Common use of Further Action Evidencing Security Interest Clause in Contracts

Further Action Evidencing Security Interest. (a) The Borrower agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that the Collateral Agent may reasonably request in order to perfect, protect or more fully evidence the interests of the Secured Parties under the Intercreditor Agreement, or to enable the Secured Parties to exercise or enforce any of their respective rights hereunder or under the other Transaction Documents. Without limiting the generality of the foregoing, the Borrower will: (i) execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate; and (ii) attach conspicuously to each Contract a legend, acceptable to the Secured Parties, evidencing the interests of the Collateral Agent under the Intercreditor Agreement. (b) The Borrower hereby authorizes the Collateral Agent to file in the name of the Borrower, to the extent permitted by applicable law, one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Collateral now existing or hereafter arising. If the Borrower fails to perform any of its agreements or obligations under the Transaction Documents, the Collateral Agent may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, and the expenses of the Collateral Agent incurred in connection therewith shall be payable by the Borrower as provided in the Intercreditor Agreement. (c) Without limiting the generality of subsection (a), the Borrower will, not earlier than six (6) months and not later than three (3) months from the fifth anniversary of the date of filing of the financing statements referred to in Section 6.01(m) or any other financing statement filed in connection with the Transaction Documents, unless the Final Pay Out Date shall have occurred: (i) execute and deliver and file or cause to be filed an appropriate continuation statement with respect to each such financing statement; and (ii) deliver or cause to be delivered to the Collateral Agent and the Agent an opinion of the counsel for the Borrower referred to in Section 6.01(o) (or other counsel for the Borrower reasonably satisfactory to the Collateral Agent and the Agent), in form and substance reasonably satisfactory to the Collateral Agent and the Agent, confirming and updating the opinion delivered pursuant to Section 6.01(o) and otherwise to the effect that the Intercreditor Agreement continues to create a valid, first priority and perfected security interest subject to no Liens of record except as provided herein or otherwise permitted hereunder.

Further Action Evidencing Security Interest. (a) The Borrower agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that the Collateral Agent may reasonably request in order to perfect, protect or more fully evidence the interests security interest of the Secured Parties under Agent granted hereunder or the Intercreditor Agreement, or to enable the Secured Parties Agent to exercise or enforce any of their respective its rights hereunder or under the other Transaction Documentshereunder. Without limiting the generality of the foregoing, the Borrower will: will (i) xxxx its master data processing records evidencing such Lease Receivables and related Leases with a legend, acceptable to the Agent, evidencing that a security interest therein has been granted under this Agreement, (ii) comply with the Obligor UCC Filing Requirement, and (iii) upon the request of the Agent, execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate; and (ii) attach conspicuously to each Contract a legend, acceptable to appropriate or as the Secured Parties, evidencing the interests of the Collateral Agent under the Intercreditor Agreement. (b) may reasonably request. The Borrower hereby authorizes the Collateral Agent to file in the name of the Borrower, to the extent permitted by applicable law, one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Collateral Lease Receivables, the Related Security and the Equipment now existing or hereafter arisingarising without the signature of the Borrower where permitted by law. A carbon, photographic or other reproduction of this Agreement or any financing statement covering the Lease Receivables and the Equipment, or any part thereof, shall be sufficient as a financing statement. If the Borrower fails to perform any of its agreements or obligations under the Transaction Documentsthis Agreement, the Collateral Agent may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, and the expenses of the Collateral Agent incurred in connection therewith shall be payable by the Borrower as provided in upon the Intercreditor Agreement. (c) Without limiting the generality of subsection (a)Agent's demand therefor; provided, however, prior to taking any such action, the Borrower will, not earlier than six (6) months and not later than three (3) months from the fifth anniversary Agent shall give notice of the date of filing of the financing statements referred to in Section 6.01(m) or any other financing statement filed in connection with the Transaction Documents, unless the Final Pay Out Date shall have occurred: (i) execute and deliver and file or cause to be filed an appropriate continuation statement with respect to each such financing statement; and (ii) deliver or cause to be delivered intention to the Collateral Agent Borrower and the Agent an opinion of the counsel for provide the Borrower referred with a reasonable opportunity to in Section 6.01(o) (or other counsel for the Borrower reasonably satisfactory to the Collateral Agent and the Agent), in form and substance reasonably satisfactory to the Collateral Agent and the Agent, confirming and updating the opinion delivered pursuant to Section 6.01(o) and otherwise to the effect that the Intercreditor Agreement continues to create a valid, first priority and perfected security interest subject to no Liens of record except as provided herein or otherwise permitted hereundertake such action itself.

Further Action Evidencing Security Interest. (a) The ------------------------------------------- Borrower agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that the Collateral Agent may reasonably request in order to perfect, protect or more fully evidence the interests security interest of the Secured Parties under Agent granted hereunder or the Intercreditor Agreement, or to enable the Secured Parties Agent to exercise or enforce any of their respective its rights hereunder or under the other Transaction Documentshereunder. Without limiting the generality of the foregoing, the Borrower will: will (i) xxxx its master data processing records evidencing such Pledged Lease Receivables and related Leases with a legend, acceptable to the Agent, evidencing that a security interest therein has been granted under this Agreement, (ii) comply with the Obligor UCC Filing Requirement, and (iii) upon the request of the Agent, execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriateappropriate or as the Agent may reasonably request; and (ii) attach conspicuously to each Contract a legendprovided, acceptable that prior to the Secured Parties-------- occurrence of an Event of Termination, evidencing nothing in this Agreement shall be deemed to require the interests Borrower to file assignments to the Agent of the Collateral Agent under the Intercreditor Agreement. (b) any UCC financing statements covering any collateral securing payment of any Lease Receivables. The Borrower hereby authorizes the Collateral Agent to file in the name of the Borrower, to the extent permitted by applicable law, one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Collateral Pledged Lease Receivables and the Related Security now existing or hereafter arisingarising without the signature of the Borrower where permitted by law. A carbon, photographic or other reproduction of this Agreement or any financing statement covering the Pledged Lease Receivables, or any part thereof, shall be sufficient as a financing statement. If the Borrower fails to perform any of its agreements agree ments or obligations under the Transaction Documentsthis Agreement, the Collateral Agent may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, and the expenses of the Collateral Agent incurred in connection therewith shall be payable by the Borrower as provided in upon the Intercreditor Agreement. (c) Without limiting the generality of subsection (a)Agent's demand therefor; provided, however, -------- ------- prior to taking any such action, the Borrower will, not earlier than six (6) months and not later than three (3) months from the fifth anniversary Agent shall give notice of the date of filing of the financing statements referred to in Section 6.01(m) or any other financing statement filed in connection with the Transaction Documents, unless the Final Pay Out Date shall have occurred: (i) execute and deliver and file or cause to be filed an appropriate continuation statement with respect to each such financing statement; and (ii) deliver or cause to be delivered intention to the Collateral Agent Borrower and the Agent an opinion of the counsel for provide the Borrower referred with a reasonable opportunity to in Section 6.01(o) (or other counsel for the Borrower reasonably satisfactory to the Collateral Agent and the Agent), in form and substance reasonably satisfactory to the Collateral Agent and the Agent, confirming and updating the opinion delivered pursuant to Section 6.01(o) and otherwise to the effect that the Intercreditor Agreement continues to create a valid, first priority and perfected security interest subject to no Liens of record except as provided herein or otherwise permitted hereundertake such action itself.