Common use of General Covenants Applicable to Collateral Clause in Contracts

General Covenants Applicable to Collateral. Grantor will at all times perform and observe the covenants contained in the Credit Agreement that are applicable to Grantor (whether made by Grantor or made by the Borrower with respect to Grantor) for so long as any Secured Obligation is outstanding. In addition, Grantor will, so long as this Agreement shall be in effect, perform and observe the following: (a) Without limitation of any other covenant herein, Grantor shall not cause or permit any change in its name, identity or organizational structure, or any change to its jurisdiction of organization, unless Grantor shall have first: (i) notified the Secured Party of such change at least 30 days prior to the effective date of such change (or such shorter notice as the Secured Party may approve), and (ii) taken all action reasonably requested by the Secured Party (under the following subsection (b) or otherwise) for the purpose of further confirming and protecting the Secured Party’s security interest and rights under this Agreement and the perfection and priority thereof. In any notice delivered pursuant to this subsection, Grantor will expressly state that the notice is required by this Agreement and contains facts that may require additional filings of financing statements or other notices for the purposes of continuing perfection of the Secured Party’s security interest in the Collateral. (b) Grantor will, at its expense and as from time to time reasonably requested by the Secured Party, promptly execute and deliver all further instruments, agreements, filings and registrations, and take all further action, in order: (i) to confirm and validate this Agreement and the Secured Party’s rights and remedies hereunder; (ii) to correct any error or omission in the description herein of the Secured Obligations or the Collateral or in any other provision hereof; (iii) to perfect, register and protect the security interest and rights created or purported to be created hereby or to maintain or upgrade in rank the priority of such security interests and rights; (iv) to enable the Secured Party to exercise and enforce its rights and remedies hereunder; or (v) otherwise to give the Secured Party the full benefits of the rights and remedies described in or granted under this Agreement. In connection with the foregoing, Grantor will, whenever reasonably requested by the Secured Party: (A) execute and file any financing statement, continuation statement or other filing or registration relating to the Secured Party’s security interest and rights hereunder, and any amendment thereto, (B) xxxx its books and records relating to any Collateral to reflect that such Collateral is subject to this Agreement and the security interests hereunder, and (C) obtain from any account debtor or other obligor in respect of any property included in the Collateral an acknowledgment by such account debtor or obligor that such property is subject to this Agreement. (c) Grantor shall not take any action that would, or fail to take any action if such failure would, impair the enforceability, perfection or priority of the Secured Party’s security interest in any Collateral.

General Covenants Applicable to Collateral. Grantor will at all times perform and observe the covenants contained in the Credit Note Purchase Agreement that are applicable to Grantor (whether made by Grantor or made by the Borrower Company with respect to Grantor) for so long as any Secured Obligation is outstanding. In addition, Grantor will, so long as this Agreement shall be in effect, perform and observe the following: (a) Without limitation of any other covenant herein, Grantor shall not cause or permit any change in its name, identity or organizational structure, or any change to its jurisdiction of organization, unless Grantor shall have first: (i) notified the Secured Party of such change at least 30 days prior to the effective date of such change (or such shorter notice as the Secured Party may approve), and, (ii) taken all action reasonably requested by the Secured Party (under the following subsection (b) or otherwise) for the purpose of further confirming and protecting the Secured Party’s security interest and rights under this Agreement and the perfection and priority thereof, and (iii) if requested by the Secured Party, provided to the Secured Party a legal opinion to the Secured Party’s satisfaction confirming that such change shall not adversely affect the Secured Party’s security interest and rights under this Agreement or the perfection or priority of such security interest. In any notice delivered pursuant to this subsection, Grantor will expressly state that the notice is required by this Agreement and contains facts that may require additional filings of financing statements or other notices for the purposes of continuing perfection of the Secured Party’s security interest in the Collateral. (b) Grantor will, at its expense and as from time to time reasonably requested by the Secured Party, promptly execute and deliver all further instruments, agreements, filings and registrations, and take all further action, in order: (i) to confirm and validate this Agreement and the Secured Party’s rights and remedies hereunder; (ii) to correct any error or omission in the description herein of the Secured Obligations or the Collateral or in any other provision hereof; (iii) to perfect, register and protect the security interest and rights created or purported to be created hereby or to maintain or upgrade in rank the priority of such security interests and rights; (iv) to enable the Secured Party to exercise and enforce its rights and remedies hereunder; or (v) otherwise to give the Secured Party the full benefits of the rights and remedies described in or granted under this Agreement. In connection with the foregoing, Grantor will, whenever reasonably requested by the Secured Party: (A) execute and file any financing statement, continuation statement or other filing or registration relating to the Secured Party’s security interest and rights hereunder, and any amendment thereto, (B) xxxx mxxx its books and records relating to any Collateral to reflect that such Collateral is subject to this Agreement and the security interests hereunder, and (C) whenever requested by Secured Party from time to time, Grantor will obtain from any account debtor or other obligor in respect of any property included in the Collateral an acknowledgment by such account debtor or obligor that such property is subject to this Agreement. (c) Grantor shall not take any action that would, or fail to take any action if such failure would, impair the enforceability, perfection or priority of the Secured Party’s security interest in any Collateral.

General Covenants Applicable to Collateral. Grantor will at all times perform and observe the covenants contained in the Credit Agreement Loan Documents that are applicable to Grantor (whether made by Grantor or made by the Borrower Companies with respect to Grantorthe Grantor or otherwise) for so long as any Secured Obligation is outstandinguntil Security Termination. In addition, Grantor will, so long as this Agreement shall be in effect, perform and observe the following: (a) Without limitation of any other covenant herein, Grantor shall not cause or permit any change in its name, identity or organizational structure, or any change to its jurisdiction of organization, unless Grantor shall have first: (i) notified the Secured Party of such change at least 30 days ten (10) Business Days prior to the effective date of such change (or such shorter notice as the Secured Party may approvereasonably approve in writing), ; and (ii) taken all action reasonably requested in writing by the Secured Party (under the following subsection paragraph (b) or otherwise) for the purpose of further confirming confirming, maintaining and protecting the Secured Party’s first-priority security interest and rights under this Agreement and the perfection and priority thereof. In any notice delivered pursuant to this subsectionparagraph (a), Grantor will expressly state that the notice is required by this Agreement and contains facts that may require additional filings of financing statements or other notices for the purposes of continuing perfection of the Secured Party’s first-priority security interest in the Collateral. (b) Grantor will, at its expense and as from time to time reasonably requested in writing by the Secured Party, promptly execute and deliver all further instruments, agreements, filings and registrations, and take all further action, in order: (i) to confirm and validate this Agreement and the Secured Party’s rights and remedies hereunder; (ii) to correct any error or omission in the description herein of the Secured Obligations or the Collateral or in any other provision hereof; (iii) to perfect, register and protect the first-priority security interest and rights created or purported to be created hereby or to maintain or upgrade in rank the priority of such security interests and rights; (iv) to enable the Secured Party to exercise and enforce its rights and remedies hereunder; orand (v) otherwise to give the Secured Party the full benefits of the rights and remedies described in or granted under this Agreement. In connection with As part of the foregoing, Grantor will, whenever reasonably requested in writing by the Secured Party: (A) execute and file any financing statement, continuation statement or other filing or registration relating to the Secured Party’s security interest and rights hereunder, and any amendment thereto,; and (B) xxxx its books and records relating to any Collateral to reflect that such Collateral is subject to this Agreement and the security interests hereunder. To the extent reasonably requested by the Secured Party in writing from time to time, and (C) Grantor will use commercially reasonable efforts to obtain from any account debtor or other obligor in respect of any property included in the Collateral an acknowledgment by such account debtor or obligor that such property is subject to this Agreement. (c) Grantor will: (i) maintain good and marketable title to, or valid leasehold interest in, licenses of, or rights to use all Collateral, free and clear of all Liens except for Permitted Liens, and not grant or allow any such Lien, other than any other Permitted Lien, to exist; (ii) not allow to remain in effect, and cause to be terminated, any financing statement or other registration or instrument similar in effect covering any Collateral, except any that has been filed to perfect or protect any Permitted Lien; and (iii) defend, and assist the Secured Party in defending, the Secured Party’s right, title and special property and security interest in and to the Collateral against the claims of any Person. (d) Except in connection with a transaction that is permitted by the Credit Agreement, Grantor shall not take any action that would, or fail to take any action if such failure would, would impair the enforceability, perfection or priority of the Secured Party’s first priority security interest in any Collateral.

General Covenants Applicable to Collateral. Grantor will at all times perform and observe the covenants contained in the Credit Agreement that are applicable to Grantor (whether made by Grantor or made by the Borrower with respect to Grantor) for so long as any Secured Obligation is outstanding. In addition, Grantor will, so long as this Agreement shall be in effect, perform and observe the following: (a) Without limitation of any other covenant herein, Grantor shall not cause or permit any change in its name, identity or organizational structure, or any change to its jurisdiction of organization, unless Grantor shall have first: (i) notified the Secured Party of such change at least 30 days prior to the effective date of such change (or such shorter notice as the Secured Party may approve), and (ii) taken all action reasonably requested by the Secured Party (under the following subsection (b) or otherwise) for the purpose of further confirming and protecting the Secured Party’s security interest and rights under this Agreement and the perfection and priority thereof. In any notice delivered pursuant to this subsection, Grantor will expressly state that the notice is required by this Agreement and contains facts that may require additional filings of financing statements or other notices for the purposes of continuing perfection of the Secured Party’s security interest in the Collateral. (b) Grantor will, at its expense and as from time to time reasonably requested by the Secured Party, promptly execute and deliver all further instruments, agreements, filings and registrations, and take all further action, in order: (i) to confirm and validate this Agreement and the Secured Party’s rights and remedies hereunder;, (ii) to correct any error or omission in the description herein of the Secured Obligations or the Collateral or in any other provision hereof;, (iii) to perfect, register and protect the security interest and rights created or purported to be created hereby or to maintain or upgrade in rank the priority of such security interests and rights;, (iv) to enable the Secured Party to exercise and enforce its rights and remedies hereunder; , or (v) otherwise to give the Secured Party the full benefits of the rights and remedies described in or granted under this Agreement. In connection with As part of the foregoing, Grantor will, whenever reasonably requested by the Secured Party: (A) execute and file any financing statement, continuation statement or other filing or registration relating to the Secured Party’s security interest and rights hereunder, and any amendment thereto, (B) xxxx its books and records relating to any Collateral to reflect that such Collateral is subject to this Agreement and the security interests hereunder, and (C) obtain from any account debtor deliver to the Secured Party all certificates of title or other obligor similar evidences of ownership of the Collateral, all applications therefore, and all documents needed or helpful in respect of any property included registering the Secured Party’s security interest in the Collateral an acknowledgment by on such account debtor or obligor that such property is subject to this Agreementcertificates of title, other evidences of ownership and applications and in otherwise perfecting the Secured Party’s security interest in the Collateral. (cb) Grantor shall not take any action that would, or fail to take any action if such failure would, impair the enforceability, perfection or priority of the Secured Party’s security interest in any Collateral.

General Covenants Applicable to Collateral. Grantor will at all times perform and observe the covenants contained in the Credit Agreement that are applicable to Grantor (whether made by Grantor or made by the Borrower Borrowers with respect to Grantor) for so long as any Secured Obligation is outstanding. In addition, Grantor will, so long as this Agreement shall be in effect, perform and observe the following: (a) Without limitation of any other covenant herein, Grantor shall not cause or permit any change in its name, identity or organizational structure, or any change to its jurisdiction of organization, unless Grantor shall have first: (i) notified the Secured Party of such change at least 30 days prior to the effective date of such change (or such shorter notice as the Secured Party may approve), and, (ii) taken all action reasonably requested by the Secured Party (under the following subsection (b) or otherwise) for the purpose of further confirming and protecting the Secured Party’s security interest and rights under this Agreement and the perfection and priority thereof, and (iii) if requested by the Secured Party, provided to the Secured Party a legal opinion to the Secured Party’s satisfaction confirming that such change shall not adversely affect the Secured Party’s security interest and rights under this Agreement or the perfection or priority of such security interest. In any notice delivered pursuant to this subsection, Grantor will expressly state that the notice is required by this Agreement and contains facts that may require additional filings of financing statements or other notices for the purposes of continuing perfection of the Secured Party’s security interest in the Collateral. (b) Grantor will, at its expense and as from time to time reasonably requested by the Secured Party, promptly execute and deliver all further instruments, agreements, filings and registrations, and take all further action, in order: (i) to confirm and validate this Agreement and the Secured Party’s rights and remedies hereunder;, (ii) to correct any error or omission in the description herein of the Secured Obligations or the Collateral or in any other provision hereof;, (iii) to perfect, register and protect the security interest and rights created or purported to be created hereby or to maintain or upgrade in rank the priority of such security interests and rights;, (iv) to enable the Secured Party to exercise and enforce its rights and remedies hereunder; , or (v) otherwise to give the Secured Party the full benefits of the rights and remedies described in or granted under this Agreement. In connection with As part of the foregoing, Grantor will, whenever reasonably requested by the Secured Party: (A) execute and file any financing statement, continuation statement or other filing or registration relating to the Secured Party’s security interest and rights hereunder, and any amendment thereto, (B) xxxx its books and records relating to any Collateral to reflect that such Collateral is subject to this Agreement and the security interests hereunder, and (C) to the extent requested by the Secured Party from time to time, Grantor will obtain from any account debtor or other obligor in respect of any property included in the Collateral an acknowledgment by such account debtor or obligor that such property is subject to this Agreement. (c) Grantor shall not take any action that would, or fail to take any action if such failure would, impair the enforceability, perfection or priority of the Secured Party’s security interest in any Collateral.

General Covenants Applicable to Collateral. Each Grantor will at all times perform and observe the covenants contained in the Credit Agreement that are applicable to such Grantor (whether made by such Grantor or made by the Borrower with respect to such Grantor) for so long as any Secured Obligation is outstandingthis Agreement remains in effect. In addition, each Grantor will, so long as this Agreement shall be in effect, perform and observe the following: (a) Without limitation of any other covenant herein, such Grantor shall not cause or permit any change in its name, identity or organizational structure, type of organization or any change to its jurisdiction of organization, unless Grantor it shall have firsthave: (i) notified the Secured Party Collateral Agent of such change at least 30 days prior to the effective date of such change (or such shorter notice other date as the Secured Party Collateral Agent may approveagree to), ; and (ii) taken all action reasonably requested by the Secured Party Collateral Agent (under the following subsection (b) or otherwise) for the purpose of further confirming and protecting the Secured PartyCollateral Agent’s security interest and rights in the Collateral (other than Limited Perfection Collateral) of such Grantor under this Agreement and the perfection and priority thereof. In any notice delivered pursuant thereof (subject to this subsection, Grantor will expressly state that the notice is required by this Agreement and contains facts that may require additional filings of financing statements or other notices for the purposes of continuing perfection of the Secured Party’s security interest in the CollateralPermitted Liens). (b) Each Grantor will, at its expense and as from time to time reasonably requested by the Secured PartyCollateral Agent, promptly execute execute, acknowledge, deliver and deliver cause to be filed all further instruments, agreements, filings and registrations, and take all further action, in order: (i) to confirm and validate this Agreement and the Secured PartyCollateral Agent’s rights and remedies with respect to the Collateral of such Grantor hereunder; (ii) to correct any error or omission (as reasonably requested by the Collateral Agent) in the description herein of the Secured Obligations or the Collateral or in any other provision hereofof such Grantor; (iii) to perfect, register and protect the security interest and rights created or purported to be created hereby or to maintain or upgrade in rank the priority of such security interests and rightsrights (subject to Permitted Liens) in the Collateral (other than Limited Perfection Collateral) of such Grantor; (iv) to enable the Secured Party Collateral Agent to exercise and enforce its rights and remedies hereunder; or (v) otherwise to give the Secured Party Collateral Agent the full benefits of the rights and remedies described in or granted under this Agreement. In connection with the foregoing, each Grantor will, whenever reasonably requested by the Secured PartyCollateral Agent: (A) execute and file any financing statement, statement or continuation statement or or, other than with respect to Limited Perfection Collateral, other filing or registration relating to the Secured PartyCollateral Agent’s security interest in the Collateral of such Grantor and rights hereunder, and any amendment thereto,; (B) xxxx mark its books and records relating to any Collateral of such Grantor to reflect that such Collateral is subject to this Agreement and the security interests hereunder, and; (C) use commercially reasonable efforts to obtain from any account debtor Account Debtor or other obligor in respect of any property included in the Collateral of such Grantor an acknowledgment by such account debtor Account Debtor or obligor that such property is subject to this Agreement; and (D) use commercially reasonable efforts to defend the Collateral Agent’s title to the Collateral against all Persons and to defend the security interest of the Collateral Agent and the priority thereof against any Lien other than Permitted Liens. (c) No Grantor shall not take any action that would, or fail to take any action if such failure would, impair in any material respect the enforceability, perfection or priority (subject to Permitted Liens) of the Secured PartyCollateral Agent’s security interest in any Collateral (other than Limited Perfection Collateral) of such Grantor.