Common use of Normal Provisions Concerning the Collateral Clause in Contracts

Normal Provisions Concerning the Collateral. (a) Debtor irrevocably authorizes Secured Party at any time and from time to time to file, without the signature of Debtor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate the nature of the Collateral; (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor is an organization, the type of organization and any organization identification number issued to Debtor; and (iii) properly effectuate the transactions described in the Loan Documents, as determined by Secured Party in its discretion. Debtor will furnish any information described in items (i) – (iii) above to Secured Party promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed in any jurisdiction by Secured Party. Debtor ratifies and approves all financing statements heretofore filed by or on behalf of Secured Party in any jurisdiction in connection with the transactions contemplated hereby. (b) Debtor appoints Secured Party as Debtor’s attorney in fact and proxy, with full authority in the place and stead of Debtor and in the name of Debtor or otherwise, from time to time in Secured Party’s discretion, to take any action and to execute any instrument that Secured Party may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument: (i) to ask for, demand, collect, xxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any Collateral; (ii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any Collateral; (iii) to enforce any obligations included in the Collateral; and (iv) to file any claims or take any action or institute any proceedings that Secured Party may deem necessary or desirable for the collection of any Collateral or otherwise to enforce the rights of Debtor or Secured Party with respect to any Collateral. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by Secured Party for the sole benefit of the Secured Parties. (c) If Debtor fails to perform any agreement or obligation contained herein, Secured Party may, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of Secured Party incurred in connection therewith shall be payable by Debtor under Section 6.6. (d) If any Collateral in which Debtor has granted a security interest hereunder is at any time in the possession or control of any warehouseman, bailee or any of Debtor’s agents, Debtor shall, upon the request of Secured Party, notify such warehouseman, bailee or agent of Secured Party’s rights hereunder and instruct such Person to hold all such Collateral for Secured Party’s account subject to Secured Party’s instructions. No such request by Secured Party shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by Debtor. (e) Secured Party shall have the right, at any time in its discretion and without notice to Debtor, to transfer to or to register in the name of Secured Party or any of its nominees any Pledged Equity, subject only to the revocable rights specified in Section 5.1(a). Debtor shall forthwith, after its execution and delivery hereof, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name of Secured Party or such of Secured Party’s nominees as Secured Party shall direct, and, upon Debtor’s acquisition of any interest in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a). (f) Anything herein to the contrary notwithstanding: (i) Debtor shall remain liable to perform all duties and obligations under the agreements included in the Collateral to the same extent as if this Security Agreement had not been executed. (ii) The exercise by Secured Party of any right hereunder shall not release Debtor from any duty or obligation under any agreement included in the Collateral. (iii) Secured Party shall not have any obligation or liability under the agreements in respect of the Collateral by reason of this Security Agreement or any other Loan Document, nor shall Secured Party be obligated to perform any duty or obligation of Debtor thereunder or take any action to collect or enforce any claim for payment assigned hereunder.

Normal Provisions Concerning the Collateral. (a) Debtor Grantor irrevocably authorizes the Secured Party at any time and from time to time to file, without the signature of DebtorGrantor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate the nature of the Collateral; (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor Grantor is an organization, the type of organization and any organization identification number issued to DebtorGrantor; and (iii) properly effectuate the transactions described in the Loan Documents, as determined by the Secured Party in its discretion. Debtor Grantor will furnish any such information described in items (i) – (iii) above to the Secured Party promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed in any jurisdiction by the Secured Party. Debtor Grantor ratifies and approves all financing statements heretofore filed by or on behalf of the Secured Party in any jurisdiction in connection with the transactions contemplated hereby. (b) Debtor Grantor appoints the Secured Party as DebtorGrantor’s attorney in fact and proxy, with full authority in the place and stead of Debtor Grantor and in the name of Debtor Grantor or otherwise, from time to time in Secured Party’s discretionafter the occurrence and during the continuance of an Event of Default, to take any action and to execute any instrument that the Secured Party may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument: (i) to ask for, demand, collect, xxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any Collateral; (ii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any CollateralDocuments; (iii) to enforce any obligations included in the Collateral; and (iv) to file any claims or take any action or institute any proceedings that the Secured Party may deem necessary or desirable for the collection of any Collateral or otherwise to enforce the rights of Debtor Grantor or the Secured Party with respect to any Collateral. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by the Secured Party for the sole benefit of the Secured PartiesBeneficiaries. (c) If Debtor Grantor fails to perform any agreement or obligation contained herein, the Secured Party may, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of the Secured Party incurred in connection therewith shall be payable by Debtor Grantor under Section 6.6. (d) If any Collateral in which Debtor has granted a security interest hereunder is at any time in the possession or control of any warehouseman, bailee or any of Debtor’s agents, Debtor shall, upon the request of Secured Party, notify such warehouseman, bailee or agent of Secured Party’s rights hereunder and instruct such Person to hold all such Collateral for Secured Party’s account subject to Secured Party’s instructions. No such request by Secured Party shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by Debtor. (e) The Secured Party shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to DebtorGrantor, to transfer to or to register in the name of the Secured Party or any of its nominees any Pledged Equity, subject only to the revocable rights specified in Section 5.1(a). Debtor shall forthwith, after its execution and delivery hereof, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name of Secured Party or such of Secured Party’s nominees as Secured Party shall direct, and, upon Debtor’s acquisition of any interest in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a)5.1. (fe) Anything herein to the contrary notwithstanding: (i) Debtor Grantor shall remain liable to perform all duties and obligations under the agreements included in the Collateral to the same extent as if this Security Agreement had not been executed. (ii) The exercise by the Secured Party of any right hereunder shall not release Debtor Grantor from any duty or obligation under any agreement included in the Collateral. (iii) Secured Party No Beneficiary shall not have any obligation or liability under the agreements in respect of the Collateral by reason of this Security Agreement or any other Loan Document, nor shall Secured Party any Beneficiary be obligated to perform any duty or obligation of Debtor Grantor thereunder or take any action to collect or enforce any claim for payment assigned hereunder.

Normal Provisions Concerning the Collateral. (a) Debtor Grantor irrevocably authorizes the Secured Party at any time and from time to time to file, without the signature of DebtorGrantor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate the nature Collateral as being: (A) “all personal property of Grantor and all proceeds thereof, and all rights and privileges with respect thereto” or words of similar effect, regardless of whether any particular asset comprised in the Collateral falls within the scope of Article 9 of the CollateralUCC or the granting clause of this Agreement, or (B) of an equal or lesser scope or with greater detail; (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor Grantor is an organization, the type of organization and any organization identification number issued to DebtorGrantor; and (iii) properly effectuate the transactions described in the Loan Documents, as determined by the Secured Party in its discretion. Debtor Grantor will furnish any such information described in items (i) – (iii) above to the Secured Party promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed in any jurisdiction by the Secured Party. Debtor Grantor ratifies and approves all financing statements heretofore filed by or on behalf of the Secured Party in any jurisdiction in connection with the transactions contemplated hereby. (b) Debtor Grantor appoints the Secured Party as DebtorGrantor’s attorney in fact and proxy, with full authority in the place and stead of Debtor Grantor and in the name of Debtor Grantor or otherwise, from time to time upon the occurrence of an Event of Default and during the continuance thereof, in the Secured Party’s discretion, to take any action and to execute any instrument that the Secured Party may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument: (i) to obtain and adjust any insurance obtained by Borrower pursuant to Section 6.8 of the Credit Agreement that is required to be paid to the Secured Party pursuant to the Loan Documents; (ii) to ask for, demand, collect, xxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any Collateral; (iiiii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any CollateralDocuments; (iiiiv) to enforce any obligations included in the Collateral; and (ivv) to file any claims or take any action or institute any proceedings that the Secured Party may deem necessary or desirable for the collection of any Collateral or otherwise to enforce the rights of Debtor Grantor or the Secured Party with respect to any Collateral. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by the Secured Party for the sole benefit of the Secured PartiesBeneficiaries. (c) If Debtor Grantor fails to perform any agreement or obligation contained herein, the Secured Party may, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of the Secured Party incurred in connection therewith shall be payable by Debtor Grantor under Section 6.6. (d) If any Collateral in which Debtor Grantor has granted a security interest hereunder is at any time in the possession or control of any warehouseman, bailee or any of DebtorGrantor’s agents, Debtor Grantor shall, upon the request of the Secured Party, notify such warehouseman, bailee or agent of the Secured Party’s rights hereunder and instruct such Person to hold all such Collateral for the Secured Party’s account subject to the Secured Party’s instructions. No such request by the Secured Party shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by DebtorGrantor. (e) The Secured Party shall have the right, at any time when an Event of Default exists, in its discretion and without notice to DebtorGrantor, to transfer to or to register in the name of the Secured Party or any of its nominees any Investment Property or other Pledged Equity, subject only to the revocable voting rights specified in retained pursuant to Section 5.1(a). Debtor shall forthwith, after its execution and delivery hereof, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name of Secured Party or such of Secured Party’s nominees as Secured Party shall direct, and, upon Debtor’s acquisition of any interest in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a)5.1. (f) Anything herein to the contrary notwithstanding: (i) Debtor Grantor shall remain liable to perform all duties and obligations under the agreements included in the Collateral to the same extent as if this Security Agreement had not been executed. (ii) The exercise by the Secured Party of any right hereunder shall not release Debtor Grantor from any duty or obligation under any agreement included in the Collateral. (iii) Secured Party No Beneficiary shall not have any obligation or liability under the agreements included in respect of the Collateral by reason of this Security Agreement or any other Loan Document, nor shall Secured Party any Beneficiary be obligated to perform any duty or obligation of Debtor Grantor thereunder or take any action to collect or enforce any claim for payment assigned hereunder.

Normal Provisions Concerning the Collateral. (a) Debtor Grantor irrevocably authorizes the Secured Party at any time and from time to time to file, without the signature of DebtorGrantor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate the nature of the Collateral; (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor Grantor is an organization, the type of organization and any organization identification number issued to DebtorGrantor; and (iii) properly effectuate the transactions described in the Loan Documents, as determined by the Secured Party in its discretion. Debtor Grantor will furnish any such information described in items (i) – (iii) above to the Secured Party promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed in any jurisdiction by the Secured Party. Debtor Grantor ratifies and approves all financing statements heretofore filed by or on behalf of the Secured Party in any jurisdiction in connection with the transactions contemplated hereby. (b) Debtor Grantor appoints the Secured Party as DebtorGrantor’s attorney in fact and proxy, with full authority in the place and stead of Debtor Grantor and in the name of Debtor Grantor or otherwise, from time to time in Secured Party’s discretionafter the occurrence and during the continuance of an Event of Default, to take any action and to execute any instrument that the Secured Party may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument: (i) to ask for, demand, collect, xxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any Collateral; (ii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any CollateralDocuments; (iii) to enforce any obligations included in the Collateral; and (iv) to file any claims or take any action or institute any proceedings that the Secured Party may deem necessary or desirable for the collection of any Collateral or otherwise to enforce the rights of Debtor Granter or the Secured Party with respect to any Collateral. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by the Secured Party for the sole benefit of the Secured PartiesBeneficiaries. (c) If Debtor Granter fails to perform any agreement or obligation contained herein, the Secured Party may, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of the Secured Party incurred in connection therewith shall be payable by Debtor Granter under Section 6.6. (d) If any Collateral in which Debtor has granted a security interest hereunder is at any time in the possession or control of any warehouseman, bailee or any of Debtor’s agents, Debtor shall, upon the request of Secured Party, notify such warehouseman, bailee or agent of Secured Party’s rights hereunder and instruct such Person to hold all such Collateral for Secured Party’s account subject to Secured Party’s instructions. No such request by Secured Party shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by Debtor. (e) The Secured Party shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to DebtorGranter, to transfer to or to register in the name of the Secured Party or any of its nominees any Pledged Equity, subject only to the revocable rights specified in Section 5.1(a). Debtor shall forthwith, after its execution and delivery hereof, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name of Secured Party or such of Secured Party’s nominees as Secured Party shall direct, and, upon Debtor’s acquisition of any interest in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a)5.1. (fe) Anything herein to the contrary notwithstanding: (i) Debtor Granter shall remain liable to perform all duties and obligations under the agreements included in the Collateral to the same extent as if this Security Agreement had not been executed. (ii) The exercise by the Secured Party of any right hereunder shall not release Debtor Granter from any duty or obligation under any agreement included in the Collateral. (iii) Secured Party No Beneficiary shall not have any obligation or liability under the agreements in respect of the Collateral by reason of this Security Agreement or any other Loan Document, nor shall Secured Party any Beneficiary be obligated to perform any duty or obligation of Debtor Granter thereunder or take any action to collect or enforce any claim for payment assigned hereunder.

Normal Provisions Concerning the Collateral. (a) Debtor Grantor irrevocably authorizes the Secured Party at any time and from time to time to file, without the signature of DebtorGrantor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate the nature Collateral as being: (A) “all assets of Grantor and all proceeds thereof, and all rights and privileges with respect thereto” or words of similar effect, regardless of whether any particular asset comprised in the Collateral falls within the scope of Article 9 of the CollateralUCC or the granting clause of this Agreement; or (B) of an equal or lesser scope or with greater detail; (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor Grantor is an organization, the type of organization and any organization identification number issued to DebtorGrantor; and (iii) properly effectuate the transactions described in the Loan Note Documents, as determined by the Secured Party in its discretion. Debtor Grantor will furnish any such information described in items (i) – (iii) above to the Secured Party promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed in any jurisdiction by the Secured Party. Debtor Grantor ratifies and approves all financing statements heretofore filed by or on behalf of the Secured Party in any jurisdiction in connection with the transactions contemplated hereby. (b) Debtor Grantor appoints the Secured Party as DebtorGrantor’s attorney in fact and proxy, with full authority in the place and stead of Debtor Grantor and in the name of Debtor Grantor or otherwise, from time to time in the Secured Party’s discretion, to take any action and to execute any instrument that the Secured Party may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument: (i) to obtain and adjust any insurance required to be paid to the Secured Party pursuant hereto; (ii) to ask for, demand, collect, xxx sxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any Collateral; (iiiii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any CollateralDocuments; (iiiiv) to enforce any obligations included in the Collateral; and (ivv) to file any claims or take any action or institute any proceedings that the Secured Party may deem necessary or desirable for the collection of any Collateral or otherwise to enforce the rights of Debtor Grantor or the Secured Party with respect to any Collateral. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by the Secured Party for the sole benefit of the Secured PartiesBeneficiaries. (c) If Debtor Grantor fails to perform any agreement or obligation contained herein, the Secured Party may, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of the Secured Party incurred in connection therewith shall be payable by Debtor Grantor under Section 6.6. (d) If any Collateral in which Debtor Grantor has granted a security interest hereunder is at any time in the possession or control of any warehouseman, bailee or any of DebtorGrantor’s agents, Debtor Grantor shall, upon the request of the Secured Party, notify such warehouseman, bailee or agent of the Secured Party’s rights hereunder and instruct such Person to hold all such Collateral for the Secured Party’s account subject to the Secured Party’s instructions. No such request by the Secured Party shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by DebtorGrantor. (e) The Secured Party shall have the right, at any time in its discretion and without notice to DebtorGrantor, to transfer to or to register in the name of the Secured Party or any of its nominees any Investment Property or other Pledged Equity, subject only to the revocable voting rights specified in retained pursuant to Section 5.1(a). Debtor shall forthwith, after its execution and delivery hereof, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name of Secured Party or such of Secured Party’s nominees as Secured Party shall direct, and, upon Debtor’s acquisition of any interest in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a)5.1. (f) Anything herein to the contrary notwithstanding: (i) Debtor Grantor shall remain liable to perform all duties and obligations under the agreements included in the Collateral to the same extent as if this Security Agreement had not been executed. (ii) The exercise by the Secured Party of any right hereunder shall not release Debtor Grantor from any duty or obligation under any agreement included in the Collateral. (iii) Secured Party No Beneficiary shall not have any obligation or liability under the agreements included in respect of the Collateral by reason of this Security Agreement or any other Loan Note Document, nor shall Secured Party any Beneficiary be obligated to perform any duty or obligation of Debtor Grantor thereunder or take any action to collect or enforce any claim for payment assigned hereunder.

Normal Provisions Concerning the Collateral. (a) Debtor Grantor irrevocably authorizes Secured Party the Collateral Agent (but the Collateral Agent is not obligated) at any time and from time to time to file, without the signature of DebtorGrantor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate the nature Collateral as being: (A) “all assets of Grantor and all proceeds thereof, and all rights and privileges with respect thereto” or words of similar effect, regardless of whether any particular asset comprised in the Collateral falls within the scope of Article 9 of the CollateralUCC or the granting clause of this Agreement, or (B) of an equal or lesser scope or with greater detail; (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor Grantor is an organization, the type of organization and any organization identification number issued to DebtorGrantor; and (iii) properly effectuate the transactions described in the Loan Second-Out Credit Documents, as determined by Secured Party in its discretion. Debtor Grantor will furnish any such information described in items (i) – (iii) above to Secured Party the Collateral Agent promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed (but the Collateral Agent is not obligated to file) in any jurisdiction by Secured Partythe Collateral Agent. Debtor Grantor ratifies and approves all financing statements heretofore filed by or on behalf of Secured Party the Collateral Agent in any jurisdiction in connection with the transactions contemplated hereby. (b) Debtor Grantor appoints Secured Party the Collateral Agent as DebtorGrantor’s attorney in fact and proxy, with full authority in the place and stead of Debtor Grantor and in the name of Debtor Grantor or otherwise, from time to time in Secured Partythe Collateral Agent’s discretiondiscretion during the continuance of any Event of Default (but the Collateral Agent is not obligated to act), to take any action and to execute any instrument that Secured Party the Collateral Agent may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument: (i) to obtain and pay all or part of the premiums for any insurance required pursuant hereto; (ii) to ask for, demand, collect, xxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any Collateral; (iiiii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any CollateralDocuments; (iiiiv) to enforce any obligations included in the Collateral; and (ivv) to file any claims or take any action or institute any proceedings that Secured Party the Collateral Agent may deem necessary or desirable for the collection of any Collateral or otherwise to enforce the rights of Debtor Grantor or Secured Party the Collateral Agent with respect to any Collateral. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by Secured Party the Collateral Agent for the sole benefit of the Second-Out Secured Parties. (c) If Debtor Grantor fails to perform any agreement or obligation contained herein, Secured Party the Collateral Agent may, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of Secured Party the Collateral Agent incurred in connection therewith shall be payable by Debtor Grantor under Section 6.65.6. (d) If any Collateral in which Debtor Grantor has granted a security interest hereunder with a Fair Market Value in excess of $50,000,000 is at any time in the possession or control of any warehouseman, bailee or any of DebtorGrantor’s agents, Debtor Grantor shall, upon the request of Secured Partythe First Lien First Out Administrative Agent made pursuant to the First Lien First Out Credit Agreement, notify such warehouseman, bailee or agent of Secured Partythe Collateral Agent’s rights hereunder and instruct such Person to hold all such Collateral for Secured Partythe Collateral Agent’s account subject to Secured Partythe Collateral Agent’s instructions (and, if applicable, to hold such Collateral for the First Lien First Out Administrative Agent’s instructions). No such request by Secured Party the Collateral Agent shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by DebtorGrantor. (e) Secured Party shall have the right, at any time in its discretion and without notice to Debtor, to transfer to or to register in the name of Secured Party or any of its nominees any Pledged Equity, subject only to the revocable rights specified in Section 5.1(a). Debtor shall forthwith, after its execution and delivery hereof, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name of Secured Party or such of Secured Party’s nominees as Secured Party shall direct, and, upon Debtor’s acquisition of any interest in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a). (f) Anything herein to the contrary notwithstanding: (i) Debtor Grantor shall remain liable to perform all duties and obligations under the agreements included in the Collateral to the same extent as if this Security Agreement had not been executed. (ii) The exercise by Secured Party the Collateral Agent of any right hereunder shall not release Debtor Grantor from any duty or obligation under any agreement included in the Collateral. (iii) No Second-Out Secured Party shall not have any obligation or liability under the agreements included in respect of the Collateral by reason of this Security Agreement or any other Loan Second-Out Credit Document, nor shall any Second-Out Secured Party be obligated to perform any duty or obligation of Debtor Grantor thereunder or take any action to collect or enforce any claim for payment assigned hereunder.

Normal Provisions Concerning the Collateral. (a) Debtor Grantor irrevocably authorizes the Secured Party at any time and from time to time to file, without the signature of DebtorGrantor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate the nature of the Collateral; (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor Grantor is an organization, the type of organization and any organization identification number issued to DebtorGrantor; and (iii) properly effectuate the transactions described in the Loan Documents, as determined by the Secured Party in its discretion. Debtor Grantor will furnish any such information described in items (i) – (iii) above to the Secured Party promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed in any jurisdiction by the Secured Party. Debtor Grantor ratifies and approves all financing statements heretofore filed by or on behalf of the Secured Party in any jurisdiction in connection with the transactions contemplated hereby. (b) Debtor Grantor appoints the Secured Party as DebtorGrantor’s attorney in fact and proxy, with full authority in the place and stead of Debtor Grantor and in the name of Debtor Grantor or otherwise, from time to time in the Secured Party’s discretion, to take any action and to execute any instrument that the Secured Party may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument: (i) to ask for, demand, collect, xxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any Collateral; (ii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any CollateralDocuments; (iii) to enforce any obligations included in the Collateral; and (iv) to file any claims or take any action or institute any proceedings that the Secured Party may deem necessary or desirable for the collection of any Collateral or otherwise to enforce the rights of Debtor Grantor or the Secured Party with respect to any Collateral. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by the Secured Party for the its sole benefit of the Secured Partiesbenefit. (c) If Debtor Grantor fails to perform any agreement or obligation contained herein, the Secured Party may, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of the Secured Party incurred in connection therewith shall be payable by Debtor Grantor under Section 6.6. (d) If any Collateral in which Debtor Grantor has granted a security interest hereunder is at any time in the possession or control of any warehouseman, bailee or any of DebtorGrantor’s agents, Debtor Grantor shall, upon the request of the Secured Party, notify such warehouseman, bailee or agent of the Secured Party’s rights hereunder and instruct such Person to hold all such Collateral for the Secured Party’s account subject to the Secured Party’s instructions. No such request by the Secured Party shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by DebtorGrantor. (e) Grantor hereby authorizes and directs Company to register Grantor’s pledge to Secured Party of the Collateral on the books of Company and, following written notice to do so by Secured Party after the occurrence of an Event of Default, to make direct payment to Secured Party of any amounts due or to become due to Grantor with respect to the Collateral. Any moneys received by Secured Party shall have the right, at any time in its discretion and without notice to Debtor, to transfer to or to register in the name of Secured Party or any of its nominees any Pledged Equity, subject only be applied to the revocable rights specified Obligations in Section 5.1(a). Debtor shall forthwith, after its execution such order and delivery hereof, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name manner of Secured Party or such of Secured Party’s nominees application as Secured Party shall direct, and, upon Debtor’s acquisition of any interest may from time to time determine in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a)its sole discretion. (f) Anything herein to the contrary notwithstanding: (i) Debtor Grantor shall remain liable to perform all duties and obligations under the agreements included in the Collateral to the same extent as if this Security Agreement had not been executed. (ii) The exercise by the Secured Party of any right hereunder shall not release Debtor Grantor from any duty or obligation under any agreement included in the Collateral. (iii) The Secured Party shall not have any obligation or liability under the agreements in respect of the Collateral by reason of this Security Agreement or any other Loan Document, nor shall the Secured Party be obligated to perform any duty or obligation of Debtor Grantor thereunder or take any action to collect or enforce any claim for payment assigned hereunder.

Normal Provisions Concerning the Collateral. (a) Debtor Grantor irrevocably authorizes Secured Party the Administrative Agent at any time and from time to time to file, without the signature of DebtorGrantor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate the nature Collateral as being: (A) “all assets of Grantor and all proceeds thereof, and all rights and privileges with respect thereto” or words of similar effect, regardless of whether any particular asset comprised in the Collateral falls within the scope of Article 9 of the CollateralUCC or the granting clause of this Agreement, or (B) of an equal or lesser scope or with greater detail; (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor Grantor is an organization, the type of organization and any organization identification number issued to DebtorGrantor; and (iii) properly effectuate the transactions described in the Loan Credit Documents, as determined by Secured Party the Administrative Agent in its reasonable discretion. Debtor Grantor will furnish any such information described in items (i) – (iii) above to Secured Party the Administrative Agent promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed in any jurisdiction by Secured Partythe Administrative Agent. Debtor Grantor ratifies and approves all financing statements heretofore filed by or on behalf of Secured Party the Administrative Agent in any jurisdiction in connection with the transactions contemplated hereby. (b) Debtor Grantor appoints Secured Party the Administrative Agent as DebtorGrantor’s attorney in fact and proxy, with full authority in the place and stead of Debtor Grantor and in the name of Debtor Grantor or otherwise, from time to time in Secured Partythe Administrative Agent’s discretiondiscretion during the continuance of any Event of Default, to take any action and to execute any instrument that Secured Party the Administrative Agent may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument: (i) to obtain and pay all or part of the premiums for any insurance required pursuant hereto; (ii) to ask for, demand, collect, xxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any Collateral; ; (iiiii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any Collateral; Documents; (iiiiv) to enforce any obligations included in the Collateral; and and (ivv) to file any claims or take any action or institute any proceedings that Secured Party the Administrative Agent may deem necessary or desirable for the collection of any Collateral or otherwise to enforce the rights of Debtor Grantor or Secured Party the Administrative Agent with respect to any Collateral. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by Secured Party the Administrative Agent for the sole benefit of the Secured Parties. (c) If Debtor Grantor fails to perform any agreement or obligation contained herein, Secured Party the Administrative Agent may, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of Secured Party the Administrative Agent incurred in connection therewith shall be payable by Debtor Grantor under Section 6.65.6. (d) If any Collateral in which Debtor Grantor has granted a security interest hereunder with a Fair Market Value in excess of $50,000,000 is at any time in the possession or control of any warehouseman, bailee or any of DebtorGrantor’s agents, Debtor Grantor shall, upon the request of Secured Partythe Administrative Agent, notify such warehouseman, bailee or agent of Secured Partythe Administrative Agent’s rights hereunder and instruct such Person to hold all such Collateral for Secured Partythe Administrative Agent’s account subject to Secured Partythe Administrative Agent’s instructions. No such request by Secured Party the Administrative Agent shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by DebtorGrantor. (e) Secured Party shall have the right, at any time in its discretion and without notice to Debtor, to transfer to or to register in the name of Secured Party or any of its nominees any Pledged Equity, subject only to the revocable rights specified in Section 5.1(a). Debtor shall forthwith, after its execution and delivery hereof, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name of Secured Party or such of Secured Party’s nominees as Secured Party shall direct, and, upon Debtor’s acquisition of any interest in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a). (f) Anything herein to the contrary notwithstanding: (i) Debtor Grantor shall remain liable to perform all duties and obligations under the agreements included in the Collateral to the same extent as if this Security Agreement had not been executed. (ii) The exercise by Secured Party the Administrative Agent of any right hereunder shall not release Debtor from any duty or obligation under any agreement included in the Collateral.release (iii) No Secured Party shall not have any obligation or liability under the agreements included in respect of the Collateral by reason of this Security Agreement or any other Loan Credit Document, nor shall any Secured Party be obligated to perform any duty or obligation of Debtor Grantor thereunder or take any action to collect or enforce any claim for payment assigned hereunder.

Normal Provisions Concerning the Collateral. (a) Debtor Pledgor irrevocably authorizes Secured Party the Collateral Agent at any time and from time to time to file, without the signature of DebtorPledgor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate describe the nature of Collateral in substantially the Collateral;same manner as described herein or as the Collateral Agent reasonably determines to be necessary or appropriate to perfect the security interests under this Agreement; and (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor Pledgor is an organization, the type of organization and any organization identification number issued to Debtor; and (iii) properly effectuate the transactions described in the Loan Documents, as determined by Secured Party in its discretionPledgor. Debtor Pledgor will furnish any such information described in items (i) – (iii) above to Secured Party the Collateral Agent promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed in any jurisdiction by Secured Party. Debtor ratifies and approves all financing statements heretofore filed by or on behalf of Secured Party in any jurisdiction in connection with the transactions contemplated hereby. (b) Debtor Pledgor appoints Secured Party the Collateral Agent as DebtorXxxxxxx’s attorney in fact and proxy, with full authority in the place and stead of Debtor Pledgor and in the name of Debtor Pledgor or otherwise, from time to time in Secured Partythe Collateral Agent’s discretion, to take any action and to execute any instrument that Secured Party the Collateral Agent may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument:: 10 [Pledge Agreement] (i) to obtain and adjust any insurance required to be paid to the Collateral Agent pursuant hereto; (ii) to receive, endorse, assign and/or deliver any and all notes, acceptances, checks, drafts, money orders or other evidences of payment relating to the Collateral or any part thereof; (iii) to sign the name of Pledgor on any invoice or bill of lading relating to any of the Collateral; (iv) to settle, compromise, compound, adjust or defend any actions, suits or proceedings relating to all or any of the Collateral; (v) to use, sell, assign, transfer, pledge, make any agreement with respect to or otherwise deal with all or any of the Collateral, and to do all other acts and things necessary to carry out the purposes of this Agreement, as fully and completely as though the Collateral Agent were the absolute owner of the Collateral for all purposes; (vi) to ask for, demand, collect, xxx sue for, recover, compound, receive and receive, give acquittance and receipts for and give discharges and releases of moneys due and to become due under or in respect of any CollateralCollateral of Pledgor; (iivii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any CollateralDocuments; (iiiviii) to enforce any obligations included in the CollateralCollateral of Pledgor; and (ivix) to file any claims or take any action or institute any proceedings that Secured Party the Collateral Agent may deem necessary or desirable for the collection of any Collateral of Pledgor or otherwise to enforce the rights of Debtor Pledgor or Secured Party the Collateral Agent with respect to any CollateralCollateral of Pledgor. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by Secured Party the Collateral Agent solely following the occurrence and during the continuation of an Event of Default for the sole benefit of the Secured Parties. (c) If Debtor any Pledgor fails to perform any agreement or obligation contained herein, Secured Party the Collateral Agent may, following the occurrence and during the continuation of an Event of Default, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of Secured Party incurred in connection therewith shall be payable by Debtor under Section 6.6. (d) If any The Collateral in which Debtor has granted a security interest hereunder is at any time in the possession or control of any warehouseman, bailee or any of Debtor’s agents, Debtor shall, upon the request of Secured Party, notify such warehouseman, bailee or agent of Secured Party’s rights hereunder and instruct such Person to hold all such Collateral for Secured Party’s account subject to Secured Party’s instructions. No such request by Secured Party shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by Debtor. (e) Secured Party Agent shall have the right, at any time in its discretion following the occurrence and without during the continuation of an Event of Default and upon not less than 3 Business Days’ prior written notice to DebtorPledgor, to transfer to or to register in the name of Secured Party the Collateral Agent or any of its nominees any the Pledged Equity, subject only to the revocable voting rights specified in retained pursuant to Section 5.1(a). Debtor shall forthwith, after its execution and delivery hereof, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name of Secured Party or such of Secured Party’s nominees as Secured Party shall direct, and, upon Debtor’s acquisition of any interest in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a)5.1. (fe) Anything herein to the contrary notwithstanding: (i) Debtor Pledgor shall remain liable to perform all duties and obligations under the agreements included in the Collateral of Pledgor to the same extent as if this Security Agreement had not been executed.; 11 [Pledge Agreement] (ii) The the exercise by Secured Party the Collateral Agent of any right hereunder shall not release Debtor Pledgor from any duty or obligation under any agreement included in the Collateral.Collateral of Pledgor; and (iii) no Secured Party shall not have any obligation or liability under the agreements included in respect of the Collateral by reason of this Security Agreement Agreement, any other Loan Document or any other Loan Documentdocument, nor shall any Secured Party be obligated to perform any duty or obligation of Debtor Pledgor thereunder or take any action to collect or enforce any claim for payment assigned hereunder.

Normal Provisions Concerning the Collateral. (a) Debtor Grantor irrevocably authorizes the Secured Party at any time and from time to time to file, without the signature of DebtorGrantor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate the nature Collateral as described in the granting clause of the Collateralthis Agreement, or with words of equal or lesser scope or with greater detail; (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor Grantor is an organization, the type of organization and any organization identification number issued to DebtorGrantor; and (iii) properly effectuate the transactions described in the Loan Documents, as determined by the Secured Party in its discretion. Debtor Grantor will furnish any such information described in items (i) – (iii) above to the Secured Party promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed in any jurisdiction by the Secured Party. Debtor Grantor ratifies and approves all financing statements heretofore filed by or on behalf of the Secured Party in any jurisdiction in connection with the transactions contemplated hereby. (b) Debtor Grantor appoints the Secured Party as DebtorGrantor’s attorney in fact and proxy, with full authority in the place and stead of Debtor Grantor and in the name of Debtor Grantor or otherwise, from time to time in the Secured Party’s discretion, to take any action and to execute any instrument that the Secured Party may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument: (i) to obtain and adjust any insurance required to be paid to the Secured Party pursuant hereto; (ii) to ask for, demand, collect, xxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any Collateral; (ii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any Collateral; (iii) to enforce any obligations included in the Collateral; and (iv) to file any claims or take any action or institute any proceedings that the Secured Party may deem necessary or desirable for the collection of any Collateral or otherwise to enforce the rights of Debtor Grantor or the Secured Party with respect to any Collateral. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by the Secured Party for the sole benefit of the Secured PartiesParty. (c) If Debtor Grantor fails to perform any agreement or obligation contained herein, the Secured Party may, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of the Secured Party incurred in connection therewith shall be payable by Debtor Grantor under Section 6.6. (d) 5.5. If any Collateral in which Debtor Grantor has granted a security interest hereunder is at any time in the possession or control of any warehouseman, bailee or any of DebtorGrantor’s agents, Debtor Grantor shall, upon the request of the Secured Party, notify such warehouseman, bailee or agent of the Secured Party’s rights hereunder and instruct such Person to hold all such Collateral for the Secured Party’s account subject to the Secured Party’s instructions. No such request by the Secured Party shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by DebtorGrantor. (e) Secured Party shall have the right, at any time in its discretion and without notice to Debtor, to transfer to or to register in the name of Secured Party or any of its nominees any Pledged Equity, subject only to the revocable rights specified in Section 5.1(a). Debtor shall forthwith, after its execution and delivery hereof, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name of Secured Party or such of Secured Party’s nominees as Secured Party shall direct, and, upon Debtor’s acquisition of any interest in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a). (fd) Anything herein to the contrary notwithstanding: (i) Debtor Grantor shall remain liable to perform all duties and obligations under the agreements included in the Collateral to the same extent as if this Security Agreement had not been executed. (ii) The exercise by the Secured Party of any right hereunder shall not release Debtor Grantor from any duty or obligation under any agreement included in the Collateral. (iii) Secured Party shall not have any obligation or liability under the agreements included in respect of the Collateral by reason of this Security Agreement or any other Loan Document, nor shall Secured Party be obligated to perform any duty or obligation of Debtor Grantor thereunder or take any action to collect or enforce any claim for payment assigned hereunder.

Normal Provisions Concerning the Collateral. (a) Debtor irrevocably authorizes Secured Party at any time and from time to time to file, without the signature of Debtor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate the nature of the Collateral; (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor is an organization, the type of organization and any organization identification number issued to Debtor; and (iii) properly effectuate the transactions described in the Loan First Lien Documents, as determined by Secured Party in its discretion. Debtor will furnish any information described in items (i) – — (iii) above to Secured Party promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed in any jurisdiction by Secured Party. Debtor ratifies and approves all financing statements heretofore filed by or on behalf of Secured Party in any jurisdiction in connection with the transactions contemplated hereby. (b) Effective upon and during the continuance of an Event of Default, Debtor appoints Secured Party as Debtor’s attorney in fact and proxy, with full authority in the place and stead of Debtor and in the name of Debtor or otherwise, from time to time in Secured Party’s discretion, to take any action and to execute any instrument that Secured Party may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument: (i) to ask for, demand, collect, xxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any Collateral; (ii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any Collateral; (iii) to enforce any obligations included in the Collateral; and (iv) to file any claims or take any action or institute any proceedings that Secured Party may deem necessary or desirable for the collection of any Collateral or otherwise to enforce the rights of Debtor or Secured Party with respect to any Collateral. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by Secured Party for the sole benefit of the Secured PartiesBeneficiaries. (c) If Debtor fails to perform any agreement or obligation contained herein, Secured Party may, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of Secured Party incurred in connection therewith shall be payable by Debtor under Section 6.6. (d) If any Collateral in which Debtor has granted a security interest hereunder is at any time in the possession or control of any warehouseman, bailee or any of Debtor’s agents, Debtor shall, upon the request of Secured Party, notify such warehouseman, bailee or agent of Secured Party’s rights hereunder and instruct such Person to hold all such Collateral for Secured Party’s account subject to Secured Party’s instructions. No such request by Secured Party shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by Debtor. (e) Secured Party shall have the rightright upon and during the continuance of an Event of Default, at any time in its discretion and without notice to Debtor, to transfer to or to register in the name of Secured Party or any of its nominees any Pledged Equity, subject only to the revocable rights specified in Section 5.1(a)5.1. Debtor shall forthwith, after its execution upon and delivery hereofduring the continuance of an Event of Default, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name of Secured Party or such of Secured Party’s nominees as Secured Party shall direct, and, upon Debtor’s acquisition of any interest in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a). (fe) Anything herein to the contrary notwithstandingnotwithstanding prior to such time as Secured Party succeeds to Debtor’s rights as owner of he Collateral, whether pursuant to foreclosure or otherwise: (i) Debtor shall remain liable to perform all duties and obligations under the agreements included in the Collateral to the same extent as if this Security Agreement had not been executed. (ii) The exercise by Secured Party of any right hereunder shall not release Debtor from any duty or obligation under any agreement included in the Collateral. (iii) Secured Party shall not have any obligation or liability under the agreements in respect of the Collateral by reason of this Security Agreement or any other Loan First Lien Document, nor shall Secured Party be obligated to perform any duty or obligation of Debtor thereunder or take any action to collect or enforce any claim for payment assigned hereunder.

Normal Provisions Concerning the Collateral. (a) Debtor Grantor irrevocably authorizes the Secured Party at any time and from time to time to file, without the signature of DebtorGrantor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate the nature Collateral as being: (A) “all assets of Grantor, whether now owned or hereafter acquired, and all products and proceeds thereof, and all rights and privileges with respect thereto” or words of similar effect, regardless of whether any particular asset comprised in the Collateral falls within the scope of Chapter 9 of the CollateralUCC or the granting clause of this Agreement; or (B) of an equal or lesser scope or with greater detail; (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor Grantor is an organization, the type of organization and any organization identification number issued to DebtorGrantor; andor (iii) are necessary or appropriate to properly effectuate the transactions described in the Loan Documents, as determined by the Secured Party in its reasonable discretion. Debtor Grantor will furnish any such information described in items (i) – (iii) above to the Secured Party promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed in any jurisdiction by the Secured Party. Debtor Grantor ratifies and approves all financing statements heretofore filed by or on behalf of the Secured Party in any jurisdiction in connection with the transactions contemplated hereby. (b) Debtor Grantor appoints the Secured Party as DebtorGrantor’s attorney in fact and proxy, with full authority in the place and stead of Debtor Grantor and in the name of Debtor Grantor or otherwise, from time to time in the Secured Party’s discretion, while an Event of Default shall have occurred and be continuing, to take any action and to execute any instrument that the Secured Party may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument: (i) to obtain and pay all or part of the premiums for any insurance required pursuant hereto; (ii) to ask for, demand, collect, xxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any Collateral; (iiiii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any CollateralDocuments; (iiiiv) to enforce any obligations included in the Collateral; and (ivv) to file any claims or take any action or institute any proceedings that the Secured Party may deem necessary or reasonably desirable for the collection of any Collateral or otherwise to enforce the rights of Debtor Grantor or the Secured Party with respect to any Collateral. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by the Secured Party for the sole benefit of the Secured PartiesBeneficiaries. (c) If Debtor fails to perform any agreement or obligation contained herein, Secured Party may, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of Secured Party incurred in connection therewith shall be payable by Debtor under Section 6.6. (d) If any Collateral in which Debtor has granted a security interest hereunder is at any time in the possession or control of any warehouseman, bailee or any of Debtor’s agents, Debtor shall, upon the request of Secured Party, notify such warehouseman, bailee or agent of Secured Party’s rights hereunder and instruct such Person to hold all such Collateral for Secured Party’s account subject to Secured Party’s instructions. No such request by Secured Party shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by Debtor. (e) Secured Party shall have the right, at any time in its discretion and without notice to Debtor, to transfer to or to register in the name of Secured Party or any of its nominees any Pledged Equity, subject only to the revocable rights specified in Section 5.1(a). Debtor shall forthwith, after its execution and delivery hereof, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name of Secured Party or such of Secured Party’s nominees as Secured Party shall direct, and, upon Debtor’s acquisition of any interest in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a). (f) Anything herein to the contrary notwithstanding: (i) Debtor shall remain liable to perform all duties and obligations under the agreements included in the Collateral to the same extent as if this Security Agreement had not been executed. (ii) The exercise by Secured Party of any right hereunder shall not release Debtor from any duty or obligation under any agreement included in the Collateral. (iii) Secured Party shall not have any obligation or liability under the agreements in respect of the Collateral by reason of this Security Agreement or any other Loan Document, nor shall Secured Party be obligated to perform any duty or obligation of Debtor thereunder or take any action to collect or enforce any claim for payment assigned hereunder.

Normal Provisions Concerning the Collateral. (a) Debtor irrevocably authorizes Secured Party at any time and from time to time to file, without the signature of Debtor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate the nature of the Collateral; (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor is an organization, the type of organization and any organization identification number issued to Debtor; and (iii) properly effectuate the transactions described in the Loan Documents, as determined by Secured Party in its discretion. Debtor will furnish any information described in items (i) – — (iii) above to Secured Party promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed in any jurisdiction by Secured Party. Debtor ratifies and approves all financing statements heretofore filed by or on behalf of Secured Party in any jurisdiction in connection with the transactions contemplated hereby. (b) Effective upon and during the continuance of an Event of Default, Debtor appoints Secured Party as Debtor’s attorney in fact and proxy, with full authority in the place and stead of Debtor and in the name of Debtor or otherwise, from time to time in Secured Party’s discretion, to take any action and to execute any instrument that Secured Party may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument: (i) to ask for, demand, collect, xxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any Collateral; (ii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any Collateral; (iii) to enforce any obligations included in the Collateral; and (iv) to file any claims or take any action or institute any proceedings that Secured Party may deem necessary or desirable for the collection of any Collateral or otherwise to enforce the rights of Debtor or Secured Party with respect to any Collateral. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by Secured Party for the sole benefit of the Secured PartiesParty. (c) If Debtor fails to perform any agreement or obligation contained herein, Secured Party may, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of Secured Party incurred in connection therewith shall be payable by Debtor under Section 6.6. (d) If any Collateral in which Debtor has granted a security interest hereunder is at any time in the possession or control of any warehouseman, bailee or any of Debtor’s agents, Debtor shall, upon the request of Secured Party, notify such warehouseman, bailee or agent of Secured Party’s rights hereunder and instruct such Person to hold all such Collateral for Secured Party’s account subject to Secured Party’s instructions. No such request by Secured Party shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by Debtor. (e) Secured Party shall have the right, upon and during the continuance of an Event of Default, at any time in its discretion and without notice to Debtor, to transfer to or to register in the name of Secured Party or any of its nominees any Pledged Equity, subject only to the revocable rights specified in Section 5.1(a)5.1. Debtor shall forthwith, after its execution upon and delivery hereofduring the continuance of an Event of Default, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name of Secured Party or such of Secured Party’s nominees as Secured Party shall direct, and, upon Debtor’s acquisition of any interest in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a). (fe) Anything herein to the contrary notwithstanding, prior to such time as Secured Party or other purchaser of the Collateral succeeds to Debtor’s rights as owner of the Collateral whether pursuant to foreclosure or otherwise: (i) Debtor shall remain liable to perform all duties and obligations under the agreements included in the Collateral to the same extent as if this Security Agreement had not been executed. (ii) The exercise by Secured Party of any right hereunder shall not release Debtor from any duty or obligation under any agreement included in the Collateral. (iii) Secured Party shall not have any obligation or liability under the agreements in respect of the Collateral by reason of this Security Agreement or any other Loan Document, nor shall Secured Party be obligated to perform any duty or obligation of Debtor thereunder or take any action to collect or enforce any claim for payment assigned hereunder.

Normal Provisions Concerning the Collateral. (a) Debtor Grantor irrevocably authorizes the Secured Party at any time and from time to time to file, without the signature of DebtorGrantor, in any jurisdiction any amendments to existing financing statements and any initial financing statements and amendments thereto that: (i) indicate the nature Collateral as described in the granting clause of the Collateralthis Agreement, or with words of equal or lesser scope or with greater detail; (ii) contain any other information required for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor Grantor is an organization, the type of organization and any organization identification number issued to DebtorGrantor; and (iii) properly effectuate the transactions described in the Loan Documents, as determined by the Secured Party in its discretion. Debtor Grantor will furnish any such information described in items (i) – (iii) above to the Secured Party promptly upon request. A carbon, photographic or other reproduction of this Security Agreement or any financing statement describing any Collateral is sufficient as a financing statement and may be filed in any jurisdiction by the Secured Party. Debtor Grantor ratifies and approves all financing statements heretofore filed by or on behalf of the Secured Party in any jurisdiction in connection with the transactions contemplated hereby. (b) Debtor Grantor appoints the Secured Party as DebtorGrantor’s attorney in fact and proxy, with full authority in the place and stead of Debtor Grantor and in the name of Debtor Grantor or otherwise, from time to time in the Secured Party’s discretion, to take any action and to execute any instrument that the Secured Party may deem necessary or advisable to accomplish the purposes of this Security Agreement including any action or instrument: (i) to obtain and adjust any insurance required to be paid to the Secured Party pursuant hereto; (ii) to ask for, demand, collect, xxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any Collateral; (ii) to receive, indorse and collect any drafts or other Instruments or Documents with respect to any Collateral; (iii) to enforce any obligations included in the Collateral; and (iv) to file any claims or take any action or institute any proceedings that the Secured Party may deem necessary or desirable for the collection of any Collateral or otherwise to enforce the rights of Debtor Grantor or the Secured Party with respect to any Collateral. Such power of attorney and proxy are coupled with an interest, are irrevocable, and are to be used by the Secured Party for the sole benefit of the Secured PartiesParty. (c) If Debtor fails to perform any agreement or obligation contained herein, Secured Party may, but shall have no obligation to, itself perform, or cause performance of, such agreement or obligation, and the expenses of Secured Party incurred in connection therewith shall be payable by Debtor under Section 6.6. (d) If any Collateral in which Debtor has granted a security interest hereunder is at any time in the possession or control of any warehouseman, bailee or any of Debtor’s agents, Debtor shall, upon the request of Secured Party, notify such warehouseman, bailee or agent of Secured Party’s rights hereunder and instruct such Person to hold all such Collateral for Secured Party’s account subject to Secured Party’s instructions. No such request by Secured Party shall be deemed a waiver of any provision hereof that was otherwise violated by such Collateral being held by such Person prior to such instructions by Debtor. (e) Secured Party shall have the right, at any time in its discretion and without notice to Debtor, to transfer to or to register in the name of Secured Party or any of its nominees any Pledged Equity, subject only to the revocable rights specified in Section 5.1(a). Debtor shall forthwith, after its execution and delivery hereof, cause all Pledged Equity in which it has an interest on the date hereof to be registered in the name of Secured Party or such of Secured Party’s nominees as Secured Party shall direct, and, upon Debtor’s acquisition of any interest in any Pledged Equity in the future, forthwith cause the same to be so registered, in each case subject only to the revocable rights specified in Section 5.1(a). (f) Anything herein to the contrary notwithstanding: (i) Debtor Grantor shall remain liable to perform all duties and obligations under the agreements included in the Collateral to the same extent as if this Security Agreement had not been executed. (ii) The exercise by the Secured Party of any right hereunder shall not release Debtor Grantor from any duty or obligation under any agreement included in the Collateral. (iii) Secured Party shall not have any obligation or liability under the agreements included in respect of the Collateral by reason of this Security Agreement or any other Loan Document, nor shall Secured Party be obligated to perform any duty or obligation of Debtor Grantor thereunder or take any action to collect or enforce any claim for payment assigned hereunder.