Common use of DUTIES OF THE DEBTOR REGARDING COLLATERAL Clause in Contracts

DUTIES OF THE DEBTOR REGARDING COLLATERAL. At all times hereafter the Debtor agrees that it shall: (a) Preserve the Collateral in good condition and order and not permit it to be abused or misused; (b) Not allow any of the Collateral to be affixed to real estate, except for any property deemed to be fixtures, provided such property is included in the Secured Party's security interest given hereunder; (c) Maintain good and complete title to the Collateral subject to Permitted Liens (as defined in Section 3.2 below); (d) Keep the Collateral free and clear at all times of all other security interests, liens, or encumbrances of any kind, including, without limitation, any lien arising as a result of the Debtors' failure to pay any and all taxes or governmental assessments or charges of any kind whatsoever, except Permitted Liens; (e) Take or cause to be taken such acts and actions as shall be necessary or appropriate to assure that the Secured Party's security interest in the Collateral shall not become subordinate or junior to the security interests, liens or claims of any other Person (except with respect to the Permitted Liens described in Sections 3.2(a) - (d) and Sections 3.2(f) - (h)); (f) Except as otherwise expressly provided herein, refrain from selling, assigning or otherwise disposing of any of the Collateral or moving or removing any of the Collateral except in the ordinary course of Debtor's business, without the prior written consent of the Secured Party, or until all of the Debtor's Obligations have been paid in full; (g) Promptly provide to the Secured Party such financial statements, reports, lists and schedules related to the Collateral and any other information relating to the Collateral as the Secured Party from time to time may reasonably request; (h) Permit the Secured Party to inspect all books and records of the Debtor relating to the Collateral at such times, upon such notice and as often as the Secured Party may reasonably request; (i) Promptly notify the Secured Party of any material change in any fact or circumstance warranted or represented by the Debtor herein or furnished in connection herewith to the Secured Party or if any Event of Default occurs; (j) Promptly notify the Secured Party upon acquiring or otherwise obtaining any Collateral after the date hereof consisting of Investment Property, Chattel Paper (electronic, tangible or otherwise), Documents, Instruments or Supporting Obligations and, upon the request of the Secured Party in accordance with Section 1.2 hereof, promptly execute such other documents, or if applicable, deliver such Chattel Paper or other documents and do such other acts or things deemed necessary or desirable by the Secured Party to protect the Secured Party's security interest therein; and (k) Take all steps reasonably necessary to grant the Secured Party control of all electronic Chattel Paper in accordance with the UCC and all "transferable records" as defined in each of the Uniform Electronic Transactions Act and the Electronic Signatures in Global and National Commerce Act.

DUTIES OF THE DEBTOR REGARDING COLLATERAL. At all times hereafter the Debtor agrees that it shall: (a) Preserve the Collateral in good condition and order and not permit it to be abused or misused; (b) Not allow any of the Collateral to be affixed to real estate, except for any property deemed to be fixtures, provided such property is included in the Secured Party's ’s security interest given hereunder; (c) Maintain good and complete title to the Collateral subject to Permitted Liens (as defined in Section 3.2 below)Collateral; (d) Keep the Collateral free and clear at all times of all other security interests, liens, or encumbrances of any kind, including, without limitation, limitation any lien arising as a result of the Debtors' ’ failure to pay any and all taxes or governmental assessments or charges of any kind whatsoever, except Permitted Liens; (e) Take or cause to be taken such acts and actions as shall be necessary or appropriate to assure that the Secured Party's security interest in the Collateral shall not become subordinate or junior to the security interests, liens or claims of any other Person (except with respect to the Permitted Liens described in Sections 3.2(a) - (d) and Sections 3.2(f) - (h)); (f) Except as otherwise expressly provided herein, refrain from selling, assigning or otherwise disposing of any of the Collateral or moving or removing any of the Collateral except in the ordinary course of Debtor's ’s business, without the prior written consent of the Secured Party, or until all of the Debtor's Obligations ’s obligations have been paid in full; (gf) Promptly provide to the Secured Party such financial statements, reports, lists and schedules related to the Collateral and any other information relating to the Collateral as the Secured Party from time to time may reasonably request; (hg) Permit the Secured Party to inspect all books and records of the Debtor relating to the Collateral at such times, upon such notice and as often as the Secured Party may reasonably request;; and (ih) Promptly notify Notify the Secured Party of any material change in any fact or circumstance warranted or represented by the Debtor herein or furnished in connection herewith to the Secured Party or if any Event of Default occurs; (j) Promptly notify the Secured Party upon acquiring or otherwise obtaining any Collateral after the date hereof consisting of Investment Property, Chattel Paper (electronic, tangible or otherwise), Documents, Instruments or Supporting Obligations and, upon the request of the Secured Party in accordance with Section 1.2 hereof, promptly execute such other documents, or if applicable, deliver such Chattel Paper or other documents and do such other acts or things deemed necessary or desirable by the Secured Party to protect the Secured Party's security interest therein; and (k) Take all steps reasonably necessary to grant the Secured Party control of all electronic Chattel Paper in accordance with the UCC and all "transferable records" as defined in each of the Uniform Electronic Transactions Act and the Electronic Signatures in Global and National Commerce Act.

DUTIES OF THE DEBTOR REGARDING COLLATERAL. At all times hereafter the Debtor agrees that it shall::  (a) Preserve the Collateral in good condition and order and not permit it to be abused or misused;;  (b) Not allow any of the Collateral to be affixed to real estate, except for any property deemed to be fixtures, provided such property is included in the Secured Party's security interest given hereunder; (c) Maintain good and complete title to the Collateral subject to Permitted Liens (as defined in Section 3.2 below);Collateral;  (dc) Keep the Collateral free and clear at all times of all other security interests, liens, or encumbrances of any kind, including, without limitation, any lien arising as a result of the Debtors' Debtor's failure to pay any and all taxes or governmental assessments or charges of any kind whatsoever, whatsoever except Permitted Liens; (e) Take or cause to be taken such acts and actions as shall be necessary or appropriate to assure that otherwise permitted by the Secured Party's security interest in the Collateral shall not become subordinate or junior to the security interests, liens or claims of any other Person (except with respect to the Permitted Liens described in Sections 3.2(a) - ;  (d) and Sections 3.2(f) - (h)); (f) Except as otherwise expressly provided herein, refrain from selling, assigning or otherwise disposing of any of the Collateral or moving or removing any of the Collateral (except in the ordinary course of Debtor's business, ) or moving or removing any of the Collateral without the prior written consent of the Secured Party, or until all of the Debtor's Obligations have been paid or performed in full;;  (ge) Promptly provide to the Secured Party such financial statements, reports, lists and schedules related to the Collateral and any other information relating to the Collateral as the Secured Party from time to time may reasonably request;;  (hf) Permit the Secured Party to inspect all books and records of the Debtor relating to the Collateral at such times, upon such notice and as often as the Secured Party may reasonably request;;  (ig) Promptly notify Notify the Secured Party of any material change in any fact or circumstance warranted or represented by the Debtor herein or furnished in connection herewith to the Secured Party or if any Event of Default (as defined herein) occurs;;  (jh) Promptly notify Keep the Collateral insured against fire and other risks; and  (i) Deliver a certificate of insurance for the Collateral to the Secured Party upon acquiring or otherwise obtaining any Collateral after the date hereof consisting of Investment Property, Chattel Paper (electronic, tangible or otherwise), Documents, Instruments or Supporting Obligations and, upon the request of the Secured Party in accordance with Section 1.2 hereof, promptly execute such other documents, or if applicable, deliver such Chattel Paper or other documents and do such other acts or things deemed necessary or desirable by Party.  (j) Do whatever the Secured Party may request from time to protect time by way of obtaining, executing, delivering and filing financing statements, assignments, landlord's or mortgagee's waivers, and other notices and amendments and renewals thereof, and the Debtor will take any and all steps and observe such formalities as the Secured Party may request in order to create and maintain a valid and enforceable first lien upon, pledge of, and first priority security interest in, any and all of the Collateral, except as permitted by the Assistance Agreement. The Secured Party is authorized to file financing statements without the signature of the Debtor and to execute and file such financing statements on behalf of the Debtor as specified by the UCC to perfect or maintain the Secured Party's security interest therein; andin all of the Collateral. All commercially reasonable charges, expenses and fees the Secured Party may incur in filing any of the foregoing, together with reasonable costs and expenses of any lien search required by the Secured Party, and any taxes relating thereto, shall be charged to the Debtor and added to the Obligations.  (k) Take Execute that certain Patent Security Agreement with respect to all steps reasonably necessary to grant the Secured Party control patents of all electronic Chattel Paper in accordance the Debtor, a copy of which will be filed with the UCC U.S. Patent and all "transferable records" as defined in each of the Uniform Electronic Transactions Act and the Electronic Signatures in Global and National Commerce Act.Trademark Office. 

DUTIES OF THE DEBTOR REGARDING COLLATERAL. At all times hereafter the Debtor agrees that it shall: (a) Preserve the Collateral in good condition and order and not permit it to be abused or misused; (b) Not allow any of the Collateral to be affixed to real estate, except for any property deemed to be fixtures, provided such property is included in the Secured Party's security interest given hereunder; (c) Maintain good and complete title to the Collateral subject to Permitted Liens (as defined in Section 3.2 below)Liens; (d) Keep the Collateral free and clear at all times of all other security interests, liens, or encumbrances of any kind, including, without limitation, limitation any lien arising as a result of the Debtors' failure to pay any and all taxes or governmental assessments or charges of any kind whatsoever, except existing liens in favor of Coast Business Credit or First National Bank of San Diego ("Senior Debt"), the existence and priority of which are acknowledged by Secured Party, and other Permitted Liens; (e) Take or cause to be taken such acts and actions as shall be necessary or appropriate to assure that the Secured Party's security interest in the Collateral shall not become subordinate or junior to the security interests, liens or claims of any other Person (except with respect to the Permitted Liens described in Sections 3.2(a) - (d) and Sections 3.2(f) - (h)); (f) Except as otherwise expressly provided herein, refrain from selling, assigning or otherwise disposing of any of the Collateral or moving or removing any of the Collateral except in the ordinary course of Debtor's business, without the prior written consent of the Secured Party, or until all of the Debtor's Obligations obligations have been paid in full; (gf) Promptly provide to the Secured Party such financial statements, reports, lists and schedules related to the Collateral and any other information relating to the Collateral as the Secured Party from time to time may reasonably request; (hg) Permit the Secured Party to inspect all books and records of the Debtor relating to the Collateral at such times, upon such notice and as often as the Secured Party may reasonably request;; and (ih) Promptly notify Notify the Secured Party of any material change in any fact or circumstance warranted or represented by the Debtor herein or furnished in connection herewith to the Secured Party or if any Event of Default occurs; (j) Promptly notify the Secured Party upon acquiring or otherwise obtaining any Collateral after the date hereof consisting of Investment Property, Chattel Paper (electronic, tangible or otherwise), Documents, Instruments or Supporting Obligations and, upon the request of the Secured Party in accordance with Section 1.2 hereof, promptly execute such other documents, or if applicable, deliver such Chattel Paper or other documents and do such other acts or things deemed necessary or desirable by the Secured Party to protect the Secured Party's security interest therein; and (k) Take all steps reasonably necessary to grant the Secured Party control of all electronic Chattel Paper in accordance with the UCC and all "transferable records" as defined in each of the Uniform Electronic Transactions Act and the Electronic Signatures in Global and National Commerce Act.

DUTIES OF THE DEBTOR REGARDING COLLATERAL. Section 3.1 Duties of the Debtor Regarding Collateral. At all times hereafter the Debtor agrees that it shall: (a) Preserve the Collateral in good condition and order and not permit it to be abused or misused; (b) Not allow any of the Collateral to be affixed to real estate, except for any property deemed to be fixtures, provided such property is included in the Secured Party's security interest given hereunder; (c) Maintain good and complete title to the Collateral subject to Permitted Liens (as defined in Section 3.2 below); (d) Keep the Collateral free and clear at all times of all other security interests, liens, or encumbrances of any kind, including, without limitation, any lien arising as a result of the Debtors' failure to pay any and all taxes or governmental assessments or charges of any kind whatsoever, except Permitted Liens; (e) Take or cause to be taken such acts and actions as shall be necessary or appropriate to assure that the Secured Party's security interest in the Collateral shall not become subordinate or junior to the security interests, liens or claims of any other Person (except with respect to the Permitted Liens described in Sections 3.2(a) - (d) and Sections 3.2(f) - (h)); (f) Except as otherwise expressly provided herein, refrain from selling, assigning or otherwise disposing of any of the Collateral or moving or removing any of the Collateral except in the ordinary course of Debtor's business, without the prior written consent of the Secured Party, or until all of the Debtor's Obligations have been paid in full; (g) Promptly provide to the Secured Party such financial statements, reports, lists and schedules related to the Collateral and any other information relating to the Collateral as the Secured Party from time to time may reasonably request; (h) Permit the Secured Party to inspect all books and records of the Debtor relating to the Collateral at such times, upon such notice and as often as the Secured Party may reasonably request; (i) Promptly notify the Secured Party of any material change in any fact or circumstance warranted or represented by the Debtor herein or furnished in connection herewith to the Secured Party or if any Event of Default occurs; (j) Promptly notify the Secured Party upon acquiring or otherwise obtaining any Collateral after the date hereof consisting of Investment Property, Chattel Paper (electronic, tangible or otherwise), Documents, Instruments or Supporting Obligations and, upon the request of the Secured Party in accordance with Section 1.2 hereof, promptly execute such other documents, or if applicable, deliver such Chattel Paper or other documents and do such other acts or things deemed necessary or desirable by the Secured Party to protect the Secured Party's security interest therein; and (k) Take all steps reasonably necessary to grant the Secured Party control of all electronic Chattel Paper in accordance with the UCC and all "transferable records" as defined in each of the Uniform Electronic Transactions Act and the Electronic Signatures in Global and National Commerce Act.