Common use of Financing Statements and Other Actions; Defense of Title Clause in Contracts

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Agent to file, and if requested will execute and deliver to the Collateral Agent, all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Agent in order to maintain a first perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documents, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Agent under the Lender Documents to any Liens otherwise permitted under the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements 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 Collateral Agent may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent herein. Each Grantor will take any and all actions necessary to defend title to the Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunder. During the continuance of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such property.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Administrative Agent to file, and if requested will execute and deliver to in the Collateral Agentcentral filing office of the jurisdiction in which such Grantor is “located” within the meaning of that term in Section 9-307 of the UCC, all financing statements describing the Collateral owned by such Grantor and other documents and each Grantor agrees to take such other actions as may from time to time reasonably be requested by the Collateral Administrative Agent in order to maintain a first priority, perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under Section 6.02 of the Bank Credit Agreement and to the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documentsprovisions of Section 4.7 hereof, provided that (i) nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Administrative Agent under the Lender Loan Documents to any Liens otherwise permitted under Section 6.02 of the Bank Credit Agreement and except as may be required under Section 9.02(d) or Section 9.14 of the Note Credit Agreement, and, if in effect, and (ii) nothing herein shall require any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens)Grantor to take any Excluded Actions. Such financing statements 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 Collateral Administrative Agent may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Administrative Agent herein. , including, without limitation, describing such property as “all assets of the debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof.” Each Grantor will take any and all actions necessary to defend title to the Collateral owned by such Grantor against all persons Persons and to defend the security interest of the Collateral Administrative Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunder. During the continuance of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which hereunder or under any Fixtures are located by other Loan Document; provided that it is understood and agreed that no Grantor will be required to take any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such propertyExcluded Action.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Agent to file, and if requested will execute and deliver to the Collateral Agent, all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Agent in order to maintain a first perfected security interest with the priority set forth in the Intercreditor Agreement in and Lien on, and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under Section 8.04 of the Bank LC Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documents, ; provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Agent under the Lender Loan Documents to any Liens otherwise permitted under Section 8.04 of the Bank LC Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements may describe the Collateral in the same manner as described herein or may contain an indication or description of collateral Collateral that describes such property Collateral in any other manner as the Collateral Agent may determine, in its sole discretion, reasonably determine is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent herein, including, without limitation, describing such property as “all assets of the debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof” or an equivalent formulation. Each Grantor will take any and all actions reasonably necessary to defend title to the Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Agent in such Collateral and the priority thereof against any Lien Lien, in each case, not expressly permitted hereunder. During hereunder or under the continuance of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such propertyLC Credit Agreement.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Agent Trustee to file, and if requested such Grantor will execute and deliver to the Collateral AgentTrustee, all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may be required and from time to time reasonably be requested by the Collateral Agent Trustee in order to maintain a first second priority or third priority (only with respect to Collateral as to which the Bank Group Representative has a second priority Lien on such Collateral), perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens specifically permitted under the Bank Credit Agreement and the Note Agreementrespective Indentures, andprovided, if in effectthat, any Eligible Additional Senior Secured Documents, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Agent Trustee under the Lender Documents Secured Instruments to any Liens otherwise specifically permitted under the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens)respective Indentures. Such financing statements 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 Collateral Agent may determine, in its sole discretion, is necessary, advisable or prudent necessary to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent Trustee herein, including, without limitation, describing such property as “all assets” or “all personal property and other assets, whether now owned or existing or hereafter acquired or arising, together with all products and proceeds thereof, substitutions and replacements therefor, and additions and accessions thereto.” Within six months after the date hereof, all filings, registrations and recordings necessary or appropriate to perfect the security interest granted to the Collateral Trustee in the Tractor Trailers listed in Part A of Exhibit “B” and initially covered by this Security Agreement shall be made by the Grantors in order to perfect such security interests under applicable law; provided that the Company shall have an additional thirty days to perfect the security interest in any Tractor Trailers with a net book value in an aggregate amount not to exceed $500,000. The Collateral Trustee shall have no obligation to make or monitor any such filings, registrations or recordings. Each Grantor agrees to promptly execute all documentation reasonably required to effect the foregoing and all future recordations relating to the perfection of security interests in Tractor Trailers now owned or hereafter acquired and to cause the filing of relevant certificates of title with the appropriate state governmental agency Each Grantor will, at its own expense, promptly make, execute, endorse, acknowledge, file and/or deliver to the Collateral Trustee (or, to the extent required by the Vehicle Title Custodial Agreement, the custodial administrator thereunder) from time to time upon its request such lists, descriptions and designations of its then owned Tractor Trailers (including certificate of title numbers and jurisdictions of registration of each such Tractor Trailer), documents of title, schedules, confirmatory assignments, conveyances, financing statements, transfer endorsements, powers of attorney, certificates, reports and other assurances or instruments and take such further steps and actions relating to such Tractor Trailers and other property or rights covered by the security interest hereby granted necessary to perfect, preserve or protect its security interest in such Tractor Trailers and other property or rights. Each Grantor will take any and all actions necessary to defend defend, in all material respects, title to the Collateral owned by such Grantor against all persons Persons and to defend the security interest of the Collateral Agent Trustee in such Collateral and the priority thereof against any Lien not expressly permitted hereunder. During the continuance of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such property.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Agent to file, and if requested will execute and deliver to the Collateral Agent, all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Agent in order to maintain a first perfected security interest with the priority set forth in the Intercreditor Agreement in and Lien on, and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under Section 8.04 of the Bank LC Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documents, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Agent under the Lender Loan Documents to any Liens otherwise permitted under Section 8.04 of the Bank LC Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements may describe the Collateral in the same manner as described herein or may contain an indication or description of collateral Collateral that describes such property Collateral in any other manner as the Collateral Agent may determine, in its sole discretion, reasonably determine is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent herein, including, without limitation, describing such property as “all assets of the debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof” or an equivalent formulation. Each Grantor will take any and all actions reasonably necessary to defend title to the Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Agent in such Collateral and the priority thereof against any Lien Lien, in each case, not expressly permitted hereunder. During hereunder or under the continuance of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such propertyLC Credit Agreement.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Agent to file, and if requested by the Collateral Agent or any other Secured Party, will execute and deliver to the Collateral Agent, all financing statements (including fixture filings and As-Extracted Collateral filings) describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Agent or any other Secured Party in order to maintain a first priority, perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured DocumentsSection 4.1.5 hereof, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Agent under the Lender Security Documents to any Liens otherwise permitted under Section 5.02(a) of the Bank Credit Agreement and Section 10.2 of the Note Purchase Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements may (i) 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 Collateral Agent may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent herein, including, without limitation, describing such property as “all assets of the debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof,” provided that any such “all assets” description or other description shall, as a Grantor shall request, further state that Excluded Assets under this Agreement are not included in the Collateral, and (ii) contain any other information required by part 5 of Article 9 of the UCC for the sufficiency or filing office acceptance of any UCC financing statement or amendment, including (A) whether such Grantor is an organization, the type of organization and any organization identification number issued to such Grantor, and (B) in the case of a financing statement filed as a fixture filing or indicating such Grantor’s Collateral as As-Extracted Collateral or timber to be cut, a sufficient description of real property to which the Collateral relates. Each Grantor will take any and all actions reasonably necessary to defend title to the material Collateral owned by such Grantor that has not otherwise been abandoned in the ordinary course of business against all persons and to defend the security interest of the Collateral Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunderhereunder or by the Credit Agreement or the Note Purchase Agreement. During the continuance of a Default the Borrower shall, upon the request of Each Grantor further agrees to furnish any such information described in this Section 4.1.3 to the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including Agent or the legal description, county and street address of such property, together with the name and address of the record owner of each such propertyother applicable Secured Party promptly upon reasonable request.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Administrative Agent to file, and if requested will execute and deliver to the Collateral Administrative Agent, all financing statements describing the Collateral owned by such Grantor and other documents and each Grantor agrees to take such other actions as may from time to time reasonably be requested by the Collateral Administrative Agent in order to maintain a first priority, perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under Section 6.02 of the Bank Credit Agreement and to the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documentsprovisions of Section 4.7 hereof, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Administrative Agent under the Lender Loan Documents to any Liens otherwise permitted under Section 6.02 of the Bank Credit Agreement and except as may be required under Section 9.02(d) of the Note Credit Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements 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 Collateral Administrative Agent may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Administrative Agent herein. , including, without limitation, describing such property as “all assets of the debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof.” Each Grantor will take any and all actions necessary to defend title to the Collateral owned by such Grantor against all persons Persons and to defend the security interest of the Collateral Administrative Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunder. During the continuance hereunder or under any other Loan Document; provided that it is understood and agreed that no Grantor will be required to obtain bailee or landlord waivers in respect of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such propertylocation where Inventory is stored.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Administrative Agent to file, and if requested by the Administrative Agent will execute and deliver to the Collateral Administrative Agent, all financing statements describing the Pledged Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Administrative Agent in order to maintain a first priority perfected security interest in and, if applicable, Control of, the Pledged Collateral owned by such Grantor, subject to Liens permitted under Section 6.02 of the Bank Credit Agreement and the Note Agreement, and, if any financing statements filed in effect, any Eligible Additional Senior Secured Documentsconnection therewith, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Administrative Agent under the Lender Loan Documents to any Liens otherwise permitted under Section 6.02 of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements may describe the Pledged 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 Collateral Administrative Agent may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Pledged Collateral granted to the Collateral Administrative Agent herein. , including, without limitation, describing, with respect to any Grantor’s financing statement, such property as “all assets” or “all personal property, whether now owned or hereafter acquired.” Each Grantor will take any and all actions necessary to defend title to the Pledged Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Administrative Agent in such Pledged Collateral and the priority thereof against any Lien not expressly permitted hereunder. During hereunder or by the continuance of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such propertyCredit Agreement.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Agent to file, and if requested will execute and deliver to the Collateral Agent, all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may be required and from time to time reasonably be requested by the Collateral Agent in order to maintain a first priority, perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens specifically permitted under Section 6.02 of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documents, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Agent under the Lender Loan Documents to any Liens otherwise specifically permitted under Section 6.02 of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements 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 Collateral Agent may determine, in its sole discretion, is necessary, advisable or prudent reasonably necessary to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent herein, including, without limitation, describing such property as “all assets” or “all personal property and other assets, whether now owned or existing or hereafter acquired or arising, together with all products and proceeds thereof, substitutions and replacements therefor, and additions and accessions thereto.” Each Grantor agrees to execute all documentation reasonably required to effect such recordations and to cause the filing of relevant certificates of title with the appropriate state governmental agency. Each Grantor will, at its own expense, promptly make, execute, endorse, acknowledge, file and/or deliver to the Collateral Agent from time to time such lists, descriptions and designations of its then owned Tractor Trailers (including certificate of title numbers and jurisdictions of registration of each such Tractor Trailer), documents of title, schedules, confirmatory assignments, conveyances, financing statements, transfer endorsements, powers of attorney, certificates, reports and other assurances or instruments and take such further steps and actions relating to such Tractor Trailers and other property or rights covered by the security interest hereby granted necessary to perfect, preserve or protect its security interest in such Tractor Trailers and other property or rights. Each Grantor will take any and all actions necessary to defend defend, in all material respects, title to the Collateral owned by such Grantor against all persons Persons and to defend the security interest of the Collateral Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunder. During the continuance of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such property.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Administrative Agent to file, and if requested by the Administrative Agent will execute and deliver to the Collateral Administrative Agent, all financing statements describing the Pledged Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Administrative Agent in order to maintain a first priority perfected security interest in and, if applicable, Control of, the Pledged Collateral owned by such Grantor, subject to Liens permitted under Section 6.02 of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documents, ; provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Administrative Agent under the Lender Loan Documents to any Liens otherwise permitted under Section 6.02 of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements may describe the Pledged 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 Collateral Administrative Agent may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Pledged Collateral granted to the Collateral Administrative Agent herein. , including, without limitation, describing, with respect to any Grantor’s financing statement, such property as “all assets” or “all personal property, whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof.” Each Grantor will take any and all actions reasonably necessary to defend title to the Pledged Collateral owned by such Grantor that has not otherwise been abandoned in the ordinary course of business against all persons and to defend the security interest of the Collateral Administrative Agent in such Pledged Collateral and the priority thereof against any Lien not expressly permitted hereunder. During hereunder or by the continuance of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such propertyCredit Agreement.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Agent or its designee to file, and if requested will execute and deliver to the Collateral Agent, file all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested taken by the Collateral Agent or its designee in order to maintain a first second priority perfected (other than, as to perfection, Excluded Perfection Collateral) security interest in and, if applicable, Control “control” (within the meaning of the applicable Uniform Commercial Code) of, the Collateral. Each Grantor hereby authorizes Collateral owned by such Grantor, subject Agent (or its designee) to Liens permitted under file financing statements describing as the Bank Credit Agreement and collateral covered thereby “all of the Note Agreement, and, if in debtor’s personal property or assets” or words to that effect, any Eligible Additional Senior Secured Documents, provided notwithstanding that nothing herein shall such wording may be deemed to constitute an agreement to subordinate any of the Liens of broader in scope than the Collateral Agent under the Lender Documents to any Liens otherwise permitted under the Bank Credit Agreement and the Note described in this Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements 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 Collateral Agent may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent herein. Each Grantor will take any and all actions necessary to defend title to the Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Agent in such the Collateral and the priority thereof against any Lien not expressly permitted hereunder. During Each Grantor shall maintain the continuance of security interest in the Collateral created by this Agreement as a Default perfected security interest having at least the Borrower shallpriority described in Section 3.9. At any time and from time to time, upon the written request of the Collateral Agent, provide a written summary and at the sole expense of each property on which any Fixtures are located by any such Grantor, including such Grantor shall promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions for the legal description, county purpose of obtaining or preserving the full benefits of this Agreement and street address of such property, together with the name and address of the record owner rights and powers herein granted, including, without limitation, any such actions as the Collateral Agent may reasonably request, and in the case of each such propertyInvestment Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Collateral Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto to the extent required hereunder, including without limitation, executing and delivering and causing the relevant depositary bank or securities intermediary to execute and deliver a control agreement in form and substance reasonably satisfactory to the Collateral Agent.

Financing Statements and Other Actions; Defense of Title. Each Grantor will file or cause the filing of and hereby authorizes the Collateral Agent to file, and if requested will execute and deliver to the Collateral Agent, all financing statements and amendments thereto describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time as required, or as reasonably be requested by the Collateral Agent Agent, in order to perfect or maintain a first priority (other than, as to priority, in respect of Permitted Liens securing First Priority Obligation), perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documents, Permitted Liens; provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Agent under the Lender Indenture Documents or any Other Second Priority Document to any Permitted Liens otherwise permitted under other than, as to priority, in respect of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted First Priority Liens)Exceptions. Such financing statements and amendments thereto 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 Collateral Agent may determine, in its sole reasonable discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent herein, including, without limitation, describing such property as “all assets of the debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof”, or words of similar effect or with greater detail. Each Grantor will take any and all actions necessary to defend title to the Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunderother than Permitted Liens. During Notwithstanding the continuance grant of a Default authority to the Borrower shallCollateral Agent under this Section 5.1.4, upon each Grantor agrees to file or cause the request filing of any initial financing statement or amendment thereto necessary to perfect or maintain the perfection of the Collateral Agent’s first priority (other than, provide a written summary of each property on which any Fixtures are located by any Grantoras to priority, including the legal description, county and street address of such property, together with the name and address in respect of the record owner of each First Priority Exceptions) security interest in the Collateral owned by such propertyGrantor.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Administrative Agent to file, and if requested will execute and deliver to the Collateral Administrative Agent, all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Administrative Agent in order to maintain a first priority perfected security interest in and, if applicable, Control of, the Collateral owned by such GrantorGrantor (whether granted hereunder or under any other Collateral Document), subject to Liens permitted under Section 7.01 of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documents, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Administrative Agent under the Lender Loan Documents to any Liens otherwise permitted under Section 7.01 of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements may describe the Collateral in the same manner as described herein or in the relevant Collateral Document, as the case may be, or may contain an indication or description of collateral that describes such property in any other manner as the Collateral Administrative Agent may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Administrative Agent herein and in any other Collateral Agent herein. Document, as the case may be, including, without limitation, describing all such property as “all assets” or “all personal property”, in each case, “whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof.” Each Grantor will take any and all actions necessary to defend title to the Collateral owned by such Grantor against all persons persons, subject to Liens permitted under Section 7.01 of the Credit Agreement, and to defend the security interest of the Collateral Administrative Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunder. During the continuance of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such property.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Agent to file, and if requested by the Collateral Agent or any other Secured Party, will execute and deliver to the Collateral Agent, all financing statements (including fixture filings and As-Extracted Collateral filings) describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Agent or any other Secured Party in order to maintain a first priority, perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured DocumentsSection 4.1.5 hereof, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Agent under the Lender Collateral Documents to any Liens otherwise permitted under Section 5.02(a) of the Bank Credit Agreement and (it being acknowledged that, from time to time, there may be pari passu treatment of any Pari Passu Liens in accordance with the Note Credit Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements may (i) 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 Collateral Agent may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent herein, including, without limitation, describing such property as “all assets of the debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof,” provided that any such “all assets” description or other description shall, as a Grantor shall request, further state that Excluded Assets under this Agreement are not included in the Collateral, and (ii) contain any other information required by part 5 of Article 9 of the UCC for the sufficiency or filing office acceptance of any UCC financing statement or amendment, including (A) whether such Grantor is an organization, the type of organization and any organization identification number issued to such Grantor, and (B) in the case of a financing statement filed as a fixture filing or indicating such Grantor’s Collateral as As-Extracted Collateral or timber to be cut, a sufficient description of real property to which the Collateral relates. Each Grantor will take any and all actions reasonably necessary to defend title to the material Collateral owned by such Grantor that has not otherwise been abandoned in the ordinary course of business against all persons and to defend the security interest of the Collateral Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunderhereunder or by the Credit Agreement. During the continuance of a Default the Borrower shall, upon the request of Each Grantor further agrees to furnish any such information described in this Section 4.1.3 to the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including Agent or the legal description, county and street address of such property, together with the name and address of the record owner of each such propertyother applicable Secured Party promptly upon reasonable request.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Administrative Agent to file, and if requested will execute and deliver to the Collateral Administrative Agent, all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Administrative Agent in order to maintain a first priority, perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under Section 6.02 of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documents, provided that (i) nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Administrative Agent under the Lender Loan Documents to any Liens otherwise permitted under Section 6.02 of the Bank Credit Agreement and the Note Agreement, and, if and (ii) nothing herein shall require any Grantor to provide materials for filing or to make filings to perfect Liens in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens)Intellectual Property rights outside of the United States. Such financing statements 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 Collateral Administrative Agent may determine, in its sole reasonable discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Administrative Agent herein. , including, without limitation, describing such property as “all assets of the debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof.” Each Grantor will take any and all actions necessary to defend title to the Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Administrative Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunder. During the continuance of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such property.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Administrative Agent to file, and if requested will execute and deliver to the Collateral Administrative Agent, all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Administrative Agent in order to maintain a first priority, perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under Section 6.02 of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documents, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Administrative Agent under the Lender Loan Documents to any Liens otherwise permitted under Section 6.02 of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements 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 Collateral Administrative Agent may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Administrative Agent herein, including, without limitation, describing such property as “all assets of the debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof.” To the extent requested by the Borrower in connection with Intellectual Property being sold, disposed or otherwise transferred to a third-party purchaser, the Administrative Agent shall confirm in writing that Collateral does not include Intellectual Property and shall prepare and provide such UCC-3 amendments as are reasonably requested by the Borrower demonstrating that such Intellectual Property does not constitute Collateral, such confirmations and UCC-3 amendments to be in form and substance reasonably satisfactory to the Administrative Agent. Each Grantor will take any and all actions necessary to defend title to the Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Administrative Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunder. During the continuance of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such property.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Agent or its designee to file, and if requested will execute and deliver to the Collateral Agent, file all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Agent or its designee in order to maintain a first priority perfected (other than, as to perfection, Excluded Perfection Collateral) security interest in and, if applicable, Control “control” (within the meaning of the applicable Uniform Commercial Code) of, the Collateral. Each Grantor hereby authorizes Collateral owned by such Grantor, subject Agent (or its designee) to Liens permitted under file financing statements describing as the Bank Credit Agreement and collateral covered thereby “all of the Note Agreement, and, if in debtor’s personal property or assets” or words to that effect, any Eligible Additional Senior Secured Documents, provided notwithstanding that nothing herein shall such wording may be deemed to constitute an agreement to subordinate any of the Liens of broader in scope than the Collateral Agent under the Lender Documents to any Liens otherwise permitted under the Bank Credit Agreement and the Note described in this Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements 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 Collateral Agent may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent herein. Each Grantor will take any and all actions necessary to defend title to the Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Agent in such the Collateral and the priority thereof against any Lien not expressly permitted hereunder. During Each Grantor shall maintain the continuance of security interest in the Collateral created by this Agreement as a Default perfected security interest having at least the Borrower shallpriority described in Section 3.9. At any time and from time to time, upon the written request of the Collateral Agent, provide a written summary and at the sole expense of each property on which any Fixtures are located by any such Grantor, including such Grantor shall promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the legal description, county Collateral Agent may reasonably request for the purpose of obtaining or preserving the full benefits of this Agreement and street address of such property, together with the name and address of the record owner rights and powers herein granted, including, without limitation, in the case of each such propertyInvestment Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Collateral Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto to the extent required hereunder, including without limitation, executing and delivering and causing the relevant depositary bank or securities intermediary to execute and deliver a control agreement in form and substance reasonably satisfactory to the Collateral Agent, the Majority Lenders and the Swap Counterparties.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Agent to file, and if requested will execute and deliver to the Collateral Agent, all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Agent in order to maintain a first priority, perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under Section 6.02 of the Bank Credit Agreement and the comparable provisions of the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documents, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Agent under the Lender Loan Documents to any Liens otherwise permitted under Section 6.02 of the Bank Credit Agreement and the comparable provisions of the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements 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 Collateral Agent may determine, in its sole reasonable discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent herein. , including, without limitation, describing such property as “all assets (other than the Excluded Assets described and defined in the Pledge and Security Agreement dated as of March 4, 2009 by and among the Debtor, other parties and the Secured Party)” or “all assets whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof (other than the Excluded Assets described and defined in the Pledge and Security Agreement dated as of March 4, 2009 by and among the Debtor, other parties and the Secured Party).” Each Grantor will take any and all actions reasonably necessary to defend title to the Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunder. During the continuance of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such property.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Administrative Agent to file, and if requested by the Administrative Agent will execute and deliver to the Collateral Administrative Agent, all financing statements describing the Pledged Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Administrative Agent in order to maintain a first priority perfected security interest in and, if applicable, Control of, the Pledged Collateral owned by such Grantor, subject to Liens permitted under Section 7.3(F) of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documents, ; provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Administrative Agent under the Lender Loan Documents to any Liens otherwise permitted under Section 7.3(F) of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements may describe the Pledged 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 Collateral Administrative Agent may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Pledged Collateral granted to the Collateral Administrative Agent herein. , including, without limitation, describing, with respect to any Grantor’s financing statement, such property as “all assets” or “all personal property, whether now owned or hereafter acquired.” Each Grantor will take any and all actions reasonably necessary to defend title to the Pledged Collateral owned by such Grantor against all persons Persons and to defend the security interest of the Collateral Administrative Agent in such Pledged Collateral and the priority thereof against any Lien not expressly permitted hereunder. During hereunder or by the continuance of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such propertyCredit Agreement.

Financing Statements and Other Actions; Defense of Title. Each Grantor will file or cause the filing of and hereby authorizes the Collateral Agent to file, and if requested will execute and deliver to the Collateral Agent, all financing statements and amendments thereto describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time as required, or as reasonably be requested by the Collateral Agent Agent, in order to perfect or maintain a first priority, perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under Section 8.02 of the Bank Credit Agreement and the Note AgreementIndenture; provided, and, if in effect, any Eligible Additional Senior Secured Documents, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Agent under the Lender Note Documents to any Liens otherwise permitted under Section 8.02 of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens)Indenture. Such financing statements and amendments thereto 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 Collateral Agent may determine, in its sole reasonable discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent herein. , including, without limitation, describing such property as “all assets of the debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof.” Each Grantor will take any and all actions necessary to defend title to the Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunderunder the Note Documents. During Notwithstanding the continuance grant of a Default authority to the Borrower shallCollateral Agent under this Section 5.1.4, upon each Grantor agrees to file or cause the request filing of any initial financing statement or amendment thereto necessary to perfect or maintain the perfection of the Collateral Agent, provide a written summary of each property on which any Fixtures are located ’s first priority security interest in the Collateral owned by any such Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such property.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Agent to file, and if requested by the Collateral Agent or any other Secured Party, will execute and deliver to the Collateral Agent, all financing statements (including fixture filings and As-Extracted Collateral filings) describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Agent or any other Secured Party in order to maintain a first priority, perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured DocumentsSection 4.1.5 hereof, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Agent under the Lender Security Documents to any Liens otherwise permitted under Section 5.02(a) of the Bank Credit Agreement and Section 10.2 of the Note Purchase Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements may (i) 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 Collateral Agent may determine, in its sole discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent herein, including, without limitation, describing such property as “all assets of the debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof,” provided that any such “all assets” description or other description shall, as a Grantor shall request, further state that Excluded Assets under this Agreement are not included in the Collateral, and (ii) contain any other information required by part 5 of Article 9 of the UCC for the sufficiency or filing office acceptance of any UCC financing statement or amendment, including (A) whether such Grantor is an organization, the type of organization and any organization identification number issued to such Grantor, and (B) in the case of a financing statement filed as a fixture filing or indicating such Grantor’s Collateral as As-Extracted Collateral or timber to be cut, a sufficient description of real property to which the Collateral relates. Each Grantor will take any and all actions reasonably necessary to defend title to the material Collateral owned by such Grantor that has not otherwise been abandoned in the ordinary course of business against all persons and to defend the security interest of the Collateral Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunderhereunder or by the Credit Agreement or the Note Purchase Agreement. During the continuance of a Default the Borrower shall, upon the request of Each Grantor further agrees to furnish any such information described in this Section 4.1.3 to the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including Agent or the legal description, county and street address of such property, together with the name and address of the record owner of each such property.other applicable Secured Party promptly upon reasonable request. Alliance – Security Agreement

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Administrative Agent to file, and if requested will execute and deliver to the Collateral Administrative Agent, all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time reasonably be requested by the Collateral Administrative Agent in order to maintain a first priority, perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject to Liens permitted under Section 6.02 of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documents, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Administrative Agent under the Lender Loan Documents to any Liens otherwise permitted under Section 6.02 of the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements 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 Collateral Administrative Agent may determine, in its sole reasonable discretion, is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Administrative Agent herein. , including, without limitation, describing such property as “all assets of the debtor whether now owned or hereafter acquired and wheresoever located, including all accessions thereto and proceeds thereof.” Each Grantor will take any and all actions necessary to defend title to the Collateral owned by such Grantor against all persons and to defend the security interest of the Collateral Administrative Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunder. During the continuance hereunder or under any Loan Document; provided that it is understood and agreed that no Grantor will be required to obtain bailee or landlord waivers in respect of a Default the Borrower shall, upon the request of the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such propertylocation where Inventory is stored.

Financing Statements and Other Actions; Defense of Title. Each Grantor hereby authorizes the Collateral Agent to file, and if requested will execute and deliver to the Collateral Agent, all financing statements describing the Collateral owned by such Grantor and other documents and take such other actions as may from time to time be reasonably be requested by the Collateral Agent in order to maintain a first priority perfected security interest in and, if applicable, Control of, the Collateral owned by such Grantor, subject only to Liens permitted under Section 4.1.5 and transfers permitted by the Bank Roto-Rooter Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Documents, provided that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Collateral Agent under the Lender Documents to any Liens otherwise permitted under the Bank Credit Agreement and the Note Agreement, and, if in effect, any Eligible Additional Senior Secured Indebtedness (other than Permitted Priority Liens). Such financing statements may describe the Collateral in the same manner as described herein or may contain an indication or description of collateral the Collateral that describes such the property constituting Collateral in any other manner as the Collateral Agent may determine, in its sole discretion, reasonably determine is necessary, advisable or prudent to ensure that the perfection of the security interest in the Collateral granted to the Collateral Agent herein. , including, without limitation, describing such property as "all assets" or "all personal property whether now owned or hereafter acquired" or "all of the debtor's personal property and other assets, whether now owned or existing or hereafter acquired or arising, together with all products and proceeds thereof, substitutions and replacements therefor, and additions and accessions thereto." Each Grantor will take any and all actions necessary to defend title to the Collateral owned by such Grantor against all persons Persons and to defend the security interest of the Collateral Agent in such Collateral and the priority thereof against any Lien not expressly permitted hereunder. During Notwithstanding anything to the continuance contrary set forth herein, prior to the occurrence of a Roto-Rooter Default and the Borrower shallacceleration of the repayment of the Obligations as a result thereof, upon no Grantor shall be required to grant Control of any Deposit Account (or any "Securities Account" as defined in Article 8 of the request New York UCC) to the Collateral Agent other than Deposit Accounts maintained with Bank One, NA or an affiliate thereof; provided, that no Grantor shall be required to comply with the terms of the Federal Assignment of Claims Act in connection with its pledge of any Collateral to the Collateral Agent, provide a written summary of each property on which any Fixtures are located by any Grantor, including the legal description, county and street address of such property, together with the name and address of the record owner of each such property.