Common use of Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required Clause in Contracts

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at any time and from time to time to file, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdiction. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower Each Debtor shall and hereby authorizes the Collateral Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Indenture Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictionappropriate filing office; provided, however, that no such authorization shall obligate the Collateral Agent to make any such filing. (b) If Borrower or its Subsidiaries acquire any Debtor acquires any commercial tort claims with a value in excess of $250,000 after the date hereofhereof for a claim of at least $50,000, Borrower such Debtor shall promptly (but in any event within 3 5 Business Days after such acquisition) (i) deliver to the Collateral Agent a written description of such commercial tort claim claim, (ii) execute and shall deliver a written agreement, in form and substance reasonably satisfactory supplement to Agentthis Agreement, pursuant to which Borrower or its Subsidiary, as applicable, such Debtor shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to the Collateral Agent, as security for the Obligations (a “"Commercial Tort Claim Assignment”)") and (iii) not in limitation but in furtherance of clause (c) below, file a financing statement or amendment to a previously filed and effective financial statement describing such commercial tort claim with sufficient particularity to the extent necessary to perfect the Collateral Agent's Lien therein. (c) At any time upon the request of AgentEach Debtor shall prepare, Borrower shall execute or and deliver to Agentto, and shall cause its Subsidiaries to execute or deliver to Agentif applicable, file, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that as may be necessary (and to the extent the Collateral Agent may request in its Permitted Discretionis a party thereto, in form and substance reasonably satisfactory to the Collateral Agent, ) to create, perfect, and continue perfected the perfection of or to better perfect improve the priority the Collateral Agent’s 's Liens in the assets Collateral of Borrower and its Subsidiaries such Debtor (whether now owned or hereafter arising or acquired, acquired or tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective Date, and in order or to fully consummate all of the transactions contemplated hereby and under the other Loan Indenture Documents. Not in limitation but in furtherance of the foregoing, the Company shall comply with its obligations in the immediately preceding sentence as such obligations relate to the preparation and filing by it of a Code financing statement, together with any applicable filing fees, within 10 days of the date hereof in the applicable filing office, and following the filing thereof shall provide the Collateral Agent with evidence of the same. To the maximum extent permitted by applicable law, Borrower such Debtor authorizes the Collateral Agent to execute any such Additional Documents in Borrower’s such Debtor's name and authorizes the Collateral Agent to file such executed Additional Documents in any appropriate filing office; provided, however, that no such authorization shall obligate the Collateral Agent to take any such action. In addition, on such periodic basis as Agent shall requireno less frequently than annually, Borrower each Debtor shall (i) provide the Collateral Agent with a report of all new U.S. federal material patents, patent applications, patentstrademarks, registered copyrights, copyright trademark applications, registered trademarks, and trademark registration copyrights or copyright applications acquired or generated by Borrower or its Subsidiaries such Debtor during the prior period, period and (ii) cause to be prepared, executed, and delivered to the Collateral Agent supplemental schedules to the applicable Loan Documents Collateral Agreements to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder; provided, however, that neither Borrower nor any of its Subsidiaries no Debtor shall register or apply to register with (A) the U.S. United States Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Issue Date or thereafter acquired, arising, or developed) unless within 20 30 days of the filing of an any such registration or application for registration, such Debtor executes and delivers to the Collateral Agent and files with the United States Copyright Office an Intellectual Property Security Agreement, supplemental schedules to any existing Intellectual Property Security Agreement, or such other documentation as may be necessary in order to perfect and continue the perfection of or protect the Collateral Agent's Liens on such copyrights following such registration or (B) the United States Patent and Trademark Office any unregistered patents or trademarks (whether in existence on the Issue Date or thereafter acquired, arising, or developed) unless within 30 days of any such registration or application for registration, the applicable Person executes and delivers to the Collateral Agent a copyright security agreement in form and substance reasonably satisfactory to Agentfiles with the United States Patent and Trademark Office an Intellectual Property Security Agreement, supplemental schedules to any existing copyright security agreementIntellectual Property Security Agreement, or such other documentation as Agent reasonably deems may be necessary in order to perfect and continue perfected the perfection of or protect the Collateral Agent’s 's Liens on such copyrights patents or trademarks following such registration. The Company shall submit the Intellectual Property and Security Agreement executed by it as of the date hereof for filing with the United States Copyright Office and the United States Patent and Trademark Office, as applicable, together with all necessary filing, registration or similar fees, within 30 days of the date hereof, and following such submission thereof shall provide the Collateral Agent with evidence of the same.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of AgentLender, Borrower shall execute and deliver to, or deliver authorize, as applicable, Lender to Agent, and shall cause its Subsidiaries to execute or deliver to Agentfile, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the Agent’s Lender's Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s 's name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.filing

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 three (3) Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 three (3) Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective Original 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Original Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the Borrower provides Agent with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration. (d) Borrower hereby assigns to Agent any and all rights of Borrower to access any and all storage facilities where any Collateral or information relating to Collateral may be stored and Borrower hereby authorizes Agent, at any time after the occurrence and during the continuation of an Event of Default, to enter upon any such storage facilities and remove any contents thereof in connection with Agent’s exercise of its remedies hereunder.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of AgentLender, Borrower shall execute or deliver to AgentLender, and shall cause its Subsidiaries to execute or deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the AgentLender’s Liens in the assets Collateral of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent Lender shall require, Borrower shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunderthereunder ; provided, however, that neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the Borrower provides Lender with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent Lender a copyright security agreement in form and substance reasonably satisfactory to AgentLender, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent Lender reasonably deems necessary in order to perfect and continue perfected AgentLender’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 three (3) Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by 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 Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the Borrower provides Agent with written notice of its intent to register such copyrights not less than thirty (30) days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration. (d) Borrower hereby assigns to Agent any and all rights of Borrower to access any and all storage facilities where any Collateral or information relating to Collateral may be stored and Borrower hereby authorizes Agent, at any time after the occurrence and during the continuation of an Event of Default, to enter upon any such storage facilities and remove any contents thereof in connection with Agent’s exercise of its remedies hereunder.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time any continuation statement or amendment with respect thereto, in any appropriate filing office without the signature of Borrower where permitted by applicable law. Borrower hereby ratifies the filing of any financing statement filed without the signature of Borrower prior to time to file, transmit, or communicate, as applicable, the date hereof. Such financing statements and amendments (i) describing may describe the Borrower Collateral in the same manner as described herein or may contain an indication or description of collateral that describes such property in any other manner as Lender may determine is necessary, advisable or prudent to ensure the perfection of the security interest in the Borrower Collateral granted to Lender herein, including describing such property as “all personal property of debtorassets, whether now owned or hereafter acquired” or “all assets of debtor” personal property, whether now owned or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictionhereafter acquired.” (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 three (3) Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “Commercial Tort Claim Assignment”)) and, if Lender reasonably determines that perfection or priority of Lender’s security interest is dependent on or enhanced by filing Commercial Tort Claim Assignments, Borrower, promptly after the request of Lender, shall file all such Commercial Tort Claim Assignments with the court as appropriate. (c) At any time upon the request of AgentLender, Borrower shall execute or and deliver to AgentLender, and shall cause its Subsidiaries to execute or and deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, mortgages, surveys, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the AgentLender’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent Lender shall require, Borrower shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 days (i) the Borrower provides Lender with written notice of its intent to register such copyrights not less than five (5) Business Days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent a copyright Lender an intellectual property security agreement in form and substance reasonably satisfactory to AgentLender, supplemental schedules to any existing copyright intellectual property security agreement, or such other documentation as Agent Lender reasonably deems necessary in order to perfect and continue perfected AgentLender’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at The Credit Parties authorize the Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to file, transmit, any continuation statement or communicate, as applicable, amendment with respect thereto (including without limitation any financing statements and amendments that (i) describing indicate the Borrower Collateral (A) as “all personal property of debtor” or “all assets of debtor” such Credit Party or words of similar effect, regardless of whether any particular asset of such Credit Party falls within the scope of Article 9 of the Code or whether any portion of the assets of such Credit Party constitute part of the Collateral, or (iiB) describing the Borrower Collateral as being of an equal or lesser scope or with greater detail, or and (iiiii) that contain any other information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies acceptance of any financing statement or amendment, including (x) whether such Credit Party is an organization, the type of organization and all any organization identification number issued to such Credit Party, and (y) in the case of a financing statements statement filed as a fixture filing or amendments previously filed by Agent indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of real property to which the Collateral relates), in any jurisdictionappropriate filing office without the signature of any Credit Party where permitted by applicable law. (b) If Borrower or its Subsidiaries acquire any Credit Party acquires any commercial tort claims with a value in excess of $250,000 after the date hereofhereof in which the expected recovery is expected to exceed $250,000, Borrower such Credit Party shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent the Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agentthe Lender, pursuant to which Borrower or its Subsidiary, as applicable, such Credit Party shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agentthe Lender, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agentthe Lender, Borrower the Credit Parties shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, the Lender any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent the Lender may request in its Permitted Discretionreasonably request, in form and substance reasonably satisfactory to Agentthe Lender, to create, perfect, and continue perfected or to better perfect the AgentLender’s Liens in the assets of Borrower and its Subsidiaries the Credit Parties (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent the Lender in any owned Real Property acquired after the Restatement Effective 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, Borrower each Credit Party authorizes Agent the Lender to execute any such Additional Documents in Borrowerthe applicable Credit Party’s name and authorizes Agent the Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower Debtor authorizes Collateral Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated herein and from time to time to fileby the other Note Documents, transmit, and any continuation statement or communicate, as applicable, amendment with respect thereto (including any financing statements and amendments that (i) describing indicate the Borrower Collateral (A) as “all personal property of debtor” or “all assets of debtor” Debtor or words of similar effect, regardless of whether any particular asset of Debtor falls within the scope of Article 9 of the Code or whether any portion of the assets of Debtor constitute part of the Collateral, or (iiB) describing the Borrower Collateral as being of an equal or lesser scope or with greater detail, or and (iiiii) that contain any other information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptanceacceptance of any financing statement or amendment, including (x) whether Collateral Agent is an organization, the type of organization and any organization identification number issued to Debtor, and (y) in the case of a financing statement filed as a fixture filing or indicating the Collateral as as-extracted collateral or timber to be cut, a sufficient description of real property to which the Collateral relates), in any appropriate filing office without the signature of Debtor where permitted by applicable law. Borrower also Debtor hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Debtor prior to the date hereof. (b) If Borrower or its Subsidiaries acquire Debtor acquires any commercial tort claims with a value in excess of $250,000 claim after the date hereof, Borrower Debtor shall promptly (but in any event within 3 10 Business Days after such acquisition) deliver to Collateral Agent a written description of such commercial tort claim and shall shall, upon request of Collateral Agent, promptly deliver a written agreement, in form and substance reasonably satisfactory to AgentCollateral Agent in its Permitted Discretion, pursuant to which Borrower or its Subsidiary, as applicableDebtor to the extent not prohibited by law, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Collateral Agent, as security for the Secured Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of Collateral Agent, Borrower Debtor shall execute or and deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Collateral Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Collateral Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Collateral Agent, to create, perfect, and continue perfected or to better perfect the Collateral Agent’s 's Liens in the assets of Borrower and its Subsidiaries Debtor (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Collateral Agent in any owned Real Property acquired by Debtor after the Restatement Effective Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Note Documents. To the maximum extent permitted by applicable law, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Collateral Agent shall requirerequire in its Permitted Discretion, Borrower Debtor shall (i) provide Collateral Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration copyrightable or trademarkable materials acquired or generated by Borrower or its Subsidiaries Debtor during the prior period, (ii) cause all material patents, copyrights and trademarks acquired or generated by 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 Debtor's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Collateral Agent supplemental schedules to the applicable Loan Note Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder; provided, however, that neither Borrower nor any of its Subsidiaries Debtor shall not register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) Debtor provides Collateral Agent with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Collateral Agent a copyright security agreement in form and substance reasonably satisfactory to Collateral Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Collateral Agent reasonably deems necessary in order to perfect and continue perfected Collateral Agent’s 's Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Borrowers authorize Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to file, transmit, any continuation statement or communicate, as applicable, amendment with respect thereto (including without limitation any financing statements and amendments that (i) describing indicate the Borrower Collateral (A) as “all personal property of debtor” or “all assets of debtor” such Borrower or words of similar effect, (ii) describing regardless of whether any particular asset of such Borrower falls within the scope of Article 9 of the Code or whether any portion of the assets of such Borrower constitute part of the Borrower Collateral Collateral, or (B) as being of an equal or lesser scope or with greater detail, or and (iiiii) that contain any other information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. acceptance of any financing statement or amendment, including (x) whether such Borrower also hereby ratifies is an organization, the type of organization and any organization identification number issued to such Borrower, and all (y) in the case of a financing statements statement filed as a fixture filing or amendments previously filed by Agent indicating Borrower Collateral as as-extracted collateral or timber to be cut, a sufficient description of real property to which the Borrower Collateral relates), in any jurisdictionappropriate filing office without the signature of Borrowers where permitted by applicable law. (b) If Borrower Borrowers or its their Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower Borrowers shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which such Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower Borrowers shall execute or deliver to Agent, Agent and shall cause its their Subsidiaries to execute or deliver to Agent, Agent any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower Borrowers and its their Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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 Agent to execute any such Additional Documents in the applicable Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on a quarterly basis (and after the occurrence and during the continuance of a Default or an Event of Default, on such periodic basis as Agent shall require), Borrower Borrowers shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by any Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers or their Subsidiaries 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 Borrower’s or such Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any none of its Borrowers or their Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the applicable Person provides Agent with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Borrowers authorize Lender to file any time financing statement necessary or, in the exercise of Lender’s Permitted Discretion, desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, in any appropriate filing office without the signature of Borrowers where permitted by applicable law. Borrowers hereby ratify the filing of any financing statements filed prior to the date hereof and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictiondescribed on Schedule 4.4 hereof. (b) If Borrower Borrowers or its their Domestic Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower Borrowers shall promptly (but in any event within 3 five (5) Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender in the exercise of its Permitted Discretion, pursuant to which the applicable Borrower or its Subsidiary, as applicable, Domestic Subsidiary shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of AgentLender, Borrower Borrowers shall execute or deliver to Agent, Lender and shall cause its their Domestic Subsidiaries to execute or deliver to Agent, Lender any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender in the exercise of its Permitted Discretion, to create, perfect, perfect and continue perfected or to better perfect the AgentLender’s Liens in the assets of Borrower Borrowers and its their Domestic Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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 Agent Lender to execute any such Additional Documents in the applicable Borrower’s name and authorizes Agent authorize Lender to file such executed Additional Documents in any appropriate filing officeoffice to the extent relating to the perfection or continued perfection of Lender’s Liens. In addition, on such periodic basis as Agent Lender shall requirerequire in the exercise of its Permitted Discretion, Borrower Borrowers shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower Borrowers or its their Domestic Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers or their Domestic Subsidiaries 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 a Borrower’s or a Domestic Subsidiary of a Borrower’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower Each Guarantor authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated herein and from time to time to fileby the other Loan Documents, transmitand any continuation statement or amendment with respect thereto, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of such Guarantor where permitted by applicable law. Borrower also Each Guarantor hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of such Guarantor prior to the date hereof. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 Guarantor acquires any Commercial Tort Claim after the date hereof, Borrower such Guarantor shall promptly (but in any event within 3 Business Days 10 days after such acquisitiona financial officer of Guarantor having knowledge thereof) deliver to Agent a written description of such commercial tort claim Commercial Tort Claim and shall shall, upon request of Agent, promptly deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiarysuch Guarantor to the extent not prohibited by law, as applicable, shall grant grants a perfected security interest in all of its right, title and interest in and to such commercial tort claim Commercial Tort Claim to Agent, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of Agent, Borrower Agent each Guarantor shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s 's Liens in the assets of Borrower and its Subsidiaries such Guarantor (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired by any Guarantor after the Restatement Effective 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, Borrower if any Guarantor has not executed any Additional Document Agent is entitled to obtain hereunder after Agent has made an appropriate request therefor, each Guarantor authorizes Agent to execute any such Additional Documents in Borrower’s such Guarantor's name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower each Guarantor shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration or copyrights (or applications therefor) acquired or generated by Borrower or its Subsidiaries such Guarantor during the prior period, (ii) cause all material patents, copyrights and trademarks acquired or generated by such Guarantor 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 Guarantor's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Each Borrower authorizes Agent at to file any time financing statement required hereunder, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of such Borrower where permitted by applicable law. Each Borrower also hereby ratifies the filing of any financing statement, and all any continuation statement or amendment with respect thereto, filed without the signature of such Borrower prior to the date hereof. Agent shall endeavor to promptly deliver to Administrative Borrower a copy of each such financing statements or amendments previously statement so filed by Agent in any jurisdictionAgent. (b) If any Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 after the date hereof, such Borrower shall promptly (but in any event within 3 Business Days after such acquisition) immediately deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which such Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, for the benefit of the Lender Group, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower Borrowers shall execute or and deliver to Agent, and shall cause its Subsidiaries that are Guarantors to execute or and deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, create and perfect and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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 Agent to execute any such Additional Documents in the applicable Borrower’s name and authorizes authorize Agent to file such executed Additional Documents in any appropriate filing office. To the maximum extent permitted by applicable law, each Borrower authorizes the filing of any such Additional Documents without the signature of such Borrower in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower Borrowers shall (i) provide Agent with a report of all new U.S. federal patent applicationspatentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries Borrowers during the prior period, (ii) 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 (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at any time and from time to time to file, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdiction. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property Collateral acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, 137020431v13 supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries the Guarantors acquire any commercial tort claims with a value in excess of $250,000 claim after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiarysuch Guarantor, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of AgentLender, Borrower shall execute or deliver to AgentLender, and shall cause its Subsidiaries the Guarantors to execute or deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”"ADDITIONAL DOCUMENTS") that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, perfect and continue perfected or to better perfect the Agent’s Lender's Liens in the assets (other than the Excluded Assets) of Borrower and its Subsidiaries the Guarantors (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any Real Property owned in fee (other than the Excluded Assets) acquired after the Closing Date and having a purchase price equal to or greater than $1,000,000 individually (or up to $2,500,000 million for all such fee owned Real Property acquired after in the Restatement Effective Date, aggregate) 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, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s 's name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing officeoffice if any Debtor refuses to, or fails timely to, execute and deliver any Additional Document. In addition, on such periodic basis as Agent Lender shall require, Borrower shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries the Guarantors during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or the Guarantors 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 Borrower's or the applicable Subsidiary's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Borrowers authorize Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrowers where permitted by applicable law. Borrower also Borrowers hereby ratifies ratify the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrowers prior to the date hereof. (b) If Borrower Borrowers or its their Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower Borrowers shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which the applicable Borrower or its Subsidiary, as applicable, Subsidiary shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of Agent, Borrower Borrowers shall execute or deliver to Agent, Agent and shall cause its their Subsidiaries to execute or deliver to Agent, Agent any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s 's Liens in the assets of Borrower Borrowers and its their Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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 Agent to execute any such Additional Documents in the applicable Borrower’s 's name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower Borrowers shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by any Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers or their Subsidiaries 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 a Borrower's or a Subsidiary of a Borrower's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Each Borrower authorizes Agent at to file any time financing statement required hereunder, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of such Borrower where permitted by applicable law. Each Borrower also hereby ratifies the filing of any financing statement, and all financing statements any continuation statement or amendments previously amendment with respect thereto, filed by Agent in any jurisdictionwithout the signature of such Borrower prior to the date hereof, a copy of which will be delivered promptly to Administrative Borrower. (b) If any Borrower or its Subsidiaries acquire acquires any commercial tort claims with claim after the date hereof that could reasonably be expected to result in a value payment in excess of $250,000 after the date hereof100,000, such Borrower shall promptly (but in any event within 3 Business Days after such acquisition) immediately deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which such Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, for the benefit of the Lenders, as security for the Obligations (a “Commercial Tort Claim Assignment”"COMMERCIAL TORT CLAIM ASSIGNMENT"). (c) At any time upon the request of Agent, Borrower Borrowers shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”"ADDITIONAL DOCUMENTS") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, create and perfect and continue perfected or to better perfect the Agent’s 's Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents, including any Mortgages. (d) To the maximum extent permitted by applicable law, each Borrower authorizes Agent to execute any such Additional Documents in such Borrower's name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. To the maximum extent permitted by applicable law, each Borrower authorizes Agent to execute the filing of any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents without the signature of the applicable Borrower in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower Borrowers shall (ix) provide Agent with a report of cause all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration trademarks acquired or generated by Borrower Borrowers necessary or its Subsidiaries during useful to the prior periodconduct of Borrowers' business 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 (iiy) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptance. without the signature of Borrower also hereby ratifies any and all financing statements or amendments previously filed where permitted by Agent in any jurisdictionapplicable law. (b) If Borrower or its Subsidiaries acquire At any commercial tort claims with a value in excess time when an Event of $250,000 after the date hereofDefault has occurred and has continued for at least 10 days, Borrower shall shall, upon request of Agent, promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such each commercial tort claim claim, to the extent individually or in the aggregate for an amount in excess of $50,000, then held by Borrower or any Subsidiary thereof (and not yet subject to a Commercial Tort Claim Assignment) and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentAgent in its Permitted Discretion, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to each such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). The subsequent cure or waiver of the applicable Event of Default shall not affect the enforceability of any executed and delivered Commercial Tort Claim Assignment. (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentAgent in its Permitted Discretion, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal) (except as otherwise expressly permitted under this Agreement), to create and perfect Liens in favor of Agent in any Real Property (other than Real Property which is Excluded Collateral) owned on the Restatement Date or in any Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall requirerequire in its Permitted Discretion (but no more frequently than quarterly), Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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. Notwithstanding anything else in this Section 4.4 to the contrary, however, that neither the Borrower nor will not be required to deliver any landlord waivers or other Additional Documents with respect to the perfection of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence Liens on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days Leasehold Interests of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registrationBorrower.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of AgentLender, Borrower shall execute or deliver to AgentLender, and shall cause its Subsidiaries to execute or deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the Agent’s Lender's Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s 's name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent Lender shall require, Borrower shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower's or the applicable Subsidiary's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunderthereunder ; provided, however, that neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the Borrower provides Lender with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent Lender a copyright security agreement in form and substance reasonably satisfactory to AgentLender, supplemental schedules to any existing copyright security agreement, or LOAN AND SECURITY AGREEMENT - Page 35 -------------------------- such other documentation as Agent Lender reasonably deems necessary in order to perfect and continue perfected Agent’s Lender's Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Each Borrower authorizes Agent at Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionor on behalf of Lender without the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries the Guarantors acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiarythe Guarantors, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of AgentLender, Borrower shall execute or deliver to AgentLender, and shall cause its Subsidiaries the Guarantors to execute or deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, perfect and continue perfected or to better perfect the AgentLender’s Liens in the assets of Borrower and its Subsidiaries the Guarantors (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents, subject in each case to all Permitted Liens. To the maximum extent permitted by applicable law, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent Lender shall require, Borrower shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries the Guarantors during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or the Guarantors 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 Borrower’s or the applicable Guarantor’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Borrowers authorize Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrowers where permitted by applicable law. Borrower also Borrowers hereby ratifies ratify the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrowers prior to the date hereof. (b) If Borrower Borrowers or its their Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower Borrowers shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which such Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower Borrowers shall execute or deliver to Agent, Agent and shall cause its their Subsidiaries to execute or deliver to Agent, Agent any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower Borrowers and its their Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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 Agent to execute any such Additional Documents in the applicable Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower Borrowers shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by any Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers or their Subsidiaries 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 Borrower’s or such Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any none of its Borrowers or their Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the applicable Person provides Agent with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of AgentLender, Borrower shall execute or deliver to AgentLender, and shall cause its Subsidiaries to execute or deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the AgentLender’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent Lender shall require, Borrower shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunderthereunder ; provided, however, that neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 (i) the Borrower provides Lender with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent Lender a copyright security agreement in form and substance reasonably satisfactory to AgentCopyright Security Agreement, supplemental schedules to any existing copyright security agreementCopyright Security Agreement, or such other documentation as Agent Lender reasonably deems necessary in order to perfect and continue perfected AgentLender’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Lender to file any time and from time financing statement necessary or desirable to time to file, transmit, or communicate, as applicable, effectuate the transactions contemplated by the Loan Documents (including any financing statements and amendments that (i) describing indicate the Borrower Collateral (A) as “all personal property of debtor” or “all assets of debtor” Borrower or words of similar effect, (ii) describing regardless of whether any particular asset of Borrower falls within the scope of Article 9 of the Code or whether any portion of the assets of Borrower constitute part of the Borrower Collateral Collateral, or (B) as being of an equal or lesser scope or with greater detail, or and (iiiii) that contain any other information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptanceacceptance of any financing statement or amendment, including (x) whether Borrower is an organization, the type of organization and any organization identification number issued to Borrower, and (y) in the case of a financing statement filed as a fixture filing or indicating the Borrower Collateral as as-extracted collateral or timber to be cut, a sufficient description of real property to which the Borrower Collateral relates), and any continuation statement or amendment with respect thereto, in any appropriate filing office without the signature of Borrower where permitted by applicable law. Borrower hereby ratifies the filing of any financing statement filed without the signature of Borrower prior to the date hereof. Borrower also hereby ratifies any and all financing delegates to Lender Borrower's authority to file the termination statements or amendments previously filed by Agent in any jurisdictionreflected on Schedule 1 to the Pay-Off Letter. (b) If Borrower or its Subsidiaries acquire a Guarantor acquires any commercial tort claims with a value in excess of $250,000 after the date hereofhereof with an estimated value of greater than $500,000, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim in excess of $500,000 and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiarysuch Guarantor, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of AgentLender, Borrower shall execute or deliver to AgentLender, and shall cause its Subsidiaries the Guarantors to execute or deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the Agent’s Lender's Liens in the assets of Borrower and its Subsidiaries the Guarantors (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. Without limiting the generality of the foregoing, Borrower shall also execute and deliver to Lender, and shall cause the Guarantors to execute and deliver to Lender, any and all pledge agreements governed by foreign law that Lender or its successor or assignee may request in connection with an assignment pursuant to Section 14.1. To the maximum extent permitted by applicable law, if Borrower has failed to execute any such Additional Document within 2 Business Days of Lender's request, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s 's name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent Lender shall requirerequire (but not more frequently than quarterly, so long as no Default or Event of Default shall have occurred or be continuing), Borrower shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or any Guarantor 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 Borrower's or the applicable Guarantor's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender 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 neither Borrower nor any of its Subsidiaries Guarantor shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the Borrower provides Lender with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent Lender a copyright security agreement in form and substance reasonably satisfactory to AgentLender, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent Lender reasonably deems necessary in order to perfect and continue perfected Agent’s Liens Lender's Lien's on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptance. without the signature of Borrower also hereby ratifies any and all financing statements or amendments previously filed where permitted by Agent in any jurisdictionapplicable law. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such each commercial tort claim then held by Borrower or any Subsidiary thereof (and not yet subject to a Commercial Tort Claim Assignment) and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentAgent in its Permitted Discretion, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in confirm its pledge and collaterally assignment of all of its right, title and interest in and to each such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentAgent in its Permitted Discretion, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal) (except as otherwise expressly permitted under this Agreement), to create and perfect Liens in favor of Agent in any Real Property (other than Real Property which is Excluded Collateral) owned on the Effective Date or in any Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in BorrowerXxxxxxxx’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall requirerequire in its Permitted Discretion (but no more frequently than quarterly), Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether . Notwithstanding anything else in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.this Section

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Each Borrower authorizes Agent at to file any time financing statement required hereunder, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of such Borrower where permitted by applicable law. Each Borrower also hereby ratifies the filing of any financing statement, and all financing statements any continuation statement or amendments previously amendment with respect thereto, filed by Agent in any jurisdictionwithout the signature of such Borrower prior to the date hereof. (b) If any Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 after the date hereof, such Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which such Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, for the benefit of the Lender Group, as security for the Obligations (a “"Commercial Tort Claim Assignment”").. -------------------------------- (c) At any time upon the request of Agent, Borrower Borrowers shall execute or and deliver to Agent, and shall cause its Subsidiaries to execute or and deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent may request in its -------------------- Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, perfect and continue perfected or to better perfect the Agent’s 's Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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 Agent to execute any such Additional Documents in the applicable Borrower’s 's name and authorizes authorize Agent to file such executed Additional Documents in any appropriate filing office. To the maximum extent permitted by applicable law, each Borrower authorizes the filing of any such Additional Documents without the signature of such Borrower in any appropriate filing office. In addition, on such periodic basis as Agent shall reasonably require, Borrower Borrowers shall (i) provide Agent with a report of all new U.S. federal patent applicationspatentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries Borrowers during the prior period, and (ii) 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, (iii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register and (iv) comply with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days all applicable provisions of the filing of an application for such registrationPatent Security Agreement, Copyright Security Agreement and Trademark Security Agreement relating to the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registrationforegoing.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at any time and from time to time to file, transmit, or communicate, as applicable, financing statements and amendments (i) describing Each Borrower authorizes the Lenders to file any financing statement required hereunder, and any continuation statement or amendment with respect thereto, in any appropriate filing office without the signature of such Borrower Collateral as “all personal property where permitted by applicable law. Each Borrower hereby ratifies the filing of debtor” any financing statement, and any continuation statement or “all assets amendment with respect thereto, filed without the signature of debtor” or words such Borrower prior to the date hereof, a copy of similar effect, which will be delivered promptly to AMTROL. (ii) describing the If any Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdiction. (b) If Borrower or its Subsidiaries acquire acquires any commercial tort claims with claim after the date hereof that could reasonably be expected to result in a value payment in excess of $250,000 after the date hereof100,000, such Borrower shall promptly (but in any event within 3 Business Days after such acquisition) immediately deliver to Agent the Lenders a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agentthe Lenders, pursuant to which such Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agentthe Lenders, as security for the Obligations (a “Commercial Tort Claim Assignment”"COMMERCIAL TORT CLAIM ASSIGNMENT"). (ciii) At any time upon the request of Agenta Lender, Borrower the Borrowers shall execute or and deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agentthe Lenders, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”"ADDITIONAL DOCUMENTS") that Agent either Lender may request in its Permitted Discretionreasonable discretion, in form and substance reasonably satisfactory to Agentthe Lenders, to create, perfect, create and perfect and continue perfected or to better perfect the Agent’s Lenders' Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Cypress Loan Documents, including any Cypress Mortgages. (iv) To the maximum extent permitted by applicable law, each Borrower authorizes the Lenders to execute any such Additional Documents in such Borrower's name and authorizes the Lenders to file such executed Additional Documents in any appropriate filing office. To the maximum extent permitted by applicable law, each Borrower authorizes Agent the Lenders to execute file any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents without the signature of the applicable Borrower in any appropriate filing office. In addition, on such periodic basis as Agent the Lenders shall require, Borrower the Borrowers shall (ix) provide Agent with a report of cause all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration trademarks acquired or generated by Borrower the Borrowers necessary or its Subsidiaries during useful to the prior periodconduct of the Borrowers' business that are not already the subject of a registration with the appropriate filing office (or an application therefore diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of the Borrowers' ownership thereof, and (iiy) cause to be prepared, executed, and delivered to Agent the Lenders supplemental schedules to the applicable Cypress Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder; provided, however, that neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Each Borrower authorizes Agent at to file any time financing statement required hereunder, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of such Borrower where permitted by applicable law. Each Borrower also hereby ratifies the filing of any financing statement, and all financing statements any continuation statement or amendments previously amendment with respect thereto, filed by Agent in without the signature of such Borrower prior to the date hereof. If any jurisdiction. (b) If Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of claim (the gross recovery from which could reasonably be expected to exceed $250,000 100,000) after the date hereof, such Borrower shall promptly immediately (but in any event within 3 Business Days 10 days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which such Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, for the benefit of the Lender Group, as security for the Obligations (a “"Collateral Assignment of Commercial Tort Claim Assignment”Claim"). (c) . At any time upon the request of Agent, Borrower Borrowers shall execute or and deliver to Agent, and shall cause its their Subsidiaries to execute or and deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Collateral Assignments of Commercial Tort Claim AssignmentsClaim, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, create and perfect and continue perfected or to better perfect the Agent’s 's Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Owned Real Property acquired after the Restatement Effective Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents, including any Mortgages. To the maximum extent permitted by applicable law, each Borrower authorizes Agent to execute any such Additional Documents in the applicable Borrower’s 's name and authorizes authorize Agent to file such executed Additional Documents in any appropriate filing office. To the maximum extent permitted by applicable law, each Borrower authorizes the filing of any such Additional Documents without the signature of such Borrower in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower Borrowers shall (i) provide Agent with a report of all new U.S. federal patent applicationspatentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries Borrowers during the prior period, (ii) 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 (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Trustee or Agent at to file in any time and from time to time to file, transmit, or communicate, as applicable, financing statements and amendments appropriate filing office: (i) any financing statement describing Collateral to perfect Trustee’s Liens in any of the Borrower Collateral, and Agent or Trustee may describe the Collateral as “all personal property of debtorproperty” or “all assets assets” of debtor” Borrower or words describe specific items of similar effectCollateral including without limitation any Commercial Tort Claims, and (ii) describing the Borrower Collateral as being any amendment or continuation of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptancefiled financing statement. Borrower also hereby ratifies any and all All financing statements or amendments previously filed before the date of this Agreement to perfect the Trustee’s Liens were authorized by Agent in any jurisdictionBorrower and are hereby ratified. (b) If Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 claim after the date hereof, Borrower shall promptly (but in any event within 3 five (5) Business Days Days) after such acquisition) deliver to Trustee and Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant granting to which Borrower or its SubsidiaryTrustee, as applicablesecurity for the payment of the Obligations, shall grant a perfected security interest in all of its Borrower’s right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”)claim. (c) At any time upon the request of Agent, Borrower shall execute or and deliver to Agent, and shall cause its Subsidiaries to execute or deliver to AgentTrustee, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Borrower Documents”) that Agent may request in its their Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, perfect and continue perfected or to better perfect the AgentTrustee’s Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Trustee, for the benefit of the Lender Group, in any owned Real Property acquired after the Restatement Effective 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, and to the extent that Borrower fails to execute and deliver such Additional Borrower Documents within a reasonable time (as determined by Agent in its sole discretion) following Agent’s request therefor, Borrower authorizes Agent Trustee to execute any such Additional Borrower Documents in Borrower’s name and authorizes Agent or Trustee to file such executed Additional Borrower Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall reasonably require, Borrower shall (i) provide Agent and Trustee with a report of all new U.S. federal patent applicationspatentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all patents, copyrights, and trademarks acquired or generated by 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 Borrower’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent and Trustee 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (A) Borrower provides Agent and Trustee with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (B) prior to such registration, the applicable Person executes and delivers to Agent and Trustee a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected AgentTrustee’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its the Restricted Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its the Restricted Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its the Restricted Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s 's Liens in the assets of Borrower and its the Restricted Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s 's name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its the Restricted Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or the Restricted Subsidiaries 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 Borrower's or the applicable Restricted Subsidiary's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Originator and Borrower each authorizes Agent at Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Originator or Borrower where permitted by Applicable Laws. Originator and Borrower also each hereby ratifies the filing of any and all financing statements statement filed without the authorization of Originator or amendments previously filed by Agent in any jurisdictionBorrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 claim after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the written request of AgentLender, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, Lender any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the AgentLender’s Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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 Laws, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, at any time after Borrower shall have obtained any intellectual property or any patentable, copyrightable or trademarkable material, on such periodic basis as Agent Lender shall require, Borrower shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by 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 Borrower’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender 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 neither Borrower nor any of its Subsidiaries shall not register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (x) Borrower provides Lender with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (y) prior to such registration, the applicable Person Borrower executes and delivers to Agent Lender a copyright security agreement in form and substance reasonably satisfactory to AgentLender, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent Lender reasonably deems necessary in order to perfect and continue perfected AgentLender’s Liens on such copyrights following such registration. (d) Each Loan Party hereby assigns to Lender any and all rights of such Loan Party to access any and all storage facilities where any Collateral or information relating to Collateral may be stored, for access (for the purpose of reviewing or inspecting Collateral) upon reasonable advance notice (so long as no Default or Event of Default shall have occurred and be continuing), and each Loan Party hereby authorizes Lender, at any time after the occurrence and during the continuation of an Event of Default, to enter upon any such storage facilities and remove any contents thereof related to the Collateral in connection with Lender’s exercise of its remedies hereunder.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file in any time and from time to time to file, transmit, or communicate, as applicable, financing statements and amendments appropriate filing office: (i) any financing statement describing Collateral to perfect Agent’s Lien in any of the Borrower Collateral, and Agent may describe the Collateral as “all personal property of debtorproperty” or “all assets of debtorassets” or words describe specific items of similar effectCollateral including without limitation any Commercial Tort Claims, and (ii) describing the Borrower Collateral as being any amendment or continuation of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptancefiled financing statement. Borrower also hereby ratifies any and all All financing statements filed before the date of this Agreement to perfect the Agent’s Lien were authorized by Borrower and are hereby ratified. Notwithstanding such authorization, Agent agrees to provide release, certifications or amendments previously filed other documentation reasonably requested by Agent in Borrower as may be necessary to demonstrate that any jurisdictionassets or property of Borrower not constituting Collateral are not subject to the Agent’s Lien. (b) If Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 claim after the date hereof, Borrower shall promptly (but in any event within 3 three (3) Business Days Days) after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant granting to which Borrower or its SubsidiaryAgent, as applicablesecurity for the payment of the Obligations, shall grant a perfected security interest in all of its Borrower’s right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”)claim. (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Borrower Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, perfect and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Borrower Documents in BorrowerXxxxxxxx’s name and authorizes Agent to file such executed Additional Borrower Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower Each Debtor shall and hereby authorizes the Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictionappropriate filing office; provided, however, that no such authorization shall obligate the Agent to make any such filing. (b) If Borrower or its Subsidiaries acquire any Debtor acquires any commercial tort claims with a value in excess of $250,000 after the date hereofhereof for a claim of at least $20,000, Borrower such Debtor shall promptly (but in any event within 3 5 Business Days after such acquisition) (i) deliver to the Agent a written description of such commercial tort claim claim, (ii) execute and shall deliver a written agreement, in form and substance reasonably satisfactory supplement to Agentthis Agreement, pursuant to which Borrower or its Subsidiary, as applicable, such Debtor shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to the Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”)"COMMERCIAL TORT CLAIM ASSIGNMENT") and (iii) not in limitation but in furtherance of clause (c) below, file a financing statement or amendment to a previously filed and effective financial statement describing such commercial tort claim with sufficient particularity to the extent necessary to perfect the Agent's Lien therein. (c) At any time upon the request of AgentEach Debtor shall prepare, Borrower shall execute or and deliver to Agentto, and shall cause its Subsidiaries to execute or deliver to Agentif applicable, file, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”"ADDITIONAL DOCUMENTS") that as may be necessary (and to the extent the Agent may request in its Permitted Discretionis a party thereto, in form and substance reasonably satisfactory to the Agent, ) to create, perfect, and continue perfected the perfection of or to better perfect improve the priority of the Agent’s 's Liens in the assets Collateral of Borrower and its Subsidiaries such Debtor (whether now owned or hereafter arising or acquired, acquired or tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective Date, and in order or to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. Not in limitation but in furtherance of the foregoing, each Debtor shall comply with its obligations in the immediately preceding sentence as such obligations relate to the preparation and filing by it of a Code financing statement, together with any applicable filing fees, within 10 days of the date hereof (or if later, the date it became a party hereto) in the applicable filing office, and following the filing thereof shall provide the Agent with evidence of the same. To the maximum extent permitted by applicable law, Borrower such Debtor authorizes the Agent to execute any such Additional Documents in Borrower’s such Debtor's name and authorizes the Agent to file such executed Additional Documents in any appropriate filing office; provided, however, that no such authorization shall obligate the Agent to take any such action. In addition, on such periodic basis as Agent shall requireno less frequently than annually, Borrower each Debtor shall (i) provide the Agent with a report of all new U.S. federal material patents, patent applications, patentstrademarks, registered copyrights, copyright trademark applications, registered trademarks, and trademark registration copyrights or copyright applications acquired or generated by Borrower or its Subsidiaries such Debtor during the prior period, period and (ii) cause to be prepared, executed, and delivered to the Agent supplemental schedules to the applicable Loan Security Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder; provided, however, that neither Borrower nor any of its Subsidiaries no Debtor shall register or apply to register with (A) the U.S. United States Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 30 days of the filing of an any such registration or application for registration, such Debtor executes and delivers to the Agent and files with the United States Copyright Office a copy of this Agreement in proper form for filing, supplemental schedules to this Agreement, or such other documentation as may be necessary in order to perfect and continue the perfection of or protect the Agent's Liens on such copyrights following such registration or (B) the United States Patent and Trademark Office any unregistered patents or trademarks (whether in existence on the Closing Date or thereafter acquired, arising, or developed) unless within 30 days of any such registration or application for registration, the applicable Person executes and delivers to the Agent and files with the United States Patent and Trademark Office a copyright security agreement copy of this Agreement in proper form and substance reasonably satisfactory to Agentfor filing, supplemental schedules to any existing copyright security agreementthis Agreement, or such other documentation as Agent reasonably deems may be necessary in order to perfect and continue perfected the perfection of or protect the Agent’s 's Liens on such copyrights patents or trademarks following such registration. Each Debtor, to the extent it executes an intellectual property and security agreement, shall submit such intellectual property and security agreement for filing with the United States Copyright Office or the United States Patent and Trademark Office, as applicable, together with all necessary filing, registration or similar fees, within 15 days of the date of the execution thereof, and following such submission thereof shall provide the Agent with evidence of the same.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Borrowers authorize Lender to file any time financing statement necessary or, in the exercise of Lender's Permitted Discretion, desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, in any appropriate filing office without the signature of Borrowers where permitted by applicable law. Borrowers hereby ratify the filing of any financing statements filed prior to the date hereof and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictiondescribed on Schedule 4.4 hereof. (b) If Borrower Borrowers or its their Domestic Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower Borrowers shall promptly (but in any event within 3 five (5) Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender in the exercise of its Permitted Discretion, pursuant to which the applicable Borrower or its Subsidiary, as applicable, Domestic Subsidiary shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of AgentLender, Borrower Borrowers shall execute or deliver to Agent, Lender and shall cause its their Domestic Subsidiaries to execute or deliver to Agent, Lender any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender in the exercise of its Permitted Discretion, to create, perfect, perfect and continue perfected or to better perfect the Agent’s Lender's Liens in the assets of Borrower Borrowers and its their Domestic Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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 Agent Lender to execute any such Additional Documents in the applicable Borrower’s 's name and authorizes Agent authorize Lender to file such executed Additional Documents in any appropriate filing officeoffice to the extent relating to the perfection or continued perfection of Lender's Liens. In addition, on such periodic basis as Agent Lender shall requirerequire in the exercise of its Permitted Discretion, Borrower Borrowers shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower Borrowers or its their Domestic Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers or their Domestic Subsidiaries 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 a Borrower's or a Domestic Subsidiary of a Borrower's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 three (3) Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the Borrower provides Agent with written notice of its intent to register such copyrights not less than thirty (30) days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration. (d) Borrower hereby assigns to Agent any and all rights of Borrower to access any and all storage facilities where any Collateral or information relating to Collateral may be stored and Borrower hereby authorizes Agent, at any time after the occurrence and during the continuation of an Event of Default, to enter upon any such storage facilities and remove any contents thereof in connection with Agent’s exercise of its remedies hereunder.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Borrowers authorize Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrowers where permitted by applicable law. Borrower also Borrowers hereby ratifies ratify the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrowers prior to the date hereof. (b) If Borrower Borrowers or its their Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower Borrowers shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which the applicable Borrower or its Subsidiary, as applicable, Subsidiary shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of AgentLender, Borrower Borrowers shall execute or deliver to Agent, Lender and shall cause its their Subsidiaries to execute or deliver to Agent, Lender any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, perfect and continue perfected or to better perfect the Agent’s Lender's Liens in the assets of Borrower Borrowers and its their Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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 Agent Lender to execute any such Additional Documents in the applicable Borrower’s 's name and authorizes Agent authorize Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent Lender shall require, Borrower Borrowers shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower Borrowers or its their Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers or their Subsidiaries 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 a Borrower's or a Subsidiary of a Borrower's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of AgentLender, Borrower shall execute or deliver to AgentLender, and shall cause its Subsidiaries to execute or deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the Agent’s Lender's Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s Lender's name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent Lender shall require, Borrower shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower's or the applicable Subsidiary's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time financing statement required hereunder, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire any Guarantor acquires any commercial tort claims with a value in excess of $250,000 after the date hereofhereof involving a claim of $500,000, or greater, Borrower shall promptly (but in any event within 3 Business Days after such acquisitionwhen Borrower delivers its next quarterly financial statements) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiarythe applicable Guarantor, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries the Guarantors to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries the Guarantors (whether now owned or hereafter arising or acquired, tangible or intangible, real (other than real property leases) or personal), to create and perfect Liens in favor of Agent in any owned fee title to Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall requirea quarterly basis, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries the Guarantors during the prior period, (ii) solely at the request of Agent (but not otherwise), cause all material patents, copyrights, and trademarks acquired or generated by Borrower or the Guarantors 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 Borrower’s or the applicable Guarantor’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 three (3) Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the Borrower provides Agent with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration. (d) Borrower hereby assigns to Agent any and all rights of Borrower to access any and all storage facilities where any Collateral or information relating to Collateral may be stored and Borrower hereby authorizes Agent, at any time after the occurrence and during the continuation of an Event of Default, to enter upon any such storage facilities and remove any contents thereof in connection with Agent’s exercise of its remedies hereunder.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Each of Originator, Servicer, Parent and Borrower authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of such Person where permitted by Applicable Laws. Borrower also Each such party hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout its signature prior to the date hereof. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) If Borrower or its Subsidiaries acquire any interest in Real Property after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such Real Property and shall deliver a written agreement, in form and substance satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such Real Property to Agent, as security for the Obligations (a “Real Property Collateral Pledge”). (d) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, Real Property Collateral Pledge, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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 Laws, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries that are not already the subject of a registration with the appropriate filing office (or an application therefore diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) Borrower provides Agent with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Borrowers authorize Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrowers where permitted by applicable law. Borrower also Borrowers hereby ratifies ratify the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrowers prior to the date hereof. (b) If Borrower Borrowers or its their Subsidiaries acquire any commercial tort claims after the Closing Date with a value in excess of $250,000 individually or $500,000 in the aggregate, after the date hereof, Borrower Borrowers shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which the applicable Borrower or its Subsidiary, as applicable, Subsidiary shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower Borrowers shall execute or deliver to Agent, Agent and shall cause its their Subsidiaries to execute or deliver to Agent, Agent any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, Mortgages, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower Borrowers and its their Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective DateClosing Date with a fair market value 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 Agent to execute any such Additional Documents in the applicable Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. Each Borrower hereby ratifies any and all UCC financing statements or amendments previously filed by the Agent in any jurisdiction and acknowledges that the execution of this Agreement shall constitute notice of the filing of any UCC financing statements for purposes of Section 26-1-9.1-502 of the State of Indiana Code. Each Borrower hereby waives the protections of clause (f) of Section 26-1-9.1-502 of the State of Indiana Code with respect to any and all financing statements heretofore or hereafter filed with respect to the Lender Group, in each case to the extent permitted by applicable law. In addition, on such periodic basis as Agent shall reasonably require, Borrower Borrowers shall (i) provide Agent with a report of all new U.S. federal patent applications, registrations and applications for registrations of patents, registered copyrights, copyright applications, registered trademarks, and trademark registration copyrights or trademarks filed or acquired or generated by any Borrower or its Subsidiaries after the Closing Date during the prior period, period and (ii) cause to be prepared, executed, and delivered to 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. The foregoing notwithstanding, howeverno Loan Party shall be required to execute or deliver any notation of the Agent’s Lien on any motor vehicle certificates of title or other assets subject to certificates of title, that neither the perfection of a security interest in which is excluded from the UCC, so long as the value of such Collateral, in the aggregate, is less than $500,000. (d) Except for Equipment or Inventory having an aggregate fair market value of less than $500,000 (across all Borrowers), if any Equipment or Inventory is in possession or control of any third party, each Borrower nor any of its Subsidiaries shall register join with the U.S. Copyright Office Agent in notifying the third party of the Agent’s security interest. (e) If at any unregistered copyrights (time, whether pursuant to the Senior Note Documents or otherwise, either the grant of security interest in existence on the Restatement Effective Date or thereafter acquired, arisingLoan Documents is not identical to the grant of security interest in the Senior Note Documents, or developed) unless within 20 days if the Borrowers have undertaken actions, granted rights, undertaken covenants or delivered documents more favorable to the Indenture Trustee for purposes of perfection, protection, maintenance or control of collateral security, the Borrowers shall take all actions requested by the Agent to cause the grant of collateral between the Senior Note Documents and Loan Documents to be identical and the actions, rights, covenants and documents provided or delivered in favor of the filing Agent to be as favorable as those delivered or provided in favor of an application for such registrationthe Indenture Trustee (including, without limitation, amendments to the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registrationLoan Documents).

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Parent and Borrower authorizes each authorize Agent at to file any time financing statement necessary or reasonably desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Parent or Borrower where permitted by applicable law. Parent and Borrower also hereby ratifies ratify the filing of any and all financing statements statement filed without the signature of Parent or amendments previously filed by Agent in any jurisdictionBorrower prior to the date hereof. (b) If Borrower Parent or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereofhereof which involve a claim amount of more than $10,000,000, Borrower or with respect to which a written claim or other litigation has been commenced, Parent shall promptly (but in any event within 3 10 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower Parent or its Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower Parent and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall requirereasonably request, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, registered patents, registered copyrights or trademarks of Borrower or any Guarantor, (ii) unless Borrower, in its commercially reasonable judgment, decides otherwise, cause all material patents, copyrights, copyright applications, registered trademarks, and trademark registration trademarks acquired or generated by Borrower Parent or its Subsidiaries during that are not already the prior periodsubject 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 Parent’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of AgentLender, Borrower shall execute or deliver to AgentLender, and shall cause its Subsidiaries to execute or deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the Agent’s Lender's Liens in the assets Collateral of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s 's name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent Lender shall require, Borrower shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower's or the applicable Subsidiary's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunderthereunder ; provided, however, that neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the Borrower provides Lender with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent Lender a copyright security agreement in form and substance reasonably satisfactory to AgentLender, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent Lender reasonably deems necessary in order to perfect and continue perfected Agent’s Lender's Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Borrowers authorize Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to file, transmit, any continuation statement or communicate, as applicable, amendment with respect thereto (including without limitation any financing statements and amendments that (i) describing indicate the Borrower Collateral (A) as “all personal property of debtor” or “all assets of debtor” such Borrower or words of similar effect, (ii) describing regardless of whether any particular asset of such Borrower falls within the scope of Article 9 of the Code or whether any portion of the assets of such Borrower constitute part of the Borrower Collateral Collateral, or (B) as being of an equal or lesser scope or with greater detail, or and (iiiii) that contain any other information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. acceptance of any financing statement or amendment, including (x) whether such Borrower also hereby ratifies is an organization, the type of organization and any organization identification number issued to such Borrower, and all (y) in the case of a financing statements statement filed as a fixture filing or amendments previously filed by Agent indicating Borrower Collateral as as-extracted collateral or timber to be cut, a sufficient description of real property to which the Borrower Collateral relates), in any jurisdictionappropriate filing office without the signature of Borrowers where permitted by applicable law. (b) If Borrower Borrowers or its their Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower Borrowers shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which such Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”"COMMERCIAL TORT CLAIM ASSIGNMENT"). (c) At any time upon the request of Agent, Borrower Borrowers shall execute or deliver to Agent, Agent and shall cause its their Subsidiaries to execute or deliver to Agent, Agent any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”"ADDITIONAL DOCUMENTS") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s 's Liens in the assets of Borrower Borrowers and its their Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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 Agent to execute any such Additional Documents in the applicable Borrower’s 's name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on a quarterly basis (and after the occurrence and during the continuance of a Default or an Event of Default, on such periodic basis as Agent shall require), Borrower Borrowers shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by any Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers or their Subsidiaries 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 Borrower's or such Subsidiary's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder; providedPROVIDED, howeverHOWEVER, that neither Borrower nor any none of its Borrowers or their Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the applicable Person provides Agent with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s 's Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at any time and from time to time to file, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code UCC for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdiction. (b) As of the Closing Date, Borrower and its Subsidiaries do not hold any Commercial Tort Claims. If Borrower or its Subsidiaries acquire any commercial tort claims Commercial Tort Claims with a value in excess of $250,000 500,000 on or after the date hereofClosing Date, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim Commercial Tort Claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim Commercial Tort Claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim AssignmentsAssignments (as defined in clause (b) above), endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property Collateral acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall requiretogether with each delivery of a Covenant Compliance Certificate pursuant to Section 5.2(a), Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower Each Debtor shall and hereby authorizes the Collateral Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Indenture Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictionappropriate filing office; PROVIDED, HOWEVER, that no such authorization shall obligate the Collateral Agent to make any such filing. (b) If Borrower or its Subsidiaries acquire any Debtor acquires any commercial tort claims with a value in excess of $250,000 after the date hereofhereof for a claim of at least $20,000, Borrower such Debtor shall promptly (but in any event within 3 5 Business Days after such acquisition) (i) deliver to the Collateral Agent a written description of such commercial tort claim claim, (ii) execute and shall deliver a written agreement, in form and substance reasonably satisfactory supplement to Agentthis Agreement, pursuant to which Borrower or its Subsidiary, as applicable, such Debtor shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to the Collateral Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”)"COMMERCIAL TORT CLAIM ASSIGNMENT") and (iii) not in limitation but in furtherance of CLAUSE (C) below, file a financing statement or amendment to a previously filed and effective financial statement describing such commercial tort claim with sufficient particularity to the extent necessary to perfect the Collateral Agent's Lien therein. (c) At any time upon the request of AgentEach Debtor shall prepare, Borrower shall execute or and deliver to Agentto, and shall cause its Subsidiaries to execute or deliver to Agentif applicable, file, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”"ADDITIONAL DOCUMENTS") that as may be necessary (and to the extent the Collateral Agent may request in its Permitted Discretionis a party thereto, in form and substance reasonably satisfactory to the Collateral Agent, ) to create, perfect, and continue perfected the perfection of or to better perfect improve the priority the Collateral Agent’s 's Liens in the assets Collateral of Borrower and its Subsidiaries such Debtor (whether now owned or hereafter arising or acquired, acquired or tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective Date, and in order or to fully consummate all of the transactions contemplated hereby and under the other Loan Indenture Documents. Not in limitation but in furtherance of the foregoing, each Debtor shall comply with its obligations in the immediately preceding sentence as such obligations relate to the preparation and filing by it of a Code financing statement, together with any applicable filing fees, within 10 days of the date hereof (or if later, the date it became a party hereto) in the applicable filing office, and following the filing thereof shall provide the Collateral Agent with evidence of the same. To the maximum extent permitted by applicable law, Borrower such Debtor authorizes the Collateral Agent to execute any such Additional Documents in Borrower’s such Debtor's name and authorizes the Collateral Agent to file such executed Additional Documents in any appropriate filing office; PROVIDED, HOWEVER, that no such authorization shall obligate the Collateral Agent to take any such action. In addition, on such periodic basis as Agent shall requireno less frequently than annually, Borrower each Debtor shall (i) provide the Collateral Agent with a report of all new U.S. federal material patents, patent applications, patentstrademarks, registered copyrights, copyright trademark applications, registered trademarks, and trademark registration copyrights or copyright applications acquired or generated by Borrower or its Subsidiaries such Debtor during the prior period, period and (ii) cause to be prepared, executed, and delivered to the Collateral Agent supplemental schedules to the applicable Loan Documents Collateral Agreements to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder; providedPROVIDED, howeverHOWEVER, that neither Borrower nor any of its Subsidiaries no Debtor shall register or apply to register with (A) the U.S. United States Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Issue Date or thereafter acquired, arising, or developed) unless within 20 30 days of the filing of an any such registration or application for registration, such Debtor executes and delivers to the Collateral Agent and files with the United States Copyright Office a copy of this Agreement in proper form for filing, supplemental schedules to this Agreement, or such other documentation as may be necessary in order to perfect and continue the perfection of or protect the Collateral Agent's Liens on such copyrights following such registration or (B) the United States Patent and Trademark Office any unregistered patents or trademarks (whether in existence on the Issue Date or thereafter acquired, arising, or developed) unless within 30 days of any such registration or application for registration, the applicable Person executes and delivers to the Collateral Agent and files with the United States Patent and Trademark Office a copyright security agreement copy of this Security Agreement in proper form and substance reasonably satisfactory to Agentfor filing, supplemental schedules to any existing copyright security agreementthis Agreement, or such other documentation as Agent reasonably deems may be necessary in order to perfect and continue perfected the perfection of or protect the Collateral Agent’s 's Liens on such copyrights patents or trademarks following such registration. Each Debtor, to the extent it executes an Intellectual Property and Security Agreement, shall submit such Intellectual Property and Security Agreement for filing with the United States Copyright Office or the United States Patent and Trademark Office, as applicable, together with all necessary filing, registration or similar fees, within 15 days of the date of the execution thereof, and following such submission thereof shall provide the Collateral Agent with evidence of the same.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptance. without the signature of Borrower also hereby ratifies any and all financing statements or amendments previously filed where permitted by Agent in any jurisdictionapplicable law. (b) If Borrower or its Subsidiaries acquire At any commercial tort claims with a value in excess time when an Event of $250,000 after the date hereofDefault has occurred and has continued for at least 10 days, Borrower shall shall, upon request of Agent, promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such each commercial tort claim claim, to the extent individually or in the aggregate for an amount in excess of $50,000, then held by Borrower or any Subsidiary thereof (and not yet subject to a Commercial Tort Claim Assignment) and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentAgent in its Permitted Discretion, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to each such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). The subsequent cure or waiver of the applicable Event of Default shall not affect the enforceability of any executed and delivered Commercial Tort Claim Assignment. (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentAgent in its Permitted Discretion, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal) (except as otherwise expressly permitted under this Agreement), to create and perfect Liens in favor of Agent in any Real Property owned on the Closing Date or in any Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall requirerequire in its Permitted Discretion (but no more frequently than quarterly), Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time and from time financing statement necessary or desirable to time to fileeffectuate the transactions contemplated by the Loan Documents, transmitincluding, or communicatewithout limitation, as applicable, any such financing statements and amendments (i) statement describing the Borrower Collateral such property as “all personal property of debtor” or “all All assets of debtorthe Debtor whether now owned or existing or hereafter acquired or arising and wheresoever located, including all accessions thereto and products and proceeds thereof” or words of similar effectmeaning, (ii) describing the Borrower Collateral as being of equal and any continuation statement or lesser scope or amendment with greater detailrespect thereto, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 three (3) Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower Bxxxxxxx shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in BorrowerBxxxxxxx’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by 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 Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the Borrower provides Agent with written notice of its intent to register such copyrights not less than thirty (30) days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration. (d) Borrower hereby assigns to Agent any and all rights of Borrower to access any and all storage facilities where any Collateral or information relating to Collateral may be stored and Borrower hereby authorizes Agent, at any time after the occurrence and during the continuation of an Event of Default, to enter upon any such storage facilities and remove any contents thereof in connection with Agent’s exercise of its remedies hereunder.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptance. without the signature of Borrower also hereby ratifies any and all financing statements or amendments previously filed where permitted by Agent in any jurisdictionapplicable law. (b) If Borrower or its Subsidiaries acquire At any commercial tort claims with a value in excess time when an Event of $250,000 after the date hereofDefault has occurred and has continued for at least 10 days, Borrower shall shall, upon request of Agent, promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such each commercial tort claim claim, to the extent individually or in the aggregate for an amount in excess of $50,000, then held by Borrower or any Subsidiary thereof (and not yet subject to a Commercial Tort Claim Assignment) and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentAgent in its Permitted Discretion, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to each such commercial tort claim to Agent, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). The subsequent cure or waiver of the applicable Event of Default shall not affect the enforceability of any executed and delivered Commercial Tort Claim Assignment. (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentAgent in its Permitted Discretion, to create, perfect, and continue perfected or to better perfect the Agent’s 's Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal) (except as otherwise expressly permitted under this Agreement), to create and perfect Liens in favor of Agent in any Real Property owned on the Closing Date or in any Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s 's name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall requirerequire in its Permitted Discretion (but no more frequently than quarterly), Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower's or the applicable Subsidiary's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Grantors authorize Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Grantors where permitted by applicable law. Borrower also Grantors hereby ratifies ratify the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Grantors prior to the date hereof. (b) If Borrower or its Subsidiaries Grantors acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower Grantors shall promptly (but in any event within 3 10 Business Days after Days) upon any Grantor's initiation of any such acquisition) action or proceeding to pursue such claim, deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, the applicable Grantor shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of Agent, Borrower Grantors shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, Agent any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s 's Liens in the assets of Borrower and its Subsidiaries Grantors (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower each Grantor authorizes Agent to execute any such Additional Documents in Borrower’s the applicable Grantor's name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower Grantors shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries any Grantor during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Grantors 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 a Grantor's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdiction. (b) If without the signature of Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after prior to the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) . At any time upon the request of AgentLender, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, Lender any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent Lender may request in its Permitted Discretionreasonable discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the AgentLender’s Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property Borrower Collateral acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file in any time and from time to time to file, transmit, or communicate, as applicable, financing statements and amendments appropriate filing office: (i) any financing statement describing Collateral to perfect Agent’s Lien in any of the Borrower Collateral as Collateral, and Agent may include “all personal property payment intangibles” as part of debtor” or “all assets of debtor” or words of similar effectthe Collateral description, and (ii) describing any amendment or continuation of any filed financing statement. All financing statements filed before the date of this Agreement to perfect the Agent’s Lien were authorized by Bxxxxxxx and are hereby ratified. Notwithstanding such authorization, Agent agrees to provide release, certifications or other documentation reasonably requested by Bxxxxxxx as may be necessary to demonstrate that any assets or property of the Borrower not constituting Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of are not subject to the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictionAgent’s Lien. (b) If Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 claim after the date hereofhereof constituting Collateral, Borrower shall promptly (but in any event within 3 three (3) Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant granting to which Borrower or its SubsidiaryAgent, as applicablesecurity for the payment of the Obligations, shall grant a perfected security interest in all of its Bxxxxxxx’s right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”)claim. (c) At any time upon the request of Agent, Borrower Bxxxxxxx shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Borrower Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, perfect and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Borrower Documents in BorrowerBxxxxxxx’s name and authorizes Agent to file such executed Additional Borrower Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at any time and from time to time to file, transmit, or communicate, as applicable, financing statements and amendments (i) describing Each Debtor shall file all financing statements necessary or desirable to effectuate the Borrower transactions contemplated by this Agreement, the Loan Agreement and the other Loan Documents, including any financing statement which describes the Collateral in an overbroad manner, such as “"all assets of Debtor" or "all personal property of debtor” Debtor", and any continuation statement or “all assets of debtor” or words of similar effectamendment with respect thereto, in any appropriate filing office, and each Debtor hereby authorizes Lender, but in no event shall Lender be required, to make any such filings not made by such Debtor. (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain If any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies Debtor acquires any and all financing statements or amendments previously filed by Agent in any jurisdiction. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value Commercial Tort Claims in excess of $250,000 50,000 in the aggregate in any calendar year after the date hereof, Borrower such Debtor shall promptly (but in any event within 3 Business 10 Banking Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim Commercial Tort Claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiary, as applicable, such Debtor shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim Commercial Tort Claim to AgentLender, as security for the Secured Obligations (a “"Commercial Tort Claim Assignment”"). (ciii) At any time upon the request of Agent, Borrower Each Debtor shall execute or and deliver to Agent, and shall cause its Subsidiaries to execute or deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, title and all other documents (collectively, the “"Additional Documents”") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, are necessary to create, perfect, perfect and continue perfected or to better perfect the Agent’s Lender's Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective Date, real property and in order to fully consummate all of the transactions contemplated hereby and under the Loan Agreement and other Loan Documents. To Each Debtor, to the maximum extent permitted by applicable law, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s Debtor's name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on office if such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arisingDebtor refuses to, or developed) unless within 20 days of the filing of an application for such registrationfails timely to, the applicable Person executes execute and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to deliver any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registrationAdditional Documents.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Grantors authorize the Lender to file any time and from time financing statement necessary or desirable to time to fileeffectuate the transactions contemplated by the Loan Documents, transmit, or communicate, as applicable, including any initial financing statements and amendments (i) describing thereto that indicate the Borrower Grantor Collateral as “all personal property of debtor” or “all assets of debtor” any or all Grantors or words of similar effect, (ii) describing the Borrower Collateral effect or as being of an equal or lesser scope or with greater detail, and any continuation statement or (iii) that contain amendment with respect thereto, in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewhere permitted by applicable law. Borrower also Grantors hereby ratifies ratify the filing of any and all financing statement filed prior to the Closing Date, including any initial financing statements and amendments thereto that indicate the Grantor Collateral as all assets of any or amendments previously all Grantors or words of similar effect or as being of an equal or lesser scope or with greater detail. The Lender shall provide copies of financing statements filed by Agent in against any jurisdictionGrantor. (b) If Borrower or its Subsidiaries Grantors acquire any commercial tort claims with a value in excess of $250,000 after the date hereofClosing Date, Borrower Grantors shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent the Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agentthe Lender, pursuant to which Borrower or its Subsidiary, as applicable, the applicable Grantor shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agentthe Lender, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower each Grantor authorizes Agent the Lender to execute any such Additional Documents in Borrowerthe applicable Grantor’s name and authorizes Agent the Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall requireupon request by the Lender, Borrower Grantors shall (i) provide Agent the Lender with a report of all new U.S. federal material Intellectual Property subject to possible protection under the applicable copyright, patent applications, patents, registered copyrights, copyright applications, registered trademarks, and or trademark registration laws acquired or generated by Borrower or its Subsidiaries any Grantor during the prior period, (ii) cause all such new material Intellectual Property subject to possible protection under applicable copyright, patent or trademark laws acquired or generated by Grantors 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 a Grantor’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent the Lender supplemental schedules to the applicable Loan Documents and other documents as may be reasonably requested by Lender to identify such material patents, copyrights, and trademarks as being subject to the security interests created thereunder; provided, however, that neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at any time and from time to time to file, transmitsubject to the Intercreditor Agreement, any financing statement necessary or communicatedesirable to effectuate the transactions contemplated by the Loan Documents, as applicableand any continuation statement or amendment with respect thereto, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its the Restricted Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its the Restricted Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its the Restricted Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s 's Liens in the assets of Borrower and its the Restricted Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s 's name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its the Restricted Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or the Restricted Subsidiaries 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 Borrower's or the applicable Restricted Subsidiary's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Each Borrower authorizes Agent at to file any time financing statement required hereunder, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of such Person where permitted by applicable law. Each Borrower also hereby ratifies the filing of any financing statement, and all financing statements any continuation statement or amendments previously amendment with respect thereto, filed by Agent in any jurisdictionwithout the signature of such Person prior to the date hereof. (b) If any Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower such Person shall promptly immediately (but in any event within 3 5 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, such Person shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, for the benefit of the Lender Group, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of Agent, Borrower Borrowers shall execute or and deliver to Agent, and shall cause its their Subsidiaries to execute or and deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, create and perfect and continue perfected or to better perfect the Agent’s 's Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Owned Real Property acquired after the Restatement Effective Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents, including any Mortgages. To the maximum extent permitted by applicable law, each Borrower authorizes Agent to execute any such Additional Documents in Borrower’s the applicable Person's name and authorizes authorize Agent to file such executed Additional Documents in any appropriate filing office. To the maximum extent permitted by applicable law, each Borrower authorizes the filing of any such Additional Documents without the signature of such Person in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower Borrowers shall (i) provide Agent with a report of all new U.S. federal patent applicationspatentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries such Persons during the prior period, (ii) cause all patents, copyrights, and trademarks acquired or generated by such Persons 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 (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Each Borrower authorizes Agent at to file any time financing statement required hereunder, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of such Borrower where permitted by applicable law. Each Borrower also hereby ratifies the filing of any financing statement, and all any continuation statement or amendment with respect thereto, filed without the signature of such Borrower prior to the date hereof. Agent shall endeavor to promptly deliver to Administrative Borrower a copy of each such financing statements or amendments previously statement so filed by Agent in any jurisdictionAgent. (b) If any Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 after the date hereof, such Borrower shall promptly (but in any event within 3 Business Days after such acquisition) immediately deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which such Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, for the benefit of the Lender Group, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of Agent, Borrower Borrowers shall execute or and deliver to Agent, and shall cause its Subsidiaries that are Guarantors to execute or and deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, create and perfect and continue perfected or to better perfect the Agent’s 's Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents, including any Mortgages. To the maximum extent permitted by applicable law, Borrower authorizes Agent to execute any such Additional Documents in each Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, in any appropriate filing office. Such financing statements and amendments (i) may describe the Collateral in the same manner as described herein or may contain an indication or description of collateral that describes such property in any other manner as the Agent may determine, in its sole discretion, is necessary or prudent to ensure the perfection of the security interest in the Collateral granted to the Agent in connection herewith, including, without limitation, describing the Borrower Collateral such property as “all personal property of debtorAll assets whether now owned or hereafter acquired” or “all assets of debtorAll personal property whether now owned or hereafter acquired” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptancemeaning. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionprior to the date hereof. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 three (3) Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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 lawLaw, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the Borrower provides Agent with written notice of its intent to register such copyrights not less than thirty (30) days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration. (d) Borrower hereby assigns to Agent any and all rights of Borrower to access any and all storage facilities where any Collateral or information relating to Collateral may be stored and Borrower hereby authorizes Agent, at any time after the occurrence and during the continuation of an Event of Default, to enter upon any such storage facilities and remove any contents thereof in connection with Agent’s exercise of its remedies hereunder.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at any time and from time to time to file, transmit, or communicate, as applicable, Each Debtor shall file all financing statements necessary or desirable to effectuate the transactions contemplated by this Agreement and amendments (i) describing the Borrower other Indenture Documents, including any financing statement which describes the Collateral in an overbroad manner, such as “"all assets of the Debtor" or "all personal property of debtor” the Debtor", and any continuation statement or “all assets of debtor” or words of similar effectamendment with respect thereto, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictionappropriate filing office, and such Debtor hereby authorizes the Trustee, but in no event shall the Trustee be required, to make any such filings not made by such Debtor. (b) If Borrower or its Subsidiaries acquire any Debtor acquires any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower such Debtor shall promptly (but in any event within 3 10 Business Days after such acquisition) deliver to Agent the Trustee a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agentthe Trustee, pursuant to which Borrower or its Subsidiary, as applicable, such Debtor shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agentthe Trustee, as security for the Secured Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of Agent, Borrower Each Debtor shall execute or and deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agentthe Trustee, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, are necessary to create, perfect, perfect and continue perfected or to better perfect the Agent’s Trustee's Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal) (other than any motor vehicle having a Fair Market Value of less than $50,000, unless an Event of Default has occurred and is outstanding), to create and perfect Liens in favor of Agent the Trustee in any owned Real Property acquired after the Restatement Effective Datereal property (other than real property constituting Excluded Assets), and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Indenture Documents. To Each Debtor, to the maximum extent permitted by applicable law, Borrower authorizes Agent the Trustee to execute any such Additional Documents in Borrower’s such Debtor's name and authorizes Agent the Trustee to file such executed Additional Documents in any appropriate filing officeoffice if such Debtor refuses to, or fails timely to, execute and deliver any Additional Documents. In addition, on such periodic basis as Agent shall require, Borrower each Debtor shall (i) within 90 days of the date that any new material (i.e., with a Fair Market Value in excess of $75,000) patentable, copyrightable, or trademarkable materials are acquired or generated by such Debtor, (A) provide Agent the Trustee with a report of all new U.S. federal patent applications, such material patents, registered copyrights, copyright applications, registered copyrights and trademarks, and trademark registration (B) cause such material patents, copyrights and trademarks acquired or generated by Borrower such Debtor that are not already the subject of a registration with the appropriate filing office (or its Subsidiaries during the prior periodan application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of such Debtor's ownership thereof, and (ii) to the extent not previously done, within 90 days of such registration or application, (A) cause to be prepared, executed, and delivered to Agent the Trustee supplemental schedules to the applicable Loan Indenture Documents to identify all Intellectual Property (including all such material patents, copyrights, copyrights and trademarks trademarks) for which such Debtor is the owner and with respect to which such Debtor has registered or applied after the date hereof as being subject to the security interests created thereunder; provided, however, that neither Borrower nor hereunder and (B) take such action as may be necessary to perfect the Lien of the Trustee in any of its Subsidiaries shall register such Intellectual Property and record such Lien with the U.S. United States Patent & Trademark Office and the United States Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquiredOffice, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registrationapplicable.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) The Borrower authorizes the Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing in any appropriate filing office without the signature of the Borrower Collateral as “all personal property where permitted by applicable law. The Borrower hereby ratifies the filing of debtor” or “all assets any financing statement filed without the signature of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of prior to the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictiondate hereof. (b) If the Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, the Borrower shall promptly (but in any event within 3 three (3) Business Days after such acquisition) deliver to the Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to the Agent, pursuant to which the Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to the Agent, subject to the terms of the Subordination Agreement, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of the Agent, the Borrower shall shall, subject to the terms of the Subordination Agreement, execute or deliver to the Agent, and shall cause its Subsidiaries to execute or deliver to the Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that the Agent may request in its Permitted Discretiondiscretion, in form and substance reasonably satisfactory to the Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of the Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of the Agent in any owned Real Property real property acquired after the Restatement Effective 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, the Borrower authorizes the Agent to execute any such Additional Documents in the Borrower’s name and authorizes the Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as the Agent shall require, the Borrower shall (i) provide the Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by the Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by the Borrower or its Subsidiaries 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 the Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to the Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunderthereunder ; provided, however, that neither the Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 (i) the Borrower provides the Agent with written notice of its intent to register such copyrights not less than thirty (30) days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to the Agent a copyright security agreement in form and substance reasonably satisfactory to AgentCopyright Security Agreement, supplemental schedules to any existing copyright security agreementCopyright Security Agreement, or such other documentation as the Agent reasonably deems necessary in order to perfect and continue perfected the Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower Each Loan Party hereby authorizes the Administrative Agent at to file any time financing statement necessary or desirable to perfect the Liens Granted to the Administrative Agent for the benefit of the Lenders by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, in any appropriate filing office (including the Filing Offices) without the signature of such Loan Party where permitted by applicable Law. Each Loan Party hereby ratifies the filing of any financing statements and amendments statement (i) describing including the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iiiFinancing Statements) that contain any information required by part 5 complies with the preceding sentence filed without the signature of Article 9 of such Loan Party prior to the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictiondate hereof. (b) If Borrower or its Subsidiaries acquire any Loan Party acquires any commercial tort claims with a value in excess of $250,000 25,000 after the date hereof, Borrower such Loan Party shall promptly (but in any event within 3 three (3) Business Days after such Loan Party has knowledge of such acquisition) deliver to the Administrative Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to the Administrative Agent, pursuant to which Borrower or its Subsidiary, as applicable, such Loan Party shall grant Grant a perfected security interest Lien in all of its right, title and interest in and to such commercial tort claim to the Administrative Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of the Administrative Agent, Borrower each Loan Party shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to the Administrative Agent, any and all fixture filings, financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that the Administrative Agent may request in its Permitted Discretionreasonable discretion, in form and substance reasonably satisfactory to the Administrative Agent, to create, perfect, and continue perfected or to better perfect the Administrative Agent’s Liens in the assets Collateral of Borrower and its Subsidiaries the Loan Parties (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create including (x) the creation and perfect perfection of Liens in favor of the Administrative Agent in any owned Real Property real property acquired after the Restatement Effective Closing Date, and (y) such additional actions as may be required 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on to the extent any material intellectual property is at any time acquired by any Loan Party and upon the reasonable request of the Administrative Agent, such periodic basis as Agent shall require, Borrower Loan Party shall (i1) provide the Administrative Agent with a report of all new U.S. federal patent applications, material patents, registered copyrights, copyright applications, registered trademarks, and trademark registration trademarks acquired or generated by Borrower or its Subsidiaries during the prior periodsuch Loan Party, and (ii2) cause to be prepared, executed, and delivered to the Administrative Agent supplemental schedules to the applicable Loan Documents to identify such patents, copyrights, and trademarks as being subject to the security interests Liens created thereunder; provided, however, that neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or thereunder and/or such other documentation as the Administrative Agent reasonably deems necessary in order to perfect and continue perfected the Administrative Agent’s Liens on such copyrights following such registrationintellectual property.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower Each Debtor shall and hereby authorizes the Collateral Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Indenture Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictionappropriate filing office; provided, however, that no such authorization shall obligate the Collateral Agent to make any such filing. (b) If Borrower or its Subsidiaries acquire any Debtor acquires any commercial tort claims with a value in excess of $250,000 after the date hereofhereof for a claim of at least $50,000, Borrower such Debtor shall promptly (but in any event within 3 5 Business Days after such acquisition) (i) deliver to the Collateral Agent a written description of such commercial tort claim claim, (ii) execute and shall deliver a written agreement, in form and substance reasonably satisfactory supplement to Agentthis Agreement, pursuant to which Borrower or its Subsidiary, as applicable, such Debtor shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to the Collateral Agent, as security for the Obligations (a “"Commercial Tort Claim Assignment”).") and (iii) not in limitation but in furtherance of clause (c) below, file a financing statement or amendment to a previously filed and effective financial statement describing such commercial tort claim with sufficient particularity to the extent necessary to perfect the Collateral Agent's Lien therein. 8 <PAGE> (c) At any time upon the request of AgentEach Debtor shall prepare, Borrower shall execute or and deliver to Agentto, and shall cause its Subsidiaries to execute or deliver to Agentif applicable, file, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that as may be necessary (and to the extent the Collateral Agent may request in its Permitted Discretionis a party thereto, in form and substance reasonably satisfactory to the Collateral Agent, ) to create, perfect, and continue perfected the perfection of or to better perfect improve the priority the Collateral Agent’s 's Liens in the assets Collateral of Borrower and its Subsidiaries such Debtor (whether now owned or hereafter arising or acquired, acquired or tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective Date, and in order or to fully consummate all of the transactions contemplated hereby and under the other Loan Indenture Documents. Not in limitation but in furtherance of the foregoing, the Company shall comply with its obligations in the immediately preceding sentence as such obligations relate to the preparation and filing by it of a Code financing statement, together with any applicable filing fees, within 10 days of the date hereof in the applicable filing office, and following the filing thereof shall provide the Collateral Agent with evidence of the same. To the maximum extent permitted by applicable law, Borrower such Debtor authorizes the Collateral Agent to execute any such Additional Documents in Borrower’s such Debtor's name and authorizes the Collateral Agent to file such executed Additional Documents in any appropriate filing office; provided, however, that no such authorization shall obligate the Collateral Agent to take any such action. In addition, on such periodic basis as Agent shall requireno less frequently than annually, Borrower each Debtor shall (i) provide the Collateral Agent with a report of all new U.S. federal material patents, patent applications, patentstrademarks, registered copyrights, copyright trademark applications, registered trademarks, and trademark registration copyrights or copyright applications acquired or generated by Borrower or its Subsidiaries such Debtor during the prior period, period and (ii) cause to be prepared, executed, and delivered to the Collateral Agent supplemental schedules to the applicable Loan Documents Collateral Agreements to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder; provided, however, that neither Borrower nor any of its Subsidiaries no Debtor shall register or apply to register with (A) the U.S. United States Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Issue Date or thereafter acquired, arising, or developed) unless within 20 30 days of the filing of an any such registration or application for registration, such Debtor executes and delivers to the Collateral Agent and files with the United States Copyright Office an Intellectual Property Security Agreement, supplemental schedules to any existing Intellectual Property Security Agreement, or such other documentation as may be necessary in order to perfect and continue the perfection of or protect the Collateral Agent's Liens on such copyrights following such registration or (B) the United States Patent and Trademark Office any unregistered patents or trademarks (whether in existence on the Issue Date or thereafter acquired, arising, or developed) unless within 30 days of any such registration or application for registration, the applicable Person executes and delivers to the Collateral Agent a copyright security agreement in form and substance reasonably satisfactory to Agentfiles with the United States Patent and Trademark Office an Intellectual Property Security Agreement, supplemental schedules to any existing copyright security agreementIntellectual Property Security Agreement, or such other documentation as Agent reasonably deems may be necessary in order to perfect and continue perfected the perfection of or protect the Collateral Agent’s 's Liens on such copyrights patents or trademarks following such registration.. The Company shall submit the Intellectual Property and Security Agreement executed by it as of the date hereof for filing with the United States Copyright Office and the United States Patent and Trademark Office, as applicable, together with all necessary filing, registration or similar fees, within 30 days of the date hereof, and following such submission thereof shall provide the Collateral Agent with evidence of the same. 9 <PAGE>

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. Each Obligor authorizes Trustee to file any financing statement necessary or desirable to effectuate the transactions contemplated by the Financing Documents, and any continuation statement or amendment with respect thereto, in any appropriate filing office without the signature of Obligors where permitted by applicable law. Each Obligor hereby ratifies the filing of any financing statement previously authorized by it filed without the signature of such Obligor prior to the date hereof. (a) Borrower authorizes Agent at any time and from time to time to file, transmit, If Obligors or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdiction. (b) If Borrower or its their Subsidiaries acquire any commercial tort claims with a value claim in excess of $250,000 250.000 after the date hereof, Borrower Obligors shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Trustee a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentTrustee, pursuant to which Borrower the applicable Obligor or its Subsidiary, as applicable, Subsidiary shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to AgentTrustee, as security for the Obligations (a “Commercial Tort Claim Assignment”). (cb) At any time upon the request of AgentTrustee (except as expressly permitted otherwise in the Financing Documents), Borrower Obligors shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, Trustee any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, to the extent applicable, and all other documents (collectively, the “Additional Documents”) that Agent Trustee may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentTrustee in its Permitted Discretion, to create, perfect, and continue perfected or to better perfect the AgentTrustee’s Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Trustee in any owned Real Property having a value in excess of $1,000,000 acquired after the Restatement Effective Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under by the other Loan Financing Documents. To the maximum extent permitted by applicable law, Borrower each Obligor authorizes Agent Trustee to execute any such Additional Documents in Borrowerthe applicable Obligor’s name and authorizes Agent Trustee to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent Trustee shall requirereasonably require (in the event an Obligor acquires or develops a material patent or files a patent application therefor, Borrower immediately upon such acquisition, development and filing), Obligors shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to Agent Trustee supplemental schedules to the applicable Loan Financing Documents to identify such all material patents, copyrightspatent applications, copyright registrations and registered trademarks acquired or generated by any Obligor as being subject to the security interests created thereunder; provided, however, that neither Borrower nor any of its Subsidiaries (i) no Obligor shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, arising or developed) unless within 20 (x) the applicable Obligor provides Trustee with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (y) prior to such registration, the applicable Person Obligor executes and delivers to Agent Trustee a copyright security agreement in form and substance reasonably satisfactory to AgentCopyright Security Agreement, supplemental schedules to any an existing copyright security agreement, Copyright Security Agreement or such other documentation as Agent Trustee reasonably deems necessary in order to perfect and continue perfected AgentTrustee’s Liens on such copyrights following such registrationregistration and (ii) no Obligors shall be required to make any filings in any jurisdiction outside the United States in respect of patents, copyrights and trademarks.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time any continuation statement or amendment with respect thereto, in any appropriate filing office without the signature of Borrower where permitted by applicable law. Borrower hereby ratifies the filing of any financing statement filed without the signature of Borrower prior to time to file, transmit, or communicate, as applicable, the date hereof. Such financing statements and amendments (i) describing may describe the Borrower Collateral in the same manner as “all personal described herein or may contain an indication or description of collateral that describes such property in any other manner as Lender may determine is necessary, advisable or prudent to ensure the perfection of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the security interest in the Borrower Collateral granted to Lender herein, including describing such property as being of equal "all assets, whether now owned or lesser scope hereafter acquired" or with greater detail"all personal property, whether now owned or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictionhereafter acquired." (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 three (3) Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “"Commercial Tort Claim Assignment”)") and, if Lender reasonably determines that perfection or priority of Lender's security interest is dependent on or enhanced by filing Commercial Tort Claim Assignments, Borrower, promptly after the request of Lender, shall file all such Commercial Tort Claim Assignments with the court as appropriate. (c) At any time upon the request of AgentLender, Borrower shall execute or and deliver to AgentLender, and shall cause its Subsidiaries to execute or and deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, mortgages, surveys, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the Agent’s Lender's Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s 's name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent Lender shall require, Borrower shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower's or the applicable Subsidiary's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 days (i) the Borrower provides Lender with written notice of its intent to register such copyrights not less than five (5) Business Days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent Lender a copyright security agreement in form and substance reasonably satisfactory to AgentLender, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent Lender reasonably deems necessary in order to perfect and continue perfected Agent’s Lender's Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to file, transmit, any continuation statement or communicate, as applicable, amendment with respect thereto (including without limitation any financing statements and amendments that (i) describing indicate the Borrower Collateral (A) as “all personal property of debtor” or “all assets of debtor” Borrower or words of similar effect, (ii) describing regardless of whether any particular asset of Borrower falls within the scope of Article 9 of the Code or whether any portion of the assets of Borrower constitute part of the Borrower Collateral Collateral, or (B) as being of an equal or lesser scope or with greater detail, or and (iiiii) that contain any other information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptanceacceptance of any financing statement or amendment, including (x) whether Borrower is an organization, the type of organization and any organization identification number issued to Borrower, and (y) in the case of a financing statement filed as a fixture filing or indicating the Borrower Collateral as as-extracted collateral or timber to be cut, a sufficient description of real property to which the Borrower Collateral relates), in any appropriate filing office without the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Parent or Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower Parent or Borrower, as applicable, shall promptly (but in any event within 3 10 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentAgent in its Permitted Discretion, pursuant to which Borrower Parent or its SubsidiaryBorrower, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, Agent any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s 's Liens in the assets of Parent and Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall requirerequire in its Permitted Discretion, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Parent or Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Parent or its Subsidiaries 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 Parent's or Borrower's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Parent nor Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 days (i) Borrower provides Agent with written notice of the filing intent to register such copyrights not less than 30 days prior to the date of an application for the proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s 's Liens on such copyrights following such registration. (d) At any time upon the request of Agent in its Permitted Discretion, Borrower shall execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, security agreements, pledges, assignments, and all other documents (collectively, the "Dental PC Additional Documents") that Agent may request in its Permitted Discretion, in form and substance satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Borrower's Liens in the Dental PC Receivables (whether now owned or hereafter arising or acquired, real or personal) and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Grantors authorize Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time any continuation statement or amendment with respect thereto, in any appropriate filing office without the signature of Grantors where permitted by applicable law. Grantors hereby ratify the filing of any financing statement filed without the signature of Grantors prior to time to file, transmit, or communicate, as applicable, the date hereof. Agent shall provide copies of financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain filed against any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictionGrantor. (b) If Borrower or its Subsidiaries Grantors acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower Grantors shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, the applicable Grantor shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower Grantors shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, Agent any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries Grantors (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower each Grantor authorizes Agent to execute any such Additional Documents in Borrowerthe applicable Grantor’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower Grantors shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries any Grantor during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Grantors 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 a Grantor’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent supplemental schedules to the applicable Loan Documents to identify such material patents, copyrights, and trademarks as being subject to the security interests created thereunder; provided, however, that neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower Debtor authorizes Agent at Lender to file any time financing statement necessary or reasonably desirable to effectuate the transactions contemplated herein and from time to time to fileby the Loan Documents, transmitand any continuation statement or amendment with respect thereto, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Debtor where permitted by applicable law. Borrower also Debtor hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Debtor prior to the date hereof. (b) If Borrower or its Subsidiaries acquire Debtor acquires any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower or with respect to which a written claim or other litigation has been commenced, Debtor shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiary, as applicable, Debtor shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Secured Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of AgentLender, Borrower Debtor shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the Agent’s Lender's Liens in the assets of Borrower and its Subsidiaries Debtor (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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, Borrower Debtor authorizes Agent Lender to execute any such Additional Documents in Borrower’s Debtor's name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent Lender shall requirereasonably request, Borrower Debtor shall (i) provide Agent Lender with a report of all new U.S. federal patent applications, registered patents, registered copyrights or trademarks of Debtor, (ii) unless Debtor, in its commercially reasonable judgment, decides otherwise, cause all material patents, copyrights, copyright applications, registered trademarks, and trademark registration trademarks acquired or generated by Borrower Debtor that are not already the subject of a registration with the appropriate filing office (or its Subsidiaries during the prior periodan application therefor diligently prosecuted) to be registered with such appropriate filing office in a manner sufficient to impart constructive notice of Debtor's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Obligors authorize Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Investor Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Obligors where permitted by applicable law. Borrower also Obligors hereby ratifies ratify the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Obligors prior to the date hereof. (b) If Borrower Obligors or its their Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower Obligors shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower the applicable Obligor or its Subsidiary, as applicable, Subsidiary shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (c) At any time upon the request of Agent, Borrower Obligors shall execute or deliver to Agent, Agent and shall cause its their Subsidiaries to execute or deliver to Agent, Agent any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s 's Liens in the assets of Borrower Obligors and its their Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Investor Documents. To the maximum extent permitted by applicable law, Borrower each Obligor authorizes Agent to execute any such Additional Documents in Borrower’s the applicable Obligor's name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower Obligors shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower any Obligor or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Obligors or their Subsidiaries 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 a Obligor's or a Subsidiary of a Obligor's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent supplemental schedules to the applicable Loan Investor Documents to identify such patents, copyrights, and trademarks as being subject to the security interests created thereunder; provided. (d) Notwithstanding any other provision of this Agreement, however, that neither Borrower nor any of its Subsidiaries it shall register with be the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days responsibility and obligation of the filing Obligors to execute all documents and to make any filings and perform any other actions necessary to evidence, perfect and maintain the security interest in the Collateral granted pursuant to this Agreement, except that, with respect to such security interest in any part of the Collateral that is to be perfected by possession, if the Obligors have delivered such part of the Collateral into the possession of, if prior to the Discharge of the Senior Lender Claims occurs, Lender Agent or, thereafter, Agent, the Obligors shall not be responsible for the failure of Lender Agent or Agent to maintain possession of such part of the Collateral so delivered unless Lender Agent or Agent ceases to have possession of such part of the Collateral as a result of an application for action taken by an Obligor that such registration, Obligor is not permitted to take under the terms of this Agreement or applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registrationlaw.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. At any time Lender has a the Security Interest in the Collateral, as forth herein: (a) Borrower authorizes Agent at Lender to file any time financing statement or amendment thereto necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewhere permitted by Applicable Laws. Borrower also hereby ratifies the filing of any and all financing statements statement or amendments previously amendment to financing statement filed by Agent in any jurisdictionprior to the date hereof. (b) If Borrower or its Subsidiaries acquire acquires any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and and, upon the request of Lender, shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of AgentLender, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent Lender may request in its Permitted Discretionreasonable business judgment, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries Security Interest (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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 Laws, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at Lender to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Borrower where permitted by applicable law. Borrower also hereby ratifies the filing of any and all financing statements or amendments previously statement filed by Agent in any jurisdictionwithout the signature of Borrower prior to the date hereof. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 5 Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of AgentLender (but, in the absence of a continuing Event of Default, no more than once every six (6) months in the case of intellectual property), Borrower shall execute or deliver to AgentLender, and shall cause its Subsidiaries to execute or deliver to AgentLender, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender, to create, perfect, and continue perfected or to better perfect the AgentLender’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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, Borrower authorizes Agent Lender to execute any such Additional Documents in Borrower’s name and authorizes Agent Lender to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent Lender shall requirerequire (but, in the absence of a continuing Event of Default, no more than once every six (6) months), Borrower shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrower or its Subsidiaries 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 Borrower’s or the applicable Subsidiary’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender supplemental schedules to the applicable Loan Documents to identify such material patents, copyrights, and trademarks as being subject to the security interests created thereunderthereunder ; provided, however, that neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 days (i) the Borrower provides Lender with written notice of its intent to register such copyrights not less than five (5) Business Days prior to the date of the filing of an application for proposed registration, and (ii) prior to such registration, the applicable Person executes and delivers to Agent Lender a copyright security agreement in form and substance reasonably satisfactory to AgentLender, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent Lender reasonably deems necessary in order to perfect (to the extent possible under applicable law) and continue perfected AgentLender’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower Each Obligor authorizes Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Obligors where permitted by applicable law. Borrower also Each Obligor hereby ratifies the filing of any and all financing statements or amendments statement previously authorized by it filed by Agent in any jurisdictionwithout the signature such Obligor prior to the date hereof. (b) If Borrower Obligors or its their Subsidiaries acquire any commercial tort claims with a value claim in excess of $250,000 after the date hereof, Borrower Obligors shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower the applicable Obligor or its Subsidiary, as applicable, Subsidiary shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of AgentAgent (except as expressly permitted otherwise in the Loan Documents), Borrower Obligors shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, Agent any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, to the extent applicable, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentAgent in its Permitted Discretion, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property having a value in excess of $1,000,000 acquired after the Restatement Effective 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, Borrower each Obligor authorizes Agent to execute any such Additional Documents in Borrowerthe applicable Obligor’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall requirereasonably require (in the event an Obligor acquires or develops a material patent or files a patent application therefor, Borrower immediately upon such acquisition, development and filing), Obligors shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to Agent supplemental schedules to the applicable Loan Documents to identify such all material patents, copyrightspatent applications, copyright registrations and registered trademarks acquired or generated by any Obligor as being subject to the security interests created thereunder; provided, however, that neither Borrower nor any of its Subsidiaries (i) no Obligor shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, arising or developed) unless within 20 (a) the applicable Obligor provides Agent with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (b) prior to such registration, the applicable Person Obligor executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to AgentCopyright Security Agreement, supplemental schedules to any an existing copyright security agreement, Copyright Security Agreement or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registrationregistration and (ii) no Obligor shall be obligated to register any copyright, patent or trademark in any jurisdiction outside the United States.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower Each Obligor authorizes Agent at to file any time financing statement or financing statement amendment necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain in any information required by part 5 of Article 9 of the Code for the sufficiency or appropriate filing office acceptancewithout the signature of Obligors where permitted by applicable law. Borrower also Each Obligor hereby ratifies the filing of any and all financing statements or amendments statement previously authorized by it filed by Agent in any jurisdictionwithout the signature such Obligor prior to the date hereof. (b) If Borrower Obligors or its their Subsidiaries acquire any commercial tort claims with a value claim in excess of $250,000 1,000,000 after the date hereof, Borrower Obligors shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower the applicable Obligor or its Subsidiary, as applicable, Subsidiary shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of AgentAgent (except as expressly permitted otherwise in the Loan Documents), Borrower Obligors shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, Agent any and all financing statements, financing statement amendments, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, to the extent applicable, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentAgent in its Permitted Discretion, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries Collateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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, Borrower each Obligor authorizes Agent to execute any such Additional Documents in Borrowerthe applicable Obligor’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall requirereasonably require (in the event an Obligor acquires or develops a material patent or files a patent application therefor, Borrower immediately upon such acquisition, development and filing), Obligors shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to Agent supplemental schedules to the applicable Loan Documents to identify such all material patents, copyrightspatent applications, copyright registrations and registered trademarks acquired or generated by any Obligor as being subject to the security interests created thereunder; provided, however, that neither Borrower nor any of its Subsidiaries (i) no Obligor shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, arising or developed) unless within 20 (a) the applicable Obligor provides Agent with written notice of its intent to register such copyrights not less than 30 days prior to the date of the filing of an application for proposed registration, and (b) prior to such registration, the applicable Person Obligor executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to AgentCopyright Security Agreement, supplemental schedules to any an existing copyright security agreement, Copyright Security Agreement or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registrationregistration and (ii) no Obligor shall be obligated to register any copyright, patent or trademark in any jurisdiction outside the United States.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. Borrowers authorize Lender to file any financing statement necessary or, in the exercise of Lender's Permitted Discretion, desirable to effectuate the transactions contemplated by the Loan Documents upon the entry of the Interim Financing Order, and any continuation statement or amendment with respect thereto, in any appropriate filing office without the signature of Borrowers where permitted by applicable law. Borrowers hereby ratify the filing of the financing statements to be filed upon the entry of the Interim Financing Order without the signature of Borrowers prior to the date hereof and described on Schedule 4.4 hereof. (a) Borrower authorizes Agent at any time and from time to time to file, transmit, If Borrowers or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdiction. (b) If Borrower or its their Domestic Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower Borrowers shall promptly (but in any event within 3 five (5) Business Days after such acquisition) deliver to Agent Lender a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to AgentLender in the exercise of its Permitted Discretion, pursuant to which the applicable Borrower or its Subsidiary, as applicable, Domestic Subsidiary shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to AgentLender, as security for the Obligations (a “"Commercial Tort Claim Assignment”"). (cb) At any time upon the request of AgentLender, Borrower Borrowers shall execute or deliver to Agent, Lender and shall cause its their Domestic Subsidiaries to execute or deliver to Agent, Lender any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “"Additional Documents”") that Agent Lender may request in its Permitted Discretion, in form and substance reasonably satisfactory to AgentLender in the exercise of its Permitted Discretion, to create, perfect, perfect and continue perfected or to better perfect the Agent’s Lender's Liens in the assets of Borrower Borrowers and its their Domestic Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent Lender in any owned Real Property acquired after the Restatement Effective 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 Agent Lender to execute any such Additional Documents in the applicable Borrower’s 's name and authorizes Agent authorize Lender to file such executed Additional Documents in any appropriate filing officeoffice to the extent relating to the perfection or continued perfection of Lender's Liens. In addition, on such periodic basis as Agent Lender shall requirerequire in the exercise of its Permitted Discretion, Borrower Borrowers shall (i) provide Agent Lender with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by Borrower Borrowers or its their Domestic Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers or their Domestic Subsidiaries 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 a Borrower's or a Domestic Subsidiary of a Borrower's ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to Agent Lender 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Borrowers authorize Agent at to file any time financing statement necessary or desirable to effectuate the transactions contemplated by the Loan Documents, and from time to time to fileany continuation statement or amendment with respect thereto, transmit, or communicate, as applicable, financing statements in any appropriate filing office without the signature of Borrowers where permitted by applicable law and amendments (i) describing the Borrower Collateral in the same manner as described herein or in any other manner as Agent may determine is necessary, advisable or prudent, including, without limitation, describing such property as “all assets” or “all personal property whether now owned or hereafter acquired.” Borrowers hereby ratify the filing of debtor” or “all assets any financing statement filed without the signature of debtor” or words of similar effect, (ii) describing Borrowers prior to the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdictiondate hereof. (b) If Borrower Borrowers or its their Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower Borrowers shall promptly (but in any event within 3 5 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and and, upon the request of Agent, shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which the applicable Borrower or its Subsidiary, as applicable, Subsidiary shall grant a perfected security interest in pledge and collaterally assign all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower Borrowers shall execute or deliver to Agent, Agent and shall cause its their Subsidiaries to execute or deliver to Agent, Agent any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower Borrowers and its their Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property acquired after the Restatement Effective 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 Agent to execute any such Additional Documents in the applicable Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower Borrowers shall (i) provide Agent with a report of all new U.S. federal patent applicationsmaterial patentable, patentscopyrightable, registered copyrights, copyright applications, registered trademarks, and trademark registration or trademarkable materials acquired or generated by any Borrower or its Subsidiaries during the prior period, (ii) cause all material patents, copyrights, and trademarks acquired or generated by Borrowers or their Subsidiaries 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 a Borrower’s or a Subsidiary of a Borrower’s ownership thereof, and (iiiii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at any time and from time to time to file, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code UCC for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdiction. (b) As of the Closing Date, Borrower and its Subsidiaries do not hold any Commercial Tort Claims. If Borrower or its Subsidiaries acquire any commercial tort claims Commercial Tort Claims with a value in excess of $250,000 500,000 on or after the date hereofClosing Date, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim Commercial Tort Claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim Commercial Tort Claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower Bxxxxxxx shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim AssignmentsAssignments (as defined in clause (b) above), endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property Collateral acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in BorrowerBxxxxxxx’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall requiretogether with each delivery of a Covenant Compliance Certificate pursuant to Section 5.2(a), Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Closing Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.

Filing of Financing Statements; Commercial Tort Claims; Delivery of Additional Documentation Required. (a) Borrower authorizes Agent at any time and from time to time to file, transmit, or communicate, as applicable, financing statements and amendments (i) describing the Borrower Collateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, (ii) describing the Borrower Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Borrower also hereby ratifies any and all financing statements or amendments previously filed by Agent in any jurisdiction. (b) If Borrower or its Subsidiaries acquire any commercial tort claims with a value in excess of $250,000 after the date hereof, Borrower shall promptly (but in any event within 3 Business Days after such acquisition) deliver to Agent a written description of such commercial tort claim and shall deliver a written agreement, in form and substance reasonably satisfactory to Agent, pursuant to which Borrower or its Subsidiary, as applicable, shall grant a perfected security interest in all of its right, title and interest in and to such commercial tort claim to Agent, as security for the Obligations (a “Commercial Tort Claim Assignment”). (c) At any time upon the request of Agent, Borrower shall execute or deliver to Agent, and shall cause its Subsidiaries to execute or deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, amendments to financing statements, fixture filings, security agreements, pledges, assignments, Commercial Tort Claim Assignments, endorsements of certificates of title, and all other documents (collectively, the “Additional Documents”) that Agent may request in its Permitted Discretion, in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or - 72 - to better perfect the Agent’s Liens in the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any owned Real Property Collateral acquired after the Restatement Effective 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, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In addition, on such periodic basis as Agent shall require, Borrower shall (i) provide Agent with a report of all new U.S. federal patent applications, patents, registered copyrights, copyright applications, registered trademarks, and trademark registration acquired or generated by Borrower or its Subsidiaries during the prior period, and (ii) cause to be prepared, executed, and delivered to 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 neither Borrower nor any of its Subsidiaries shall register with the U.S. Copyright Office any unregistered copyrights (whether in existence on the Restatement Effective Date or thereafter acquired, arising, or developed) unless within 20 days of the filing of an application for such registration, the applicable Person executes and delivers to Agent a copyright security agreement in form and substance reasonably satisfactory to Agent, supplemental schedules to any existing copyright security agreement, or such other documentation as Agent reasonably deems necessary in order to perfect and continue perfected Agent’s Liens on such copyrights following such registration.