Common use of Maintenance of Perfected Security Interest; Further Documentation Clause in Contracts

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor shall maintain each of the security interests created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 and shall defend such security interest against any claims and demands of any Persons (other than the Secured Parties), subject to the provisions of Section 7.13. (b) Such Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, 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 Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof with respect to the security interests created hereby and in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests of the Administrative Agent (for the benefit of the Secured Parties) created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, interests having at least the priority described in Section 3.3 4.2 and shall defend such security interest interests against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Investment Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto to the extent required hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.19 of the Credit Agreement and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to Permitted Liens and the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Securities, Pledged Accounts and any other relevant Collateral, taking any actions consistent with the requirements of Section 3.2 and reasonably necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests created of the Administrative Agent (for the ratable benefit of the Secured Parties) granted by such Grantor pursuant to the terms of this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, interests having at least the priority described in Section 3.3 4.2 and shall defend such security interest interests against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Investment Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto to the extent required hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor shall maintain each of the security interests created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the perfection and priority described in Section 3.3 3.17 of the Credit Agreement and shall defend such security interest against any the claims and demands of any Persons (other than all persons whomsoever except as otherwise permitted by Section 6.02 of the Secured Parties)Credit Agreement, subject to the provisions of Section 7.138.15. (b) Such Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the reasonable written request of the Administrative Agent, and at the sole expense of such Grantor, 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 Administrative Agent may reasonably request to be taken in a manner consistent with the United States definition of Excluded Assets for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property subject to the requirements of Section 5.1 and any other relevant CollateralDeposit Accounts subject to the requirements of Section 5.12 of the Credit Agreement (including clause (j) of the definition of “Collateral and Guarantee Requirement”), taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto; provided that, notwithstanding any other obligation set forth herein or in the Credit Agreement, the following Collateral shall not be required to be perfected: (i) vehicles and any other assets subject to certificates of title; (ii) Commercial Tort Claims; and (iii) Letter of Credit Rights to the extent not perfected by the filing of a Form UCC-1 financing statement.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted Such Grantor shall take all actions reasonably requested by the Credit Agreement, such Grantor shall Administrative Agent to maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the perfection and priority described in Section 3.3 4.2 and shall take all actions reasonably requested by the Administrative Agent to defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject in each case to Liens permitted by the Credit Agreement and to the provisions rights of Section 7.13such Grantor under the Credit Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect theretohereby.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests of the Administrative Agent (for the benefit of the Secured Parties) created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, interests having at least the priority described in Section 3.3 4.2 and shall use commercially reasonable efforts to defend such security interest interests against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the reasonable written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Investment Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto to the extent required hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of such Grantor under the Loan Documents to dispose of the Collateral, and other than claims and demands permitted under any Loan Document (including Section 7.134.2). (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral of such Grantor and such other reports documents in connection with the assets and property of such Grantor Collateral as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Letter-of-Credit Rights and any other relevant property constituting Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. In the case of each Pledgor, such Pledgor agrees that: (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor it shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.02 and shall defend such security interest against any the claims and demands of any all Persons (whomsoever, other than holders of Liens permitted by the Secured Parties), subject to the provisions of Section 7.13Credit Agreement. (b) Such Grantor shall Not more than once in any 12 month period (except following the occurrence and continuance of an Event of Default, in which case upon request of the Administrative Agent), it will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such GrantorPledgor, such Grantor shall it will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States deem necessary for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, the delivery of certificated securities, if any, and the filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect theretohereby.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall furnish to the Secured Parties Agent from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, 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 Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, including (i) the filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) subject, in each case, to the terms of the Credit Agreement, in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto 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 Agent.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent, the Collateral Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent or the Collateral Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent or the Collateral Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent or the Collateral Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in any jurisdiction in the United States or any State, territory or possession thereof with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts, and any other relevant CollateralLetter-of-Credit Rights (to the extent not constituting Supporting Obligations), taking any actions necessary to enable the Administrative Collateral Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor shall maintain each of Maintain the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 and 4.3 hereof shall defend such security interest against any the claims and demands of all Persons whomsoever; provided that the Administrative Agent shall release liens and security interests in any Persons (Collateral which is sold or otherwise disposed of in accordance with the terms of the Credit Agreement and the other than the Secured Parties), subject to the provisions of Section 7.13Financing Documents. (b) Such Grantor shall furnish Furnish to the Administrative Agent and the other Secured Parties from time to time time, at such Grantor’s sole cost and expense, statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent may reasonably request, all in reasonable detailsuch detail as the Administrative Agent may request. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorizeexecute (as required by applicable law), execute and deliver, and deliver and/or have recorded, recorded with appropriate agencies such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, the filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby hereby. (d) This Section 5.4 and the obligations imposed on each Grantor by this Section 5.4 shall be interpreted as broadly as possible in the case favor of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent and the Secured Parties in order to obtain “control” (within effectuate the meaning purpose and intent of the applicable Uniform Commercial Code) with respect theretothis Agreement.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected valid security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts, Letter of Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto, provided that no such action shall be required with respect to Deposit Accounts unless an Event of Default shall have occurred and be continuing.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests of the Administrative Agent (for the benefit of the Secured Parties) created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, interests having at least the priority described in Section 3.3 4.2, subject to Section 3.3(h), and shall defend such security interest interests against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the reasonable written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Investment Accounts, Letter-of-Credit Rights and any other relevant CollateralCollateral (other than with respect to Excluded Assets), taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto to the extent required hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such The Grantor shall maintain each of the security interests interest created by this Agreement as a perfected first priority security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 and shall defend such security interest and such priority against any the claims and demands of any Persons (other than the Secured Parties), subject to the provisions of Section 7.13all Persons. (b) Such The Grantor shall furnish provide, concurrently with the release of any funds from the Verizon Escrow Account, including any funds that constitute the Released Escrow Amount and/or the Tax Distribution Amount, to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property Trustee written notification of such Grantor as release (including the Administrative Agent may reasonably requestamount of funds released) and, all in reasonable detailconcurrently with any notice to or communication with any party to the Verizon Escrow Agreement regarding such release, a true and complete copy of any such notice or communication. (c) At any time and from time to time, upon the written request of the Administrative AgentTrustee (the Trustee having no obligation to request), and at the sole expense of such the Grantor, such the Grantor shall promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions action as the Administrative Agent Trustee may reasonably request (the Trustee having no obligation to be taken in the United States request) for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, including (i) the filing of any financing or continuation statements statement under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests interest created hereby and in (ii) the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning making or reimbursement of the applicable Uniform Commercial Code) with respect theretoTrustee for making all searches deemed necessary by the Trustee to establish and determine the presence or priority of other secured parties, it being acknowledged that the Trustee has no obligation to make any such filing or conduct any such search.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall use commercially reasonable efforts to defend such security interest against any material claims and demands of any all Persons whomsoever (other than Persons claiming by, through or under the Secured PartiesAdministrative Agent), subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such As soon as practicable following the request of the Administrative Agent, such Grantor shall will furnish to the Secured Parties from time to time Administrative Agent and the Lenders statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions reasonably necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement (other than with respect to Specified Collateral), subject to any limitations with respect to perfection set forth in the Indenture and this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 of this Agreement (subject to Liens permitted by the Indenture) and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Indenture and the Collateral Documents to dispose of the Collateral. (b) Such Grantor shall furnish to the Secured Parties Collateral Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with therewith as are delivered to the assets and property of such Grantor as the Administrative Agent may reasonably requestFirst Priority Representative, all in reasonable detail. (c) At any time and from time to timetime but subject to the limitations as to perfection set forth in the other covenants in the Indenture and this Agreement, upon the written request of the Administrative Agentsubject to Section 8.17, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to shall be taken in the United States necessary and appropriate for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts, Letter-of-Credit Rights, and any other relevant Collateral, subject to the other provisions of this Agreement, taking any actions necessary to enable the Administrative Collateral Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of defend the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of against the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 and shall defend such security interest against any claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Collateral Agent and the Secured Parties from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Collateral Agent or any Secured Party may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Collateral Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Collateral Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Collateral Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 and shall defend such security interest against any the claims and demands of any all Persons whomsoever (other than the Secured Partiesholders of Permitted Liens), subject except that Grantors shall have no obligation to file any financing statement to perfect or to continue the provisions perfection of Section 7.13the Lender’s security interest. (b) Such Grantor shall will furnish to the Secured Parties Lender from time to time statements and schedules reasonably requested by the Lender further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent Lender may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative AgentLender, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent Lender may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant CollateralLetter-of-Credit Rights, taking any actions necessary to enable the Administrative Agent Lender to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Administrative Agent and the other Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests of the Administrative Agent (for the benefit of the Secured Parties) created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, interests having at least the priority described in Section 3.3 4.2 and shall defend such security interest interests against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral and subject to the rights of a holder of Permitted Liens. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Investment Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto to the extent required hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Collateral Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Collateral Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Collateral Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, including (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Collateral Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto., including executing and delivering and causing the relevant depositary bank or securities intermediary to execute and deliver a Control Agreement in the form attached hereto as Exhibit D.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 5.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such US Grantor shall maintain each of the security interests created by this Agreement as a perfected security interest under all Requirements interest, consistent with the provisions of Law of the United States and of any state, territory or possession thereofthis Agreement, having at least the priority described in Section 3.3 4.03 and shall use commercially reasonable efforts to defend such security interest against any the claims and demands of any Persons (other than the Secured Parties)all persons whomsoever, subject to the provisions of Section 7.138.15. (b) Such US Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such US Grantor as the Administrative Collateral Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Collateral Agent, and at the sole expense of such US Grantor, such US Grantor shall promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Collateral Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and the other Security Documents and of the rights and powers herein and therein granted, including, the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Collateral Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto, including without limitation, executing and delivering and using commercially reasonable efforts to cause the relevant depositary bank or securities intermediary to execute and deliver a control agreement in form and substance reasonably acceptable to the Collateral Agent.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Each Grantor shall cause all filings and other actions listed in Schedule 1 to be taken. Each Grantor shall maintain each of the security interests created by this Agreement as a first priority perfected security interest under all Requirements of Law of interests subject only to Liens, to the United States and of any stateextent such Permitted Liens are expressly permitted by the Second Priority Debt Documents to have priority, territory or possession thereof, having at least the priority described in Section 3.3 and shall defend such security interest interests against any all claims and demands of any Persons all persons whomsoever (other than the Secured Partiesthose pursuant to Permitted Liens), subject to the provisions of Section 7.13. (b) Such Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative AgentSecond Priority Collateral Trustee, and at the sole expense of such a Grantor, such Grantor shall promptly and duly authorize, execute and deliver, and have recorded, deliver such further instruments and documents and take such further actions action as the Administrative Agent Second Priority Collateral Trustee may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and hereby. (c) No Grantor shall intentionally enter into any contract, lease or license in contemplation of this Agreement which by its terms would validly prohibit the case granting of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect theretoa security interest herein.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, interests having at least the priority described in Section 3.3 3.2, and shall take all commercially reasonable actions to defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Purchasers from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent Purchasers may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative AgentPurchasers, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent Purchasers may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the including (i) filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property and any other relevant Collateral, taking any such requested actions necessary to enable the Administrative Agent Purchasers to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretoto such Investment Property or other Collateral to the extent required to be pledged hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor shall maintain each of the security interests created by this Agreement as a perfected security interest under all Requirements of Law (x) applicable Laws of the United States and of any statestate thereof, territory or possession thereof(y) applicable Laws as required by Section 7.14 of the Credit Agreement and (z) other applicable Laws to the extent otherwise reasonably required by the Administrative Agent in accordance with the Credit Agreement, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any claims and demands of any Persons (other than the Secured Parties), subject to the provisions of Section 7.138.15. (b) Such Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Collateral Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Collateral Agent, and at the sole expense of such Grantor, 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 Administrative Collateral Agent may reasonably request to be taken taken, whether in the United States or outside the United States, for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar lawsLaws) in effect in any jurisdiction within or without the United States or any State, territory or possession thereof with respect to the security interests created hereby and in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Collateral Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect theretoto the perfection of a security interest.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests of the First Lien Secured Parties created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, interests having at least the priority described in Section 3.3 4.2 and shall defend such security interest interests against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the First Lien Collateral. (b) Such Grantor shall will furnish to the Secured Parties First Lien Administrative Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the First Lien Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the First Lien Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the First Lien Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Investment Accounts, Letter-of-Credit Rights and any other relevant First Lien Collateral, taking any actions necessary to enable the First Lien Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect theretothereto to the extent required hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Banks from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts, Letter-of-Credit Rights and any other relevant CollateralCollateral perfected by “control”, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 (to the extent that such security interest may be perfected under applicable law) and upon the request of any Secured Party shall take all reasonable action to defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably requestrequest in writing, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect theretohereby.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests of the Administrative Agent (for the benefit of the Secured Parties) created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, interests having at least the priority described in Section 3.3 4.2 and shall defend such security interest interests against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of such Grantor under the Loan Documents to dispose of the Collateral and subject to the rights of a holder of Liens permitted by Section 7.137.3 of the Credit Agreement. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have filed or recorded, as applicable, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Investment Accounts, Letter-of-Credit Rights and any other relevant CollateralCollateral (giving effect to any thresholds or exceptions herein), taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto to the extent required hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons whomsoever (other than the Secured Parties), subject in each case to Liens permitted to have priority senior to the provisions Liens created under this Agreement and to the rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral). (b) Such Grantor shall will furnish to the Administrative Agent and the other Secured Parties as may be reasonably required from time to time statements and schedules further identifying and describing the Collateral and other property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) Control with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of cooperate with Purchaser in maintaining the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Note Documents to dispose of the Collateral or incur Permitted Liens (in each case in accordance with the terms and conditions of the Note Documents); provided that Pledged Equity shall not be subject to any Lien except the Lien created hereby. (b) Such Grantor shall furnish to the Secured Parties Purchaser from time to time upon Purchaser’s reasonable request statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent Purchaser may reasonably requestrequest from time to time, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative AgentPurchaser, and at the sole expense of such Grantor, 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 Administrative Agent Purchaser may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, includingincluding (i) filing any appropriate financing, the filing of any financing amendment or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof appropriate jurisdiction with respect to the security interests created hereby hereby, and (ii) in the case of Investment Property and any other relevant Collateral, taking any actions reasonably necessary to enable the Administrative Agent Purchaser to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto. Each Grantor acknowledges and agrees that its signature to this Agreement as a Grantor shall bind it to each and every provision of this Agreement in its capacity as “a Grantor” and as an Issuer (as applicable).

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest of Lender created by this Agreement as a perfected security interest under all Requirements of Law of interest, to the United States and of any state, territory or possession thereofextent required hereunder, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions Intercreditor Agreement, the rights of holders of Liens permitted by Section 7.137.3 of the Credit Agreement and the rights of such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Lender from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent Lender may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative AgentLender, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent Lender may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Investment Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent Lender to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto to the extent required hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each the security interest of the security interests Collateral Agent created by this Agreement as a perfected security interest under all Requirements of Law of interest, to the United States and of any state, territory or possession thereofextent required hereunder, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions Intercreditor Agreement, the rights of holders of Liens permitted by Section 7.136.02 of the Credit Agreement and the rights of such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Collateral Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Collateral Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Collateral Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Collateral Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Investment Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Collateral Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto to the extent required hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto., including without limitation, executing and delivering and causing the relevant depositary bank or securities intermediary to execute and deliver a Control Agreement in the form attached hereto as Exhibit D.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Collateral Agent and the Secured Parties from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Collateral Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Collateral Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Collateral Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the including (i) filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Collateral Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto and (iii) if requested by the Collateral Agent, delivering, to the extent permitted by law, any original motor vehicle certificates of title received by such Grantor from the applicable secretary of state or other governmental authority after information reflecting the Collateral Agent’s security interest has been recorded therein.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, including (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby hereby, and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant CollateralLetter-of-Credit Rights, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) and maintain Control with respect thereto. (d) Notwithstanding the foregoing, in no event shall the Agent have any obligation to monitor the perfection or continuation of perfection or the sufficiency or validity of any security interest in or related to the Collateral.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests of the Administrative Agent (for the benefit of the Secured Parties) created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, interests having at least the priority described in Section 3.3 4.2 and shall defend such security interest interests against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Upon the Administrative Agent’s reasonable request but no more frequently than monthly, such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the assets and property of such Grantor constituting Collateral and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have filed or recorded, as applicable, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in any jurisdiction (including, with respect to the United States or any StateUK Grantors, territory or possession thereof the Companies Act 2006) with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Investment Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto to the extent required hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of not take any action or fail to take any action which would result in the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the a priority which is less than that described in Section 3.3 5.2 and shall make commercially reasonable efforts to defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Letter of Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.03 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Note Documents to dispose of the Collateral. (b) Such Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably request, all in reasonable detail[Reserved.] (c) At Subject to the Intercreditor Agreement, at any time and from time to time, upon the written request of the Administrative AgentTrustee, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as reasonably requested by the Administrative Agent may reasonably request Trustee to be taken in the United States for the purpose of obtaining obtain or preserving preserve the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) delivering certificated securities, (ii) filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (iii) in the case of Investment Property Property, Deposit Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent Trustee to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect theretothereto (provided that, any instruments and documents delivered to, and any actions taken at the request of, the First Lien Agent and sufficient to satisfy such Grantor’s obligations pursuant to the First Lien Documents shall be deemed sufficient for purposes of this Section 5.05(c)).

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of not take any action or fail to take any action which would result in the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States having a priority which is less than that described and of any state, territory or possession thereof, having at least the priority described required in Section 3.3 5.2 and shall make commercially reasonable efforts to defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor in connection therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, subject to Section 5.2 and any limitations set forth in this Agreement, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in any jurisdiction in the United States or any State, territory or possession thereof with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Letter of Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement in such Grantor's Collateral as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties from time to time statements and schedules further identifying and describing the such Grantor's Collateral and such other reports in connection with the assets and property of such Grantor Grantor's Collateral as the Administrative Agent any Secured Party may reasonably requestrequest in writing, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agentany Secured Party, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, deliver such further instruments and documents and take such further actions as the Administrative Agent Secured Parties may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein grantedgranted by such Grantor, including, without limitation, the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and in the case of Investment Property and hereby. (d) Such Grantor shall not allow any Person (other relevant Collateral, taking any actions necessary to enable than the Administrative Agent to obtain “the extent required under the Credit Documents or Fund VI to the extent required under the Fund VI Note Financing Documents) to obtain, or take any action or omit to take any action the result of which would be to allow any Person (other than the Administrative Agent to the extent required under the Credit Agreement Security Agreement or Fund VI to the extent required under the Fund VI Security Agreement) to obtain, "possession" or "control” " (each within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretoof any Collateral.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of all Persons claiming the same security interest or any Persons (other than interest therein adverse to the Secured Parties)Administrative Agent, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the reasonable written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor shall Such Grantorshall maintain each of the security interests interest created by this Agreement in the Collateral as a perfected (to the extent this Agreement requires it to be perfected) security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in in, and subject to, Section 3.3 3.2 and shall take commercially reasonable actions to defend such security interest and such priority against any the claims and demands of all Persons except (x) against any Persons holding Liens expressly permitted pursuant to Section 7.02 of the Credit Agreement and (other than the Secured Parties), subject y) to the provisions extent that the Collateral Agent and the Borrower reasonably agree that the cost of Section 7.13such defense is excessive in relation to the benefit to the Lenders of such security interest and priority. (b) Such Grantor shall furnish Subject to Section 6.12 of the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably requestCredit Agreement, all in reasonable detail. (c) At at any time and from time to time, upon the reasonable written request of the Administrative Collateral Agent, and at the sole expense of such Grantor, such Grantor shall promptly and duly authorizeshall, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including(i) promptly and duly execute and deliver, and have recorded, such further documents, including an authorization to file (or, as applicable, the filing filing) of any financing statement or continuation statements amendment under the Uniform Commercial Code UCC (or other filings under similar lawsrequirements of Law) in effect in the any United States or any State, territory or possession thereof jurisdiction with respect to the security interests interest created hereby and (ii) take such further actions as the Collateral Agent may reasonably request in writing; provided that, notwithstanding anything to the case of Investment Property contrary, including clauses (i) and (ii) above, the Grantors shall not be required (i) to request, seek or obtain any other relevant Collateral, taking any actions necessary consent to enable or approval for the Administrative Agent assignment to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.or for 8

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Domestic Grantor shall maintain each of the security interests created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof and Canada, and any province or territory thereof, having at least the priority described in Section 3.3 and shall defend such security interest against any claims and demands of any Persons (other than the Secured Parties), subject to the provisions of Section 7.13. (b) Such Domestic Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Domestic Grantor as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Domestic Grantor, such Domestic Grantor shall promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States and Canada for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof and Canada and any province or territory thereof with respect to the security interests created hereby and in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement Guaranty as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than whomsoever; provided, in the Secured Parties)case of Vehicles, subject such Grantor shall not be required to perfect such security interest until and unless requested by the provisions of Section 7.13Administrative Agent. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement Guaranty and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and hereby, (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant CollateralLetter-of-Credit Rights, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect theretothereto and (iii) in the case of Vehicles, noting the Administration Agent as the first lienholder on the certificates of title applicable to such Vehicle issued in accordance with the certificate-of-title act or statute of the jurisdiction applicable to such Vehicle.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property and any other relevant CollateralProperty, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property and any other relevant CollateralProperty, taking taking, to the extent required by the Credit Agreement, any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of in the United States manner, and of any state, territory or possession thereof, having at least the priority described in Section 3.3 3.2 and shall use its commercially reasonable efforts to defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Collateral Trustee from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent Collateral Trustee may reasonably request, all in reasonable detail, provided, however, that the Collateral Trustee shall have no obligation to monitor such assets and property or requires such statements and schedules. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as may be necessary or as the Administrative Agent Collateral Trustee may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and any Supplemental Security Agreements and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in any jurisdiction in the United States or any State, territory or possession thereof with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant CollateralLetter-of-Credit Rights, taking taking, to the extent required by the Indenture, any actions necessary to enable the Administrative Agent Collateral Trustee to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto, subject to the terms of the Collateral Trust Agreement to the extent then in effect.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 3.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the including (i) filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto and (iii) if requested by the Administrative Agent, delivering, to the extent permitted by law, any original motor vehicle certificates of title received by such Grantor from the applicable secretary of state or other governmental authority after information reflecting the Administrative Agent’s security interest has been recorded therein.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by set forth in the Credit Agreement, such including, without limitation, any merger, consolidation, liquidation, sale, assignment, transfer or other disposition permitted by Section 10.08 or 10.14 of the Credit Agreement, each Grantor agrees that: (a) it shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 3.02 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13.whomsoever; (b) Such Grantor shall it will furnish to the Secured Parties US Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor Collateral as the US Administrative Agent may reasonably request, all in reasonable detail.; provided that upon any Account Debtor that is Governmental Authority having a material portion of all the Grantors’ Accounts, Chattel Paper or Payment Intangibles, taken as a whole, it will promptly furnish such statement to the US Administrative Agent and the Lenders all in reasonable detail, as the US Administrative Agent may reasonably request; (c) At at any time and from time to time, upon the written request of the US Administrative Agent, and at the sole expense of such Grantor, such Grantor shall it will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the US Administrative Agent may reasonably request to be taken in the United States deem necessary for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, the filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar domestic laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect theretohereby.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except Such Grantor or Holdings, as otherwise expressly permitted by the Credit Agreementcase may be, such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall or Holdings, as applicable, will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor or Holdings, as applicable, and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such GrantorGrantor or Holdings, as the case may be, such Grantor shall or Holdings, as applicable, will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto. (d) At any time when the obligor on any Receivables is a Governmental Authority and such Receivables constitute more than 5% of all Receivables, upon the request of the Administrative Agent, such Grantor shall execute and deliver all such documents and instruments, and take all such actions, in order to comply with the requirements of the Federal Assignment of Claims Act and any other similar requirement of any other Governmental Authority.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts, Letter of Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto, provided that no such action shall be required with respect to Deposit Accounts unless an Event of Default shall have occurred and be continuing.

Maintenance of Perfected Security Interest; Further Documentation. (ai) Except as otherwise expressly permitted by the Credit Agreementprovided in Schedule 3(f) hereto, such each Grantor shall maintain each of the security interests interest created by this Agreement as a perfected first priority security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 and shall defend such security interest against any the claims and demands of all persons whomsoever. Grantor shall not use or permit any Persons (other than Collateral to be used unlawfully or in violation of the Secured Parties), subject Loan Documents or any requirement of law or any insurance policy covering the Collateral and not enter into any contractual obligation or undertaking restricting the right or ability of Grantor or Lender to the provisions of Section 7.13sell any Collateral if such restriction would have a material adverse effect. (bii) Such Each Grantor shall will furnish to the Secured Parties each Lender from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of Collateral as such Grantor as the Administrative Agent Lender may reasonably request, all in reasonable detailsuch detail as such Lender may request. (ciii) At any time and from time to time, upon the written request of the Administrative AgentLender, and at the sole expense of such Grantorthe Grantors, such each Grantor shall will promptly and duly authorizeexecute, execute and deliver, and deliver and/or have recorded, recorded with appropriate agencies such further instruments and documents and take such further actions as the Administrative Agent such Lender may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, the filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and to the filing of any documents necessary to obtain and preserve the rights and powers in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect theretoIntellectual Property.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor shall maintain each of the security interests created by this Agreement as a perfected security interest under all Requirements of Law (x) applicable Laws of the United States and of any statestate thereof, territory or possession thereof(y) applicable Laws as required by Section 7.15 of the Credit Agreement and (z) other applicable Laws to the extent otherwise reasonably required by the Administrative Agent in accordance with the Credit Agreement, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any claims and demands of any Persons (other than the Secured Parties), subject to the provisions of Section 7.138.15. (b) Such Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Collateral Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Collateral Agent, and at the sole expense of such Grantor, 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 Administrative Collateral Agent may reasonably request to be taken taken, whether in the United States or outside the United States, for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar lawsLaws) in effect in any jurisdiction within or without the United States or any State, territory or possession thereof with respect to the security interests created hereby and in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Collateral Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by 4.3.1 Subject to the Credit Agreementlimitations and exceptions set forth in the Transaction Documents, such the Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 3.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such 4.3.2 The Grantor shall will furnish to the Secured Parties Pledgee from time to time statements and schedules further identifying and describing the assets and property of the Grantor constituting Collateral and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent Pledgee may reasonably request, all in reasonable detail. (c) At 4.3.3 Subject to the limitations and exceptions set forth in the Transaction Documents, at any time and from time to time, upon the written request of the Administrative AgentPledgee, and at the sole expense of such the Grantor, such the Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent Pledgee may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) authorize the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent Pledgee to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto; provided, that Grantor shall not be required to enter into control agreement with any securities intermediary maintaining any Securities Account in which any Collateral is credited thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor shall maintain each of the security interests created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the perfection and priority described in Section 3.3 3.17 of the Credit Agreement and shall defend such security interest against any the claims and demands of any Persons (other than all persons whomsoever except as otherwise permitted by Section 6.02 of the Secured Parties)Credit Agreement, subject to the provisions of Section 7.138.15. (b) Such Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the reasonable written request of the Administrative Agent, and at the sole expense of such Grantor, 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 Administrative Agent may reasonably request to be taken in a manner consistent with the United States definition of Excluded Assets for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property and any other relevant Collateralsubject to the requirements of Section 5.1, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto; provided that, notwithstanding any other obligation set forth herein or in the Credit Agreement, the following Collateral shall not be required to be perfected: (i) vehicles and any other assets subject to certificates of title; (ii) Commercial Tort Claims; and (iii) Letter of Credit Rights to the extent not perfected by the filing of a Form UCC-1 financing statement.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor shall maintain each of the security interests created by this Agreement as a perfected security interest under all Requirements of Law the applicable laws, rules and regulations of the United States and of any statestate (including the District of Columbia), territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any claims and demands of any Persons persons (other than the Secured Parties), subject to the provisions of Section 7.138.15. (b) Such Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Collateral Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Collateral Agent, and at the sole expense of such Grantor, 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 Administrative Collateral Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the any United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Collateral Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2, and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent Lenders may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative AgentLenders, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent Lenders may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the including (i) filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and hereby, (ii) in the case of Investment Property and any other relevant Collateral, taking any such requested actions necessary to enable the Administrative Agent Lenders to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretoto such Investment Property or Collateral to the extent required to be pledged hereunder; and (iii) if requested by Lenders, delivering, to the extent permitted by law, any original motor vehicle certificates of title received by Grantor from the applicable secretary of state or other Governmental Authority after information reflecting Lenders’ security interest has been recorded in such motor vehicles to the extent required to be pledged hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Paying Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Paying Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Paying Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Paying Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Paying Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor shall maintain each of the security interests created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the perfection and priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any Persons (other than all persons whomsoever except as otherwise permitted by Section 6.02 of the Secured Parties)Credit Agreement, subject to the provisions of Section 7.138.15. (b) Such Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the reasonable written request of the Administrative Agent, and at the sole expense of such Grantor, 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 Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property subject to the requirements of Section 5.21 and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto; provided, however, that after the payment in full of the ABL Facility, in no event shall any Grantor be required to execute or deliver any control agreement (including any Deposit Account Control Agreement) in respect of any Deposit Account or Securities Account.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 20 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto., including without limitation, executing and delivering and causing the relevant depositary bank or securities intermediary to execute and deliver a Control Agreement in the form attached hereto as Exhibit D.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by Subject to the Credit Agreementprovisions of Section 2.2, such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 3.4 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Subject to the other provisions hereof relating to the Schedules to this Agreement and reports of the Collateral, such Grantor shall will furnish to the Collateral Agent and the Secured Parties from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Collateral Agent or any Secured Party may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative AgentCollateral Agent or the Majority Holders, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Collateral Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) making the filing proper filings with the Registry of Titles and Deeds at the principal place of business of each Grantor with respect to each Collateral Property owned by such Grantor and taking all similar and other actions which may be necessary or appropriate in any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Collateral Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) control with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Note Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Collateral Trustee and each Parity Lien Debt Representative from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent Collateral Trustee may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent Collateral Trustee or an Act of Required Debtholders may reasonably request to be taken in the United States writing for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (1) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof appropriate jurisdiction with respect to the security interests created hereby and (2) without limiting the effects of Section 5.2, in the case of Investment Property in excess of $500,000 and any other relevant Collateral, Deposit Account that constitutes such Grantor’s principal “concentration account,” taking any actions necessary to enable the Administrative Agent Collateral Trustee to obtain “control” (within the meaning of the applicable Uniform Commercial Code) Control with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such US Grantor shall maintain each of the security interests created by this Agreement as a perfected security interest under all Requirements interest, consistent with the provisions of Law of the United States and of any state, territory or possession thereofthis Agreement, having at least the priority described in Section 3.3 4.03 and shall use commercially reasonable efforts to defend such security interest against any the claims and demands of any Persons (other than the Secured Parties)all persons whomsoever, subject to the provisions of Section 7.138.15. (b) Such US Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such US Grantor as the Administrative Collateral Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Collateral Agent, and at the sole expense of such US Grantor, such US Grantor shall promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Collateral Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and the other Security Documents and of the rights and powers herein and therein granted, including, the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Collateral Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto, including without limitation, executing and delivering and using commercially reasonable efforts to cause the relevant depositary bank or securities intermediary to execute and deliver a Control Agreement in the form attached hereto as Exhibit B or such other form reasonably acceptable to the Collateral Agent.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted To the extent a security interest in the Collateral can be perfected by taking the Credit Agreementactions listed on Schedule 3 hereto, such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 3.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Indenture to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties any time and from time to time to the Collateral Trustee, upon request to the Collateral Trustee by Holders (as defined in the Indenture) of at least ten percent (10%) in principal amount of outstanding Securities, statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably requestGrantor, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request necessary to be taken in the United States for the purpose of obtaining obtain or preserving preserve the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent Collateral Trustee to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto. The Collateral Trustee agrees that it will not send a notice of exclusive control or otherwise exercise control regarding any Grantor’s Deposit Account or Securities Account unless an Event of Default shall have occurred and be continuing.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests of the Administrative Agent (for the benefit of the Secured Parties) created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, interests having at least the priority described in Section 3.3 4.2 and shall defend such security interest interests against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably requestrequest in writing, all in reasonable detail. (c) At any time and from time to time, upon the reasonable written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States writing for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Investment Accounts, Letter-of-Credit Rights (subject to Section 3.3(f)) and any other relevant Collateral, taking any actions reasonably necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto to the extent required hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor shall maintain each of the security interests created by this Agreement as a perfected security interest under all Requirements of Law the applicable laws, rules and regulations of the United States and of any statestate (including the District of Columbia), territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any claims and demands of any Persons (other than the Secured Parties), subject to the provisions of Section 7.138.15. (b) Such Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Collateral Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Collateral Agent, and at the sole expense of such Grantor, 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 Administrative Collateral Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the any United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Collateral Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 3.2 and shall defend such security interest against any the claims and demands of any all Persons whomsoever (other than the Secured PartiesPermitted Encumbrances), subject to the provisions rights of Section 7.13such Grantor under the Credit Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Collateral Trustee from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent Collateral Trustee may reasonably request, all in reasonable detail. (c) At Subject to Section 8.9(d) of the Term Loan Agreement, at any time and from time to time, upon the reasonable written request of the Administrative AgentCollateral Trustee, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent Collateral Trustee may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Collateral constituting Investment Property Property, Deposit Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent Collateral Trustee to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall will maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall will defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Lender from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent Lender may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative AgentLender, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent Lender may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent Lender to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect theretothereto on or prior to the Closing Date.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall take whatever actions are necessary or desirable to maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 3.2, including but not limited to recording the same in recordal offices of the United States Patent and Trademark Office and the United States Copyright Office and in the appropriate recordal offices of foreign jurisdictions (including payment of all fees) and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Collateral Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Collateral Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Collateral Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) or the laws governing Intellectual Property in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect theretohereby.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any Persons (other than the Secured Parties), subject to the provisions of Section 7.13all persons whomsoever. (ba) Such Grantor shall will furnish to the Collateral Agent and the Secured Parties from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Collateral Agent may reasonably request, all in reasonable detail. (cb) At any time and from time to time, upon the written request of the Administrative Collateral Agent, and at the sole reasonable expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Collateral Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Collateral Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 3.2 (Perfection and Priority) and Section 2.2 and shall defend such security interest and such priority against any the claims and demands of any Persons (other than the Secured Parties), subject to the provisions of Section 7.13all Persons. (b) Such Grantor shall furnish to the Secured Parties Collateral Agent from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Collateral Agent may reasonably request, all in reasonable detaildetail and in form and substance satisfactory to the Collateral Agent. PLEDGE AND SECURITY AGREEMENT AMKOR TECHNOLOGY, INC. (c) At any time and from time to time, upon the written request of the Administrative Collateral Agent, and at the sole expense of such Grantor, such Grantor shall promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions action as the Administrative Collateral Agent may reasonably request to be taken in (at the United States direction of the Administrative Agent) for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, including the filing of any financing or continuation statements statement under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests interest created hereby and in the case execution and delivery of Investment Property Deposit Account Control Agreements and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect theretoSecurities Account Control Agreements.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Partieswhomsoever, except where such defense would not be required of such Grantor pursuant to Sections 4(h), subject to the provisions (i) and (k) of Section 7.13any Patent and Trademark Security Agreement made by such Grantor in connection herewith. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, (i) the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Deposit Accounts and any other relevant CollateralLetter-of-Credit Rights, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor shall maintain each of the security interests created by this Agreement as a perfected security interest under all Requirements of Law of Canada and of any province, territory or possession thereof and the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 and shall defend such security interest against any claims and demands of any Persons (other than the Secured Parties), subject to the provisions of Section 7.13. (b) Such Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, 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 Administrative Agent may reasonably request to be taken in the United States and Canada for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the filing of any financing statements or continuation financing change statements or continuations under the PPSA or the Uniform Commercial Code (or other similar laws) in effect in Canada or any province, territory or possession thereof and the United States or any Statestate, territory territory, or possession thereof thereof, with respect to the security interests created hereby and in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeSTA) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement or the Intercreditor Agreement, such Grantor shall maintain each of the security interests created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 and shall defend such security interest against any claims and demands of any Persons (other than the Secured Parties and the First Priority Secured Parties), subject to the provisions of Section 7.137.13 and Section 7.14. (b) Such Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, subject to the Intercreditor Agreement, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, 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 Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof with respect to the security interests created hereby and in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent (or its designee) to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.03 and shall defend such security interest against any the claims and demands of any all Persons whomsoever (other than holders of Liens permitted by Section 9.03 of the Secured PartiesCredit Agreement), subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) delivering certificated securities, (ii) filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (iii) in the case of Investment Property Property, Securities Accounts, Deposit Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions reasonably necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests of the Administrative Agent (for the ratable benefit of the Secured Parties) created by this Agreement as a perfected security interest under all Requirements of Law of interests, to the United States and of any state, territory or possession thereofextent required hereunder, having at least the priority described in Section 3.3 4.2 and shall defend such security interest interests against any the claims and demands of any all Persons (other than the Secured Parties)whomsoever, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property Property, Investment Accounts, Letter-of-Credit Rights and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto to the extent required hereunder.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of to the United States and of any state, territory or possession thereof, extent required by this Agreement having at least the priority described in Section 3.3 3.2 and shall defend such security interest against any the claims and demands of any all Persons (whomsoever other than, in the case of Collateral other than the Secured Parties)Cash Collateral, the Deposit Account and the Securities Account, any holder of Permitted Liens permitted by the Credit Agreement, subject to the provisions rights of Section 7.13such Grantor under the Loan Documents to dispose of the Collateral. (b) Such Grantor shall furnish to the Secured Parties from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written reasonable request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining obtaining, perfecting or preserving the full benefits of security interests purported to be granted under this Agreement and of the rights and powers remedies herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property the Deposit Account and the Securities Account and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “control” (within the meaning of the applicable Uniform Commercial Code) with respect thereto.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Grantor shall maintain each of Maintain the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.3 hereof and shall defend such security interest against any the claims and demands of all Persons whomsoever; provided that the Administrative Agent shall release liens and security interests in any Persons (Collateral which is sold or otherwise disposed of in accordance with the terms of the Credit Agreement and the other than the Secured Parties), subject to the provisions of Section 7.13Financing Documents. (b) Such Grantor shall furnish Furnish to the Administrative Agent and the other Secured Parties from time to time time, at such Grantor’s sole cost and expense, statements and schedules further identifying and describing the Collateral and such other reports in connection with the assets and property of such Grantor Collateral as the Administrative Agent may reasonably request, all in reasonable detailsuch detail as the Administrative Agent may request. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorizeexecute (as required by applicable law), execute and deliver, and deliver and/or have recorded, recorded with appropriate agencies such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, without limitation, the filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby hereby. (d) This Section 5.5 and the obligations imposed on each Grantor by this Section 5.5 shall be interpreted as broadly as possible in the case favor of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent and the Secured Parties in order to obtain “control” (within effectuate the meaning purpose and intent of the applicable Uniform Commercial Code) with respect theretothis Agreement.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 4.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the without limitation, (i) filing of any financing or continuation statements under the Uniform Commercial Code (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and hereby, (ii) in the case of Investment Property (other than the Investment Property purchased with the amounts referred to in clause (b) of the definition of "Funded Debt" contained in Section 1.1 of the Credit Agreement) and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial Code) with respect theretothereto and (iii) in the case of Deposit Accounts, taking any actions necessary to enable the Administrative Agent to obtain a perfected security interest in Deposit Accounts.

Maintenance of Perfected Security Interest; Further Documentation. (a) Except as otherwise expressly permitted by the Credit Agreement, such Such Grantor shall maintain each of the security interests interest created by this Agreement as a perfected security interest under all Requirements of Law of the United States and of any state, territory or possession thereof, having at least the priority described in Section 3.3 3.2 and shall defend such security interest against any the claims and demands of any all Persons (other than the Secured Parties), subject to the provisions of Section 7.13whomsoever. (b) Such Grantor shall will furnish to the Secured Parties Administrative Agent and the Lenders from time to time statements and schedules further identifying and describing the Collateral assets and property of such Grantor and such other reports in connection with the assets and property of such Grantor therewith as the Administrative Agent may reasonably request, all in reasonable detail. (c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall will promptly and duly authorize, execute and deliver, and have recorded, such further instruments and documents and take such further actions as the Administrative Agent may reasonably request to be taken in the United States for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including, the including (i) filing of any financing or continuation statements under the Uniform Commercial Code UCC (or other similar laws) in effect in the United States or any State, territory or possession thereof jurisdiction with respect to the security interests created hereby and (ii) in the case of Investment Property and any other relevant Collateral, taking any actions necessary to enable the Administrative Agent to obtain “"control” " (within the meaning of the applicable Uniform Commercial CodeUCC) with respect theretothereto and (iii) if requested by the Administrative Agent, delivering, to the extent permitted by law, any original motor vehicle certificates of title received by such Grantor from the applicable secretary of state or other governmental authority after information reflecting the Administrative Agent's security interest has been recorded therein.