivery of Additional Documentation Required. At any time upon the request of Lender, Borrowers Borrower shall execute and deliver to Lender, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security LOAN AND SECURITY AGREEMENT - Page 43 DALLAS2 939606V9 53877-00012 agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender may request in its Permitted Discretion, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable lawApplicable Law, each Borrower authorizes Lender to execute any such Additional Documents in the applicable Borrower's name and authorize authorizes Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers Borrower shall (a) provide Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of Lender, Borrowers Borrower shall execute and deliver to Lender, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, mortgages, surveys, assignments, endorsements of certificates of title, and all other documents (the "“Additional Documents"”) that Lender may request in its Permitted Discretion, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's ’s Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender to execute any such Additional Documents in the applicable Borrower's ’s name and authorize authorizes Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers Borrower shall (a) provide Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower’s ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original initial financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderFoothill, Borrowers shall execute and deliver to Lender, any and Foothill all financing statements, original continuation financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, control agreements, endorsements of certificates of title, applications for title, affidavits, reports, notices, schedules of accounts, letters of authority, and all other documents (the "Additional Documents") that Lender may request Foothill in its Permitted DiscretionDiscretion may request, in form and substance satisfactory to LenderFoothill, to perfect and continue perfected or better perfect the LenderFoothill's Liens security interests in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing DateCollateral, and in order to fully consummate all of the transactions contemplated hereby and under the other the Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Foothill to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Foothill to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Foothill shall require, Borrowers shall (a) provide Lender Foothill with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Foothill supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, PPSA Filings, security agreements, pledges, assignments, endorsements of certificates of titletitle (other than those endorsements of certificates of title pertaining to assets of Borrowers as determined by Agent), and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of Lender, Borrowers DF shall execute and deliver to Lender, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender may request in its Permitted Discretion, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower DF authorizes Lender to execute any such Additional Documents in the applicable BorrowerDF's name and authorize authorizes Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers DF shall (a) provide Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers it during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers DF that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' its ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder. Upon an Event of Default, and pursuant to Section 6.16 hereof, FFPO shall grant such liens and security interests in its assets and properties as Lender may require in accordance with the provisions of this Section 4.4.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks that are material to Debtor's business or operations and that are acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of Lender, Borrowers each of Borrower and Canadian Subsidiary shall execute and deliver to Lender, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender may request in its Permitted Discretion, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower (or Canadian Subsidiary, where applicable) authorizes Lender to execute any such Additional Documents in the applicable Borrower's (or Canadian Subsidiary's, where applicable) name and authorize authorizes Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers Borrower shall (a) provide Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of Lender, Borrowers shall execute and Debtor shall, at its own expense, deliver to Lender, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "“Additional Documents"”) that Lender may request in its Permitted Discretionabsolute discretion, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's ’s Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower Debtor authorizes Lender to execute any such Additional Documents additional documents in the applicable Borrower's Debtor’s name and authorize authorizes Lender to file such executed Additional Documents additional documents in any appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers Debtor shall (a) provide Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Debtor during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Debtor that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Debtor’s’ ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall requirea bi-monthly basis, Borrowers shall (a) provide Lender Agent with a report of all new patentable, copyrightable, patentable or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, patents and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, patents and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of Lender, Borrowers Borrower shall execute and deliver to Lender, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender may request in its Permitted Discretionreasonably request, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender to execute any such Additional Documents in the applicable Borrower's name and authorize authorizes Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers Borrower shall (a) provide Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the --------------------------------------------- request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the reasonable request of Lender, Borrowers Borrower shall execute and deliver to Lender, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "“Additional Documents"”) that Lender may request in its Permitted Discretion, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's ’s Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired by Borrower after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable lawApplicable Law, each Borrower authorizes Lender to execute any such Additional Documents in the applicable Borrower's ’s name and authorize authorizes Lender to file such executed Additional Documents in any appropriate filing officeoffice to the extent that Borrower does not promptly take such action upon the reasonable request of Lender. In addition, on or prior to the later to occur of (i) 30 days following such periodic basis registration and (ii) the date of the required delivery under Section 6.3(a) of the monthly financial statements following such registration (or such longer period as to which Lender shall requiremay consent), Borrowers Borrower shall (a) provide Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired registered or generated applied for by Borrowers that are not already the subject of a registration Borrower with the appropriate filing office (United States Patent and Trademark Office or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, the U.S. Copyright Office during the prior period and (cb) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents (including Schedule 5.15) to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of the Lender, the Borrowers shall execute and deliver to Lender, the Lender any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that the Lender may request in its Permitted Discretion, in form and substance satisfactory to the Lender, to perfect and continue perfected or better perfect the Lender's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of the Lender in any Real Property property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes the Lender to execute any such Additional Documents in the applicable such Borrower's name and authorize authorizes the Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as the Lender shall require, the Borrowers shall (a) provide the Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers any Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers any Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' such Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to the Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers Borrower shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property real property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers Borrower shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or patentable materials and trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all patents, copyrights, patents and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, patents and trademarks as being subject to the security interests created thereunder, (d) provide Agent with the information required under Section 6.16 in respect of copyrights and copyrightable materials.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, mortgages, surveys, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) to the extent required pursuant to Section 6.16, cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers shall (a) provide Lender Agent with a report of all new domestic patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all domestic patents, copyrights, and trademarks acquired or generated by Borrowers that are used in or are related to any Marketed Software and that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, material copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of Lender, Borrowers Borrower shall execute and deliver to Lender, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender to execute any such Additional Documents in the applicable Borrower's name and authorize authorizes Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers Borrower shall (a) provide Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers Companies shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower Company authorizes Lender Agent to execute any such Additional Documents in the applicable BorrowerCompany's name and authorize Lender Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers Companies shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Companies during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Companies that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of BorrowersCompanies' ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers Borrower shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers Borrower shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the reasonable request of LenderAgent, Borrowers Borrower shall execute and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers Borrower shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers Borrower shall execute and deliver to Lender, Agent any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall require, Borrowers Borrower shall (a) provide Lender Agent with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) as Agent shall reasonably request, cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of the Lender, the Borrowers shall execute and deliver to Lender, the Lender any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that the Lender may request in its Permitted Discretion, in form and substance satisfactory to the Lender, to perfect and continue perfected or better perfect the Lender's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of the Lender in any Real Property property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes the Lender to execute any such Additional Documents in the applicable such Borrower's name and authorize authorizes the Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as the Lender shall require, the Borrowers shall (a) provide the Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers any Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers any Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient \sufficient to impart constructive notice of Borrowers' such Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to the Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of Lender, Borrowers Borrower shall execute and deliver to Lender, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") that Lender may request in its Permitted Discretion, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender to execute any such Additional Documents in the applicable Borrower's name and authorize authorizes Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers Borrower shall (a) provide Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower's ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.

Delivery of Additional Documentation Required. At any time upon the request of LenderAgent, Borrowers Borrower shall execute (or cause to be executed) and deliver to LenderAgent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") upon which Borrower's signature may be required that Lender Agent may request in its Permitted Discretion, in form and substance satisfactory to LenderAgent, to perfect and continue perfected or better perfect the LenderAgent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender Agent in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender Agent to execute any such Additional Documents in the applicable Borrower's name and authorize Lender authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender Agent shall reasonably require, Borrowers Borrower shall (a) provide Lender Agent with a report of all new patentabletrademark applications or registrations, copyrightablecopyright registrations, or trademarkable materials patent applications or issued patents acquired or generated by Borrowers Borrower during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers Borrower that are material to Borrower's business and that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' Borrower's ownership thereof, and (c) to the extent required by the Intellectual Property Security Agreement, cause to be prepared, executed, and delivered to Lender Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder. Borrower authorizes Agent to transmit, communicate or, as applicable, file any financing statement under the Code, record, in-lieu financing statement, amendment, correction statement, continuation statement, termination statement or other instrument describing the Collateral as "all personal property of Debtor" or "all assets of Debtor" or words of similar effect, exclusive of the Excluded Collateral, in such jurisdictions and in such filing offices as Agent may deem necessary or desirable in order to perfect any security interest granted by Borrower under this Agreement and the other Loan Documents without signature. Borrower hereby ratifies, to the extent necessary, Agent's authorization to file a financing statement or amendment thereto, if such financing statement has been pre-filed by Agent prior to the Closing Date. Prior to repayment in full and final discharge of the Obligations, including Borrower's delivery of cash collateral in an amount equal to 110% of the aggregate face value of the then extant Letter of Credit Usage to be held by Agent for the benefit of any Underlying Issuer with respect to the then extant Letter of Credit Usage or return of the original Letters of Credit to the Issuing Lender, Borrower shall not terminate, amend or file a correction statement with respect to any Uniform Commercial Code financing statements filed pursuant to this Section 4.4 without Agent's prior written consent.

Delivery of Additional Documentation Required. At any time upon the request of Lender, Borrowers shall execute and deliver to Lender, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "“Additional Documents"”) that Lender may request in its Permitted Discretion, in form and substance satisfactory to Lender, to perfect and continue perfected or better perfect the Lender's ’s Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower authorizes Lender to execute any such Additional Documents in the applicable Borrower's ’s name and authorize Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers shall (a) provide Lender with a report of all new patentable, copyrightable, or trademarkable materials acquired or generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrowers' ’ ownership thereof, and (c) cause to be prepared, executed, and delivered to Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder.