Common use of Further Assurances, etc Clause in Contracts

Further Assurances, etc. Each of the Pledgor, Pledgee and Custodian agrees to do such further acts and things, and to execute and deliver such additional conveyances, assignments, agreements and instruments, including the filing of any financing or continuation statements under the Uniform Commercial Code in effect in any jurisdiction with respect to the security interests created hereby as may be reasonably required to effect the terms and provisions of this Agreement. The Pledgor also hereby irrevocably authorizes the Pledgee to file any such financing or continuation statement, without the signature of the Pledgor to the extent permitted by applicable law, as the Pledgee may at any time reasonably request in connection with the administration or enforcement of this Agreement in order better to assure and confirm unto the Pledgee its rights, powers and remedies hereunder. The Pledgor hereby consents and agrees that the issuers of or obligors in respect of the Collateral or any registrar or transfer agent or trustees for any of the Collateral shall be entitled to accept the provisions hereof as conclusive evidence of the right of the Pledgee to effect any transfer pursuant to this Agreement, notwithstanding any other notice or direction to the contrary heretofore or hereafter given by the Pledgor or any other person to any of such issuers or obligors or to any such registrar or transfer agent or trustees. The Pledgor further covenants that it will defend the Pledgee's right, title and interest in the Collateral, from time to time pledged by the Pledgor, against the claims and demands of all Persons.

Further Assurances, etc. Each of the PledgorThe Grantor agrees that, Pledgee and Custodian agrees from time to do such further acts and thingstime at its own expense, and to it will promptly execute and deliver such additional conveyancesall further instruments and documents, assignmentsand take all further action, agreements that may be necessary or desirable, or that the Lender may request, in order to perfect, preserve and instruments, including protect any security interest granted or purported to be granted hereby or to enable the filing of any financing or continuation statements under the Uniform Commercial Code in effect in any jurisdiction Lender to exercise and enforce its rights and remedies hereunder with respect to any Collateral. Without limiting the security interests created hereby as may be reasonably required to effect generality of the terms foregoing, the Grantor will (a) execute and provisions of this Agreement. The Pledgor also hereby irrevocably authorizes the Pledgee to file any such financing or continuation statementstatements, or amendments thereto, and such other instruments or notices as may be necessary or desirable, or as the Lender may request, in order to perfect and preserve the security interests and other rights granted or purported to be granted to the Lender hereby; (b) promptly execute and deliver all further instruments, and take all further action, that may be necessary or desirable, or that the Lender may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable the Lender to exercise and enforce its rights and remedies hereunder with respect to any Collateral; and (c) furnish to the Lender, from time to time at the Lender's request, statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as the Lender may reasonably request, all in reasonable detail. With respect to the foregoing and the grant of the security interest hereunder, the Grantor hereby authorizes the Lender to file one or more financing or continuation statements, and amendments thereto, relative to all or any part of the Collateral without the signature of the Pledgor to the extent Grantor where permitted by applicable law. A carbon, as the Pledgee may at any time reasonably request in connection with the administration photographic or enforcement other reproduction of this Security Agreement in order better to assure and confirm unto the Pledgee its rights, powers and remedies hereunder. The Pledgor hereby consents and agrees that the issuers of or obligors in respect of any financing statement covering the Collateral or any registrar or transfer agent or trustees for any of the Collateral part thereof shall be entitled to accept the provisions hereof sufficient as conclusive evidence of the right of the Pledgee to effect any transfer pursuant to this Agreement, notwithstanding any other notice or direction to the contrary heretofore or hereafter given a financing statement where permitted by the Pledgor or any other person to any of such issuers or obligors or to any such registrar or transfer agent or trustees. The Pledgor further covenants that it will defend the Pledgee's right, title and interest in the Collateral, from time to time pledged by the Pledgor, against the claims and demands of all Personslaw.

Further Assurances, etc. Each The Grantor agrees that, from time to time, at the expense of the PledgorGrantor, Pledgee and Custodian agrees to do such further acts and things, and to the Grantor will promptly execute and deliver such additional conveyancesall further instruments and documents, assignmentsand take all further action, agreements that may be necessary or desirable, or that the Agent may reasonably request, in order to perfect, preserve and instruments, including protect any security interest granted or purported to be granted hereby or to enable the filing of any financing or continuation statements under the Uniform Commercial Code in effect in any jurisdiction Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral. Without limiting the security interests created hereby as may generality of the foregoing, the Grantor will (a) if any Collateral shall be evidenced by a promissory note or other instrument, negotiable document or chattel paper, deliver and pledge to the Agent hereunder such promissory note or instrument, negotiable document or chattel paper duly indorsed and accompanied by duly executed instruments of transfer or assignment, all in form and substance reasonably required satisfactory to effect the terms Agent; and (b) execute and provisions of this Agreement. The Pledgor also hereby irrevocably authorizes the Pledgee to file any such financing or continuation statementstatements, or amendments thereto, and such other instruments or notices, as may be necessary or desirable, or as the Agent may reasonably request, in order to perfect and preserve the security interests and other rights granted or purported to be granted to the Agent hereby. With respect to the foregoing and the grant of the security interest hereunder, the Grantor hereby authorizes the Agent to file one or more financing or continuation statements, and amendments thereto, relative to all or any part of the Collateral without the signature of the Pledgor to the extent Grantor where permitted by applicable law. A carbon, as the Pledgee may at any time reasonably request in connection with the administration photographic or enforcement other reproduction of this Assignment Agreement in order better to assure and confirm unto the Pledgee its rights, powers and remedies hereunder. The Pledgor hereby consents and agrees that the issuers of or obligors in respect of any financing statement covering the Collateral or any registrar or transfer agent or trustees for any of the Collateral part thereof shall be entitled to accept the provisions hereof sufficient as conclusive evidence of the right of the Pledgee to effect any transfer pursuant to this Agreement, notwithstanding any other notice or direction to the contrary heretofore or hereafter given a financing statement 11 135 where permitted by the Pledgor or any other person to any of such issuers or obligors or to any such registrar or transfer agent or trustees. The Pledgor further covenants that it will defend the Pledgee's right, title and interest in the Collateral, from time to time pledged by the Pledgor, against the claims and demands of all Personslaw.

Further Assurances, etc. Each of the Pledgor, Pledgee and Custodian Such Assignor agrees to do such further acts and things, and to execute and deliver such additional conveyances, assignments, agreements and instruments, including the filing of any financing or continuation statements under the Uniform Commercial Code in effect in any jurisdiction with respect to the security interests created hereby as may be reasonably required to effect the terms and provisions of this Agreement. The Pledgor also hereby irrevocably authorizes the Pledgee to file any such financing or continuation statement, without the signature of the Pledgor to the extent permitted by applicable law, as the Pledgee may at any time reasonably request in connection with the administration or enforcement of this Agreement in order better to assure and confirm unto the Pledgee its rights, powers and remedies hereunder. The Pledgor hereby consents and agrees that the issuers of or obligors in respect of the Collateral or any registrar or transfer agent or trustees for any of the Collateral shall be entitled to accept the provisions hereof as conclusive evidence of the right of the Pledgee to effect any transfer pursuant to this Agreement, notwithstanding any other notice or direction to the contrary heretofore or hereafter given by the Pledgor or any other person to any of such issuers or obligors or to any such registrar or transfer agent or trustees. The Pledgor further covenants that it will defend the Pledgee's right, title and interest in the Collateralthat, from time to time pledged at its own expense, it will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or desirable, or that the Collateral Agent may reasonably request, in order to perfect, preserve and protect any security interest granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral. Without limiting the generality of the foregoing and subject to the terms of the Senior Debt Intercreditor Agreement, such Assignor will: (a) execute and file such financing or continuation statements, or amendments thereto, and such other instruments or notices as may be necessary or desirable, or as the Collateral Agent may request, in order to perfect and preserve the security interests and other rights granted or purported to be granted to the Collateral Agent hereby; and (b) furnish to the Collateral Agent, from time to time at the Collateral Agent's request, statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as the Collateral Agent may reasonably request, all in reasonable detail. With respect to the foregoing and the grant of the security interest hereunder, such Assignor hereby authorizes the Collateral Agent to file one or more financing or continuation statements, and amendments thereto, relative to all or any part of the Collateral without the signature of such Assignor where permitted by law. A carbon, photographic or other reproduction of this Agreement or any financing statement covering the Pledgor, against the claims and demands of all PersonsCollateral or any part thereof shall be sufficient as a financing statement where permitted by law.

Further Assurances, etc. Each of Grantor agrees that, from time to time at its own expense, the Pledgor, Pledgee and Custodian agrees to do such further acts and things, and to Grantor will promptly execute and deliver such additional conveyancesall further instruments and documents, assignmentsand take all further action, agreements that may be necessary or desirable, or that the Lenders may request, in order to perfect, preserve and instruments, including protect any security interest granted or purported to be granted hereby or to enable the filing of any financing or continuation statements under the Uniform Commercial Code in effect in any jurisdiction Lenders to exercise and enforce their rights and remedies hereunder with respect to any Collateral. Without limiting the security interests created hereby as may be reasonably required to effect generality of the terms foregoing, the Grantor will: (a) execute and provisions of this Agreement. The Pledgor also hereby irrevocably authorizes the Pledgee to file any such financing or continuation statementstatements, or amendments thereto, and such other instruments or notices as may be necessary or desirable, or as the Lenders may request, in order to perfect and preserve the security interests and other rights granted or purported to be granted to the Lender hereby; and (b) furnish to the Lenders, from time to time at the Lenders' request, statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as the Lender may reasonably request, all in reasonable detail. With respect to the foregoing and the grant of the security interest hereunder, the Grantor hereby authorizes the Lender to file one or more financing or continuation statements, and amendments thereto, relative to all or any part of the Collateral without the signature of the Pledgor to the extent Grantor where permitted by applicable law. A carbon, as the Pledgee may at any time reasonably request in connection with the administration photographic or enforcement other reproduction of this Security Agreement in order better to assure and confirm unto the Pledgee its rights, powers and remedies hereunder. The Pledgor hereby consents and agrees that the issuers of or obligors in respect of any financing statement covering the Collateral or any registrar or transfer agent or trustees for any of the Collateral part thereof shall be entitled to accept the provisions hereof sufficient as conclusive evidence of the right of the Pledgee to effect any transfer pursuant to this Agreement, notwithstanding any other notice or direction to the contrary heretofore or hereafter given a financing statement where permitted by the Pledgor or any other person to any of such issuers or obligors or to any such registrar or transfer agent or trustees. The Pledgor further covenants that it will defend the Pledgee's right, title and interest in the Collateral, from time to time pledged by the Pledgor, against the claims and demands of all Personslaw.