Common use of Perfection and Protection of Security Interest Clause in Contracts

Perfection and Protection of Security Interest. The Borrower shall, at its expense, perform all reasonable steps requested by the Lender at any time to perfect, maintain, protect, and enforce the Security Interest including, without limitation: (a) executing and filing financing or continuation statements, and amendments thereof, in form and substance satisfactory to the Lender; (b) upon request by the Lender, delivering to the Lender the original certificates of title for motor vehicles with the Security Interest properly endorsed thereon; (c) delivering to the Lender the originals of all instruments, documents, and chattel paper, and all other Collateral of which the Lender determines it should have physical possession in order to perfect and protect the Security Interest therein, duly endorsed or assigned to the Lender without restriction; (d) delivering to the Lender warehouse receipts covering any portion of the Collateral located in warehouses and for which warehouse receipts are issued; (e) placing notations on the Borrower's books of account to disclose the Security Interest; (f) executing and delivering to the Lender a security agreement relating to the Reversions in form and substance satisfactory to the Lender; (g) delivering to the Lender all letters of credit on which the Borrower is named beneficiary; and (h) taking such other steps as are reasonably deemed necessary by the Lender to maintain the Security Interest. To the extent permitted by applicable law, the Lender may file, without the Borrower's signature, one or more financing statements disclosing the Security Interest. The Borrower agrees that a carbon, photographic, photostatic, or other reproduction of this Agreement or of a financing statement is sufficient as a financing statement. If any Collateral is at any time in the possession or control of any warehouseman, bailee or any of the Borrower's agents or processors, then the Borrower shall notify the Lender thereof and shall notify such Person of the Security Interest in such Collateral and, upon the Lender's request, if an Event of Default has occurred and is continuing, instruct such Person to hold all such Collateral for the Lender's account subject to the Lender's instructions. If at any time any Collateral is located on any Premises that are not owned by the Borrower, then the Borrower shall use reasonable efforts to obtain written waivers, in form and substance satisfactory to the Lender, of all present and future Liens to which the owner or lessor or any mortgagee of such Premises may be entitled to assert against the Collateral. From time to time, the Borrower shall, upon Lender's request, execute and deliver confirmatory written instruments pledging to the Lender the Collateral, but the Borrower's failure to do so shall not affect or limit the Security Interest or the Lender's other rights in and to the Collateral. So long as this Agreement is in effect and until all Obligations have been fully satisfied, the Security Interest shall continue in full force and effect in all Collateral (whether or not deemed eligible for the purpose of calculating the Availability or as the basis for any advance, loan, extension of credit, or other financial accommodation).

Perfection and Protection of Security Interest. The Borrower and each LSB Guarantor Subsidiary shall, at its expense, perform all reasonable steps requested by the Lender at any time to perfect, maintain, protect, and enforce the Security Interest in the Collateral including, without limitation: (a) executing and recording of the Patent and Trademark Assignments and executing and filing financing or continuation statements, and amendments thereof, relating to the Collateral in form and substance satisfactory to the Lender; (b) upon request by delivering to the Lender, delivering to the Lender the original certificates of title for motor vehicles with the Security Interest properly endorsed thereon; (c) delivering to the Lender upon Lender's request therefor, the originals of all instruments, documents, and chattel paper, and all other Collateral of which the Lender determines it should have physical possession in order to perfect and protect the Security Interest therein, duly endorsed or assigned to the Lender without restriction; (dc) delivering to the Lender warehouse receipts covering any portion of the Collateral located in warehouses and for which warehouse receipts are issued; (ed) placing after an Event of Default that is continuing, causing notations to be placed on the Borrower's and each LSB Guarantor Subsidiary's books of account to disclose the Security Interest; (f) executing and delivering to the Lender a security agreement relating to the Reversions in form and substance satisfactory to the Lender; (ge) delivering to the Lender Lender, upon Lender's request therefor, all letters of credit on which the Borrower or any LSB Guarantor Subsidiary is a named beneficiary; (f) after an Event of Default that is continuing transferring Inventory to warehouses designated by the Lender; and (hg) taking such other steps as are reasonably deemed necessary by the Lender to maintain the Security Interest. To the extent permitted by applicable law, the The Lender may file, without the Borrower's signaturesignature or that of any LSB Guarantor Subsidiary, one or more financing statements disclosing the Security Interest. The Borrower agrees that a carbon, photographic, photostatic, or other reproduction of this Agreement or of a financing statement is sufficient as a financing statement. If any Collateral is at any time in the possession or control of any warehouseman, bailee or any of the Borrower's agents or processorsprocessors of Borrower or any LSB Guarantor Subsidiary, then the Borrower shall notify the Lender thereof and shall notify such Person of the Security Interest in such Collateral and, upon the Lender's request, if request following an Event of Default has occurred and that is continuing, instruct such Person to hold all such Collateral for the Lender's account subject to the Lender's instructions. If at any time any Collateral is located on any Premises premises that are not owned by the BorrowerBorrower or a LSB Guarantor Subsidiary, then the Borrower shall use reasonable efforts to obtain written waivers, in form and substance reasonably satisfactory to the Lender, of all present and future Liens to which the owner or lessor or any mortgagee of such Premises premises may be entitled to assert against the Collateral. From time to time, the Borrower shall, upon Lender's request, execute cause to be executed and deliver delivered confirmatory written instruments pledging to the Lender the Collateral, but the Borrower's failure to do so shall not affect or limit the Security Interest or the Lender's other rights in and to the CollateralInterest. So long as this Agreement is in effect and until all Obligations have been fully satisfied, the Security Interest shall continue in full force and effect in all Collateral (whether or not deemed eligible for the purpose of calculating the Availability or as the basis for any advance, loan, extension of credit, or other financial accommodation). Upon termination of this Agreement and payment of all Obligations, the Lender shall release all Security Interests held by the Lender.

Perfection and Protection of Security Interest. The Each Borrower shall, at its expense, perform all reasonable steps requested by the Lender at any time to perfect, maintain, protect, and enforce the Security Interest including, without limitation: (a) executing and recording of the Mortgages and the Patent and Trademark Assignments and executing and filing financing or continuation statements, and amendments thereof, in form and substance satisfactory to the Lender; (b) upon request by delivering to the Lender, delivering to the Lender for notation of its Security Interest, the original certificates of title for motor vehicles with the Security Interest properly endorsed thereonvehicles; (c) delivering to the Lender the originals of all instruments, documents, and chattel paper, and all other Collateral of which the Lender determines it should have physical possession in order to perfect and protect the Security Interest therein, duly endorsed or assigned to the Lender without restriction; (d) delivering to the Lender warehouse receipts covering any portion of the Collateral located in warehouses and for which warehouse receipts are issued; (e) at any time during which an Event of Default shall have occurred and be continuing, transferring Inventory to warehouses designated by the Lender; (f) placing notations on the each Borrower's books of account to disclose the Security Interest; (fg) executing and delivering to the Lender a security agreement relating to the Reversions in form and substance satisfactory to the Lender; (gh) delivering to the Lender all letters of credit on which the Borrower is Borrowers are named beneficiary; and (hi) taking such other steps as are reasonably deemed necessary by the Lender to maintain the Security Interest. To the extent permitted by applicable law, the Lender may file, without the any Borrower's signature, one or more financing statements disclosing the Security Interest. The Borrower agrees Borrowers agree that a carbon, photographic, photostatic, or other reproduction of this Agreement or of a financing statement is sufficient as a financing statement. If any Collateral is at any time in the possession or control of any warehouseman, bailee or any of the Borrower's agents or processorsprocessors of any Borrower, then the such Borrower shall notify the Lender thereof and shall notify such Person of the Security Interest in such Collateral and, upon the Lender's request, if an Event of Default has occurred and is continuing, instruct such Person to hold all such Collateral for the Lender's account subject to the Lender's instructions. If at any time any Collateral is located on any Premises that are not owned by the a Borrower, then the applicable Borrower shall use reasonable efforts to obtain written waivers, in form and substance satisfactory to the Lender, of all present and future Liens to which the owner or lessor or any mortgagee of such Premises may be entitled to assert against the Collateral. From time to time, the each Borrower shall, upon Lender's request, execute and deliver confirmatory written instruments pledging to the Lender the Collateral, but the such Borrower's failure to do so shall not affect or limit the Security Interest or the Lender's other rights in and to the Collateral. So long as this Agreement is in effect and until all Obligations have been fully satisfied, the Security Interest shall continue in full force and effect in all Collateral (whether or not deemed eligible for the purpose of calculating the Availability or as the basis for any advance, loan, extension of credit, or other financial accommodation).

Perfection and Protection of Security Interest. The Borrower shall, at ---------------------------------------------- its expense, perform take all reasonable steps actions requested by the Lender FINOVA at any time to perfect, maintain, protect, protect and enforce FINOVA's first priority security interest and other rights in the Security Interest Collateral and the priority thereof from time to time, including, without limitation: , (ai) executing and filing financing or continuation statements, statements and amendments thereofthereof and executing and delivering such documents and titles in connection with motor vehicles as FINOVA shall require, all in form and substance satisfactory to the Lender; FINOVA, (bii) upon request by the Lendermaintaining a perpetual inventory and complete and accurate stock records, delivering to the Lender the original certificates of title for motor vehicles with the Security Interest properly endorsed thereon; (ciii) delivering to the Lender the originals of all instruments, documents, and chattel paper, and all other Collateral of which the Lender determines it should have physical possession in order to perfect and protect the Security Interest therein, duly endorsed or assigned to the Lender without restriction; (d) delivering to the Lender FINOVA warehouse receipts covering any portion of the Collateral located in warehouses and for which warehouse receipts are issued; , and transferring Inventory to warehouses designated by FINOVA, (eiv) placing notations on the Borrower's books of account to disclose the Security Interest; FINOVA's security interest therein and (f) executing and delivering to the Lender a security agreement relating to the Reversions in form and substance satisfactory to the Lender; (gv) delivering to the Lender FINOVA all letters of credit on which the Borrower is named beneficiary; and (h) taking such other steps as are reasonably deemed necessary by the Lender to maintain the Security Interest. To the extent permitted by applicable law, the Lender FINOVA may file, without the Borrower's signature, one or more financing statements disclosing the Security InterestFINOVA's security interest under this Agreement. The Borrower agrees that a carbon, photographic, photostatic, photostatic or other reproduction of this Agreement or of a financing statement is sufficient as a financing statement. If any Collateral is at any time in the possession or control of any warehouseman, bailee or any of the Borrower's agents or processors, then the Borrower shall notify the Lender thereof and shall notify such Person of the Security Interest FINOVA's security interest in such Collateral and, upon the LenderFINOVA's request, if an Event of Default has occurred and is continuing, instruct such Person them to hold all such Collateral for the LenderFINOVA's account subject to the LenderFINOVA's instructions. If at any time any Collateral is located on any Premises that are not owned by the Borrower, then the Borrower shall use reasonable efforts to obtain written waivers, in form and substance satisfactory to the Lender, of all present and future Liens to which the owner or lessor or any mortgagee of such Premises may be entitled to assert against the Collateral. From time to time, the Borrower shall, upon LenderFINOVA's request, execute and deliver confirmatory written instruments pledging the Collateral to the Lender the CollateralFINOVA, but the Borrower's failure to do so shall not affect or limit the Security Interest FINOVA's security interest or the Lender's other rights in and to the Collateral. So long as this Agreement is in effect and until all Until the Obligations have been fully satisfiedsatisfied and FINOVA's obligation to make further advances hereunder has terminated, FINOVA's security interest in the Security Interest Collateral shall continue in full force and effect in all Collateral (whether or not deemed eligible for the purpose of calculating the Availability or as the basis for any advance, loan, extension of credit, or other financial accommodation)effect.

Perfection and Protection of Security Interest. The Borrower shall, at its expense, perform all reasonable steps requested by the Lender at any time to perfect, maintain, protect, and enforce the Security Interest including, without limitation: (a) executing and recording of the Patent and Trademark Assignments and executing and filing financing or continuation statements, and amendments thereof, in form and substance satisfactory to the Lender; (b) delivering, upon request by the Lenderrequest, delivering to the Lender the original certificates of title for motor vehicles with the Security Interest properly endorsed thereon; (c) delivering delivering, upon request, to the Lender the originals of all instrumentsinstruments other than negotiable instruments received in the ordinary course of business, documents, and chattel paper, and all other Collateral of which the Lender determines it should have physical possession in order to perfect and protect the Security Interest therein, duly endorsed or assigned to the Lender without restriction; (d) delivering delivering, upon request, to the Lender warehouse receipts covering any portion of the Collateral located in warehouses and for which warehouse receipts are issued; (e) when an Event of Default occurs and is continuing, transferring Inventory to warehouses designated by the Lender; (f) placing notations on the Borrower's books of account to disclose the Security Interest; (fg) executing and delivering to the Lender a security agreement relating to the Reversions in form and substance satisfactory to the Lender; (gh) delivering delivering, upon request, to the Lender all letters of credit on which the Borrower is named beneficiary; and (hi) taking such other reasonable steps as are reasonably deemed necessary by the Lender to maintain the Security Interest. To the extent permitted by applicable law, the Lender may file, without the Borrower's signature, one or more financing statements disclosing the Security Interest. The Borrower agrees that a carbon, photographic, photostatic, or other reproduction of this Agreement or of a financing statement is sufficient as a financing statement. If any Collateral is at any time in the possession or control of any warehouseman, bailee or any of the Borrower's agents or processors, then the Borrower shall notify the Lender thereof and shall notify such Person of the Security Interest in such Collateral and, upon the Lender's request, if request when an Event of Default has occurred occurs and is continuing, instruct such Person to hold all such Collateral for the Lender's account subject to the Lender's instructions. If at any time any Collateral is located on any Premises that are not owned by the Borrower, then the Borrower shall use reasonable efforts to obtain written waivers, in form and substance satisfactory to the Lender, of all present and future Liens to which the owner or lessor or any mortgagee of such Premises premises may be entitled to assert against the Collateral. From time to time, the Borrower shall, upon Lender's request, execute and deliver confirmatory written instruments pledging to the Lender the Collateral, but the Borrower's failure to do so shall not affect or limit the Security Interest or the Lender's other rights in and to the Collateral. So long as this Agreement is in effect and until all Obligations have been fully satisfied, the Security Interest shall continue in full force and effect in all Collateral (whether or not deemed eligible for the purpose of calculating the Availability or as the basis for any advance, loan, extension of credit, or other financial accommodation).

Perfection and Protection of Security Interest. The Borrower shall, at its expense, and shall cause Paradyne Canada to, at the Borrower's expense, perform all reasonable steps requested by the Lender at any time to perfect, maintain, protect, and enforce the Security Interest and the Canadian Security Interest, including, without limitation: (a) executing and recording of the Patent and Trademark Assignments and, upon any acquisition by Paradyne Canada of any patents, trademarks or copyrights, the Canadian Patent and Trademark Assignments, and executing and filing financing or continuation statements, and amendments thereof, in form and substance satisfactory to the Lender; (b) upon request by the Lender, delivering to the Lender the original certificates of title for motor vehicles with the Security Interest properly endorsed thereon; (c) delivering to the Lender the originals of all instruments, documents, and chattel paper, and all other Collateral of which the Lender determines it should have physical possession in order to perfect and protect the Security Interest therein, duly endorsed or assigned to the Lender without restriction; (dc) delivering to the Lender warehouse receipts covering any portion of the Collateral located in warehouses and for which warehouse receipts are issued; (d) following the occurrence of an Event of Default, transferring Inventory to warehouses designated by the Lender; (e) placing notations on the Borrower's and Paradyne Canada's books of account to disclose the Security Interest and the Canadian Security Interest; (f) executing and delivering to the Lender a security agreement relating to the Reversions in form and substance satisfactory to the Lender; (g) delivering to the Lender all letters of credit on which the Borrower or Paradyne Canada is named beneficiary; and (h) taking such other steps as are reasonably deemed necessary by the Lender to maintain the Security Interest and the Canadian Security Interest. To the extent permitted by applicable law, the Lender may file, without the Borrower's signature, one or more financing statements disclosing the Security Interest. The Borrower agrees that a carbon, photographic, photostatic, or other reproduction of this Agreement or of a financing statement is sufficient as a financing statement. If any Collateral is at any time in the possession or control of any warehouseman, bailee or any of the Borrower's or Paradyne Canada's agents or processors, then the Borrower shall notify the Lender thereof and shall notify such Person of the Security Interest in such Collateral and, upon the Lender's request, if an Event of Default has occurred and is continuing, instruct such Person to hold all such Collateral for the Lender's account subject to the Lender's instructions. If at any time any Collateral having a value in excess of $100,000 in the aggregate is located on any Premises that are not owned by the Borrower, then the Borrower shall use reasonable efforts to obtain written waivers, in form and substance satisfactory to the Lender, of all present and future Liens to which the owner or lessor or any mortgagee of such Premises may be entitled to assert against the Collateral. From time to time, the Borrower shall, upon Lender's request, execute and deliver confirmatory written instruments pledging to the Lender the Collateral, but the Borrower's failure to do so shall not affect or limit the Security Interest or the Lender's other rights in and to the Collateral. So long as this Agreement is in effect and until all Obligations have been fully satisfied, the Security Interest shall continue in full force and effect in all Collateral (whether or not deemed eligible for the purpose of calculating the Availability or as the basis for any advance, loan, extension of credit, or other financial accommodation).

Perfection and Protection of Security Interest. The Borrower (a) Each Grantor shall, at its expense, perform all reasonable steps reasonably requested by the Lender at any time to perfect, maintain, protect, and enforce the Lender’s Liens, including: (i) executing, delivering and/or filing and recording of the Memorandum and Notice of Security Interest including, without limitation: (a) in Intellectual Property and executing and filing financing or continuation statements, and amendments thereof, in form and substance reasonably satisfactory to the Lender; (b) upon request by the Lender, delivering to the Lender the original certificates of title for motor vehicles with the Security Interest properly endorsed thereon; (cii) delivering to the Lender the originals of all instrumentsInstruments, documentsDocuments, and chattel papertangible Chattel Paper, and all other Collateral in such Grantor’s possession of which the Lender reasonably determines it should have physical possession in order to perfect and or protect the Security Interest Lender’s security interest therein, duly endorsed pledged, endorsed, or assigned to the Lender without restriction; (diii) delivering to the Lender warehouse receipts certificates of title covering any portion of the Collateral located in warehouses and collateral for which warehouse receipts are certificates of title have been issued; (eiv) placing notations on the Borrower's such Grantor’s books of account to disclose the Security InterestLender’s security interest; (fv) executing and delivering to the Lender a security agreement relating to the Reversions in form and substance satisfactory to assigning and, upon the Lender; (g) ’s request during the continuance of an Event of Default, delivering to the Lender all such Grantor’s Supporting Obligations, including letters of credit on which the Borrower such Grantor is named beneficiarybeneficiary with the written consent of the issuer thereof; and (hvi) taking such other steps as are deemed reasonably deemed necessary or desirable by the Lender to maintain and protect the Security InterestLender’s Liens. To the extent permitted by applicable law, the Lender may file, without the Borrower's signature, one or more financing statements disclosing the Security Interest. The Borrower Each Grantor agrees that a carbon, photographic, photostatic, or other reproduction of this Security Agreement or of a financing statement is sufficient as a financing statement. If any . (b) Unless Lender shall otherwise consent in writing (which consent may be revoked), each Grantor shall deliver to the Lender all Collateral is at any time consisting of negotiable Documents, certificated securities (accompanied by stock powers executed in blank), Chattel Paper and Instruments promptly after such Grantor receives the possession or control of any warehousemansame. (c) Each Grantor shall, bailee or any in accordance with the terms of the Borrower's agents or processors, then the Borrower shall notify the Lender thereof and shall notify such Person of the Security Interest in such Collateral and, upon the Lender's request, if an Event of Default has occurred and is continuing, instruct such Person to hold all such Collateral for the Lender's account subject to the Lender's instructions. If at any time any Collateral is located on any Premises that are not owned by the Borrower, then the Borrower shall use reasonable efforts to obtain written waivers, in form and substance satisfactory to the Lender, of all present and future Liens to which the owner or lessor or any mortgagee of such Premises may be entitled to assert against the Collateral. From time to time, the Borrower shallCredit Agreement, upon Lender's request, execute and deliver confirmatory ’s written instruments pledging to the Lender the Collateral, but the Borrower's failure to do so shall not affect or limit the Security Interest or request in its reasonably discretion obtain signed acknowledgements of the Lender's other rights in and to the Collateral. So long as this Agreement is in effect and until all Obligations have been fully satisfied, the Security Interest shall continue in full force and effect in all ’s Liens from bailees having possession of any Collateral (whether or not deemed eligible that they hold for the purpose benefit of calculating the Availability or as the basis for any advance, loan, extension of credit, or other financial accommodation)Lender.

Perfection and Protection of Security Interest. (a) The Borrower shall, and shall cause SDI Canada to, at its expense, perform all reasonable steps requested by the Lender Agent at any time to perfect, maintain, protect, and enforce the Security Interest Agent's Liens, including, without limitation: (ai) executing, delivering and/or filing and recording of the Trademark and Copyright Agreements and executing and filing financing or continuation statements, and amendments thereof, in form and substance satisfactory to the LenderAgent; (b) upon request by the Lender, delivering to the Lender the original certificates of title for motor vehicles with the Security Interest properly endorsed thereon; (cii) delivering to the Lender Agent the originals of all instruments, documents, and chattel paper, and all other Collateral of which the Lender Agent determines it should have physical possession in order to perfect and protect the Security Interest Agent's security interest therein, duly pledged, endorsed or assigned to the Lender Agent without restriction; (diii) delivering to the Lender Agent warehouse receipts covering any portion of the Collateral located in warehouses (but not including any in-plant store locations) and for which warehouse receipts are issued and certificate of titles covering any portion of the Collateral for which certificates of title have been issued; (eiv) when an Event of Default exists, transferring Inventory to warehouses designated by the Agent; (v) placing notations on the Borrower's or SDI Canada's books of account to disclose the Security InterestAgent's security interest; (f) executing and delivering to the Lender a security agreement relating to the Reversions in form and substance satisfactory to the Lender; (gvi) delivering to the Lender Agent all letters of credit on which the Borrower or SDI Canada is named beneficiary; and (hvii) taking such other steps as are reasonably deemed necessary or desirable by the Lender Agent to maintain and protect the Security InterestAgent's Liens. To the extent permitted by applicable law, the Lender Agent may file, without the Borrower's signature, one or more financing statements disclosing the Security InterestAgent's Liens. The Borrower agrees that a carbon, photographic, photostatic, or other reproduction of this Agreement or of a financing statement is sufficient as a financing statement. . (b) If any Collateral is at any time in the possession or control of any warehouseman, bailee or any of the Borrower's or SDI Canada's agents or processors, then the Borrower shall notify the Lender Agent thereof and shall notify such Person of the Security Interest Agent's security interest in such Collateral and, upon the LenderAgent's request, if an Event of Default has occurred and is continuing, instruct such Person to hold all such Collateral for the LenderAgent's account subject to the LenderAgent's instructions. If at any time any Collateral is located on any Premises that are operating facility of the Borrower or SDI Canada which is not owned by the BorrowerBorrower or SDI Canada (other than an in-plant store location), then the Borrower shall, or shall use reasonable efforts to cause SDI Canada to, at the request of the Agent, obtain written waivers, in form and substance satisfactory to the LenderAgent, of all present and future Liens to which the owner or lessor or any mortgagee of such Premises premises may be entitled to assert against the Collateral. . (c) From time to time, the Borrower shall, and shall cause SDI Canada to, upon Lenderthe Agent's request, execute and deliver confirmatory written instruments pledging to the Lender Agent, for the Collateralratable benefit of the Agent and the Lenders, the Collateral with respect to the Borrower or SDI Canada, but the Borrower's failure to do so shall not affect or limit the Security Interest any security interest or the Lender's any other rights of the Agent or any Lender in and to the CollateralCollateral with respect to the Borrower or SDI Canada. So long as this Agreement is in effect and until all Obligations have been fully satisfied, the Security Interest Agent's Liens shall continue in full force and effect in all Collateral (whether or not deemed eligible for the purpose of calculating the Availability of the Borrower or as the basis for any advance, loan, extension of credit, or other financial accommodation).