Common use of PERFECTION; FURTHER ASSURANCES Clause in Contracts

PERFECTION; FURTHER ASSURANCES. Borrower will give Agent at least 30 days’ prior written notice of any change in Borrower’s name, state of organization or organizational identification number, any change in the location of Borrower’s principal place of business or chief executive office, any change in the locations of Borrower’s Contracts, Inventory or Equipment and any acquisition by Borrower of any interest in real property. Borrower will, at Borrower’s expense, promptly execute and deliver from time to time at Agent’s request and pay the costs of filing such additional financing statements, mortgages, or other evidences of Liens as may be necessary or desirable to perfect or continue perfection of Agents on behalf of Lenders security interest in Borrower’s property or, at Agent’s request, to create and perfect a Lien on newly acquired real property. Borrower will use all commercially reasonable efforts to obtain from any landlord, warehouseman, processor or other third party operator of premises on which any Collateral is located (other than Customers) an acceptable Lien waiver or subordination agreement in Agent’s on behalf of Lender’s favor with respect to such Collateral. All Collateral is and will continue to be, except as expressly consented to by Agent on behalf of Lenders, personal property and will not, by reason of attachment or connection to any realty, either become or be deemed to be a fixture or appurtenance to such realty and will at all times be readily removable without material damage to any realty, provided, however that Agent and Lenders acknowledge that certain Inventory or Equipment such as satellite dishes and other equipment installed in connection with the services Borrower provides under its Customer Contracts may be affixed to realty of the particular Customer. In the event that any Collateral, including proceeds, is evidenced by or consists of Negotiable Collateral, Borrower shall, immediately upon written request therefor from Agent, endorse and assign such Negotiable Collateral over to Lenders and deliver actual physical possession of the Negotiable Collateral to Agents on behalf of Lenders. Borrower shall at any time and from time to time use commercially reasonable efforts as Lenders may request for Agent on behalf of Lenders (i) to obtain an acknowledgment, in form and substance satisfactory to Agent on behalf of Lenders, of any bailee having possession of any of the Collateral that such bailee holds such Collateral for Lenders, (ii) to obtain “control” of any investment property, deposit accounts, letter-of-credit rights or chattel paper (including electronic chattel paper) in accordance with Article 9 of the UCC, with any agreements establishing control to be in form and substance satisfactory to Lenders, and (iii) otherwise to insure the continued perfection and priority of Lenders’ security interest in any of the Collateral and of the preservation of its rights therein. Borrower shall only keep funds on deposit in bank or other deposit accounts covered by deposit account control agreements except for those bank or deposit accounts which are either zero balance accounts or maintain minimal balances (i.e. less than $10,000 on an average basis). Lenders may, not more frequently than once per year at Borrower’s expense (unless a Default has occurred and is continuing), obtain an appraisal on some or all of the Collateral.

PERFECTION; FURTHER ASSURANCES. No Borrower shall change its name, state of organization, type of organization or organizational identification number without providing at least 20 days’ prior written notice to Agent. Borrowers’ Agent will give Agent at least 30 20 days’ prior written notice (unless otherwise agreed to by Agent in its sole discretion), of any change in Borrower’s name, state of organization or organizational identification number, any change in the location of a Borrower’s principal place of business or chief executive office, any change in the locations of a Borrower’s Contracts, Inventory or Equipment and any acquisition by a Borrower of any interest in real property. Borrower Borrowers will, at Borrower’s Borrowers’ expense, promptly execute and deliver from time to time at Agent’s request and pay the costs of filing such additional financing statements, mortgages, or other evidences of Liens as may be necessary or desirable to perfect or continue perfection of Agents on behalf of Lenders Agent’s security interest in Borrower’s Borrowers’ property or, at Agent’s request, to create and perfect a Lien on newly acquired real property. Borrower Borrowers will use all commercially reasonable efforts to obtain from any landlord, warehouseman, processor or other third party operator of premises on which any Collateral is located (other than Customers) an acceptable Lien waiver or subordination agreement in Agent’s on behalf of Lender’s favor with respect to such Collateral. All Collateral is and will continue to be, except as expressly consented to by Agent on behalf of LendersAgent, personal property and will not, by reason of attachment or connection to any realty, either become or be deemed to be a fixture or appurtenance to such realty and will at all times be readily removable without material damage to any realty, provided, however that Agent and Lenders acknowledge that certain Inventory or Equipment such as satellite dishes and other equipment installed in connection with the services Borrower provides under its Customer Contracts may be affixed to realty of the particular Customer. In the event that any Collateral, including proceeds, is evidenced by or consists of Negotiable Collateral, Borrower Borrowers shall, immediately upon written request therefor from Agent, endorse and assign such Negotiable Collateral over to Lenders Agent and deliver actual physical possession of the Negotiable Collateral to Agents on behalf of LendersAgent. Borrower Borrowers shall at any time and from time to time use commercially reasonable efforts take such steps as Lenders Agent may request for Agent on behalf of Lenders (i) to obtain an acknowledgment, in form and substance satisfactory to Agent on behalf of LendersAgent, of any bailee having possession of any of the Collateral that such bailee holds such Collateral for LendersAgent, (ii) to obtain “control” of any investment property, deposit accounts, letter-of-credit rights or and chattel paper (including electronic chattel paper) in accordance with Article 9 of the UCC, with any agreements establishing control to be in form and substance satisfactory to LendersAgent, (iii) to have Agent’s Lien noted on each certificate of title evidencing any Collateral, and (iiiiv) otherwise to insure the continued perfection and priority of Lenders’ Agent’s security interest in any of the Collateral and of the preservation of its rights therein. Borrower shall only keep funds on deposit in bank or other deposit accounts covered by deposit account control agreements except for those bank or deposit accounts which are either zero balance accounts or maintain minimal balances (i.e. less than $10,000 on an average basis). Lenders may, not more frequently than once per year at Borrower’s expense (unless a Default has occurred and is continuing), obtain an appraisal on some or all of the Collateral.

PERFECTION; FURTHER ASSURANCES. Borrower will give Agent Lender at least 30 days’ ' prior written notice of any change in Borrower’s 's name, state of organization or organizational identification number, any change in the location of Borrower’s 's principal place of business or chief executive office, any change in the locations of Borrower’s Contracts, 's Inventory or Equipment and any acquisition by Borrower of any interest in real property. Borrower will, at Borrower’s 's expense, promptly execute and deliver from time to time at Agent’s Lender's request and pay the costs of filing such additional financing statements, mortgages, or other evidences of Liens as may be necessary or desirable to perfect or continue perfection of Agents on behalf of Lenders Lender's security interest in Borrower’s 's property or, at Agent’s Lender's request, to create and perfect a Lien on newly acquired real property. Borrower will use all commercially reasonable efforts to obtain from any landlord, warehouseman, processor or other third party operator of premises on which any Collateral is located (other than Customers) an acceptable Lien waiver or subordination agreement in Agent’s on behalf of Lender’s 's favor with respect to such Collateral. All Collateral is and will continue to be, except as expressly consented to by Agent on behalf of LendersLender, personal property and will not, by reason of attachment or connection to any realty, either become or be deemed to be a fixture or appurtenance to such realty and will at all times be readily removable without material damage to any realty, provided, however that Agent and Lenders acknowledge that certain Inventory or Equipment such as satellite dishes and other equipment installed in connection with the services Borrower provides under its Customer Contracts may be affixed to realty of the particular Customer. In the event that any Collateral, including proceeds, is evidenced by or consists of Negotiable Collateral, Borrower shall, immediately upon written request therefor from AgentLender (but subject to the rights of Oak Street under the Oak Street Intercreditor Agreement), endorse and assign such Negotiable Collateral over to Lenders Lender and deliver actual physical possession of the Negotiable Collateral to Agents on behalf of LendersLender. Borrower shall at any time and from time to time use commercially reasonable efforts take such steps as Lenders Lender may request for Agent on behalf of Lenders Lender (i) to obtain an acknowledgment, in form and substance satisfactory to Agent on behalf of LendersLender, of any bailee having possession of any of the Collateral that such bailee holds such Collateral for LendersLender, (ii) to obtain “"control” " of any investment property, deposit accounts, letter-of-credit rights or electronic chattel paper (including electronic chattel paper) in accordance with Article 9 of the UCC, with any agreements establishing control to be in form and substance satisfactory to LendersLender, and (iii) otherwise to insure the continued perfection and priority of Lenders’ Lender's security interest in any of the Collateral and of the preservation of its rights therein. Borrower shall only keep funds on deposit in bank or other deposit accounts covered by deposit account control agreements except for those bank or deposit accounts which are either zero balance accounts or maintain minimal balances (i.e. less than $10,000 on an average basis). Lenders may, not more frequently than once per year at Borrower’s expense (unless a Default has occurred and is continuing), obtain an appraisal on some or all of the Collateral.

PERFECTION; FURTHER ASSURANCES. Borrower Borrowers will give Agent Lender at least 30 days’ prior written notice of any change in any Borrower’s name, state of organization or organizational identification number, any change in the location of any Borrower’s principal place of business or chief executive office, any change in the locations of any Borrower’s Contracts, Inventory or Equipment and any acquisition by any Borrower of any interest in real property. Each Borrower will, at Borrower’s Borrowers’ expense, promptly execute and deliver from time to time at AgentLender’s request and pay the costs of filing such additional financing statements, mortgages, or other evidences of Liens as may be necessary or desirable to perfect or continue perfection of Agents on behalf of Lenders Lender’s security interest in Borrower’s Borrowers’ property or, at AgentLender’s request, to create and perfect a Lien on newly acquired real property. Borrower Borrowers will use all commercially reasonable efforts to obtain from any landlord, warehouseman, processor or other third party operator of premises on which any Collateral is located (other than Customers) an acceptable Lien waiver or subordination agreement in Agent’s on behalf of Lender’s favor with respect to such Collateral. All Collateral is and will continue to be, except as expressly consented to by Agent on behalf of LendersLender, personal property and will not, by reason of attachment or connection to any realty, either become or be deemed to be a fixture or appurtenance to such realty and will at all times be readily removable without material damage to any realty, provided, however that Agent and Lenders acknowledge that certain Inventory or Equipment such as satellite dishes and other equipment installed in connection with the services Borrower provides under its Customer Contracts may be affixed to realty of the particular Customer. In the event that any Collateral, including proceeds, is evidenced by or consists of Negotiable Collateral, Borrower Borrowers shall, immediately upon written request therefor from AgentLender, endorse and assign such Negotiable Collateral over to Lenders Lender and deliver actual physical possession of the Negotiable Collateral to Agents on behalf of LendersLender. Borrower Borrowers shall at any time and from time to time use commercially reasonable efforts take such steps as Lenders Lender may request for Agent on behalf of Lenders Lender (i) to obtain an acknowledgment, in form and substance satisfactory to Agent on behalf of LendersLender, of any bailee having possession of any of the Collateral that such bailee holds such Collateral for LendersLender, (ii) to obtain “control” of any investment property, deposit accounts, letter-of-credit rights or electronic chattel paper (including electronic chattel paper) in accordance with Article 9 of the UCC, with any agreements establishing control to be in form and substance satisfactory to LendersLender, and (iii) otherwise to insure the continued perfection and priority of Lenders’ Lender’s security interest in any of the Collateral and of the preservation of its rights therein. Borrower shall only keep funds on deposit in bank or other deposit accounts covered by deposit account control agreements except for those bank or deposit accounts which are either zero balance accounts or maintain minimal balances (i.e. less than $10,000 on an average basis). Lenders may, not more frequently than once per year at Borrower’s expense (unless a Default has occurred and is continuing), obtain an appraisal on some or all of the Collateral.

PERFECTION; FURTHER ASSURANCES. Borrower will give Agent at least 30 days’ prior written notice of any change in Borrower’s name, state of organization or organizational identification number, any change in the location of Borrower’s principal place of business or chief executive office, any change in the locations of Borrower’s Contracts, Inventory or Equipment and any acquisition by Borrower of any interest in real property. Borrower will11.1 Each Debtor agrees that from time to time, at Borrower’s expensethe expense of such Debtor, such Debtor shall promptly execute and deliver from time to time at Agent’s request all further instruments and pay the costs of filing such additional financing statementsdocuments, mortgagesand take all further action, that may be reasonably necessary, or other evidences of Liens as that the Intercreditor Agent may be necessary or desirable reasonably request, in order to perfect and protect the assignment and security interest granted, ensure the continued perfection of, purported or continue perfection intended to be granted hereby in favor of Agents on behalf the Secured Parties or to enable the Intercreditor Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral. Without limiting the generality of Lenders the foregoing, each Debtor shall (i) if any Collateral shall be evidenced by a promissory note or other instrument in excess of $50,000, deliver and pledge to the Intercreditor Agent for the benefit of the Secured Parties granted a security interest in Borrower’s property orsuch Collateral such note or instrument duly endorsed without recourse, at Agent’s requestand accompanied by duly executed instruments of transfer or assignment, to create and perfect a Lien on newly acquired real property. Borrower will use all commercially reasonable efforts to obtain from any landlord, warehouseman, processor or other third party operator of premises on which any Collateral is located (other than Customers) an acceptable Lien waiver or subordination agreement in Agent’s on behalf of Lender’s favor with respect to such Collateral. All Collateral is and will continue to be, except as expressly consented to by Agent on behalf of Lenders, personal property and will not, by reason of attachment or connection to any realty, either become or be deemed to be a fixture or appurtenance to such realty and will at all times be readily removable without material damage to any realty, provided, however that Agent and Lenders acknowledge that certain Inventory or Equipment such as satellite dishes and other equipment installed in connection with the services Borrower provides under its Customer Contracts may be affixed to realty of the particular Customer. In the event that any Collateral, including proceeds, is evidenced by or consists of Negotiable Collateral, Borrower shall, immediately upon written request therefor from Agent, endorse and assign such Negotiable Collateral over to Lenders and deliver actual physical possession of the Negotiable Collateral to Agents on behalf of Lenders. Borrower shall at any time and from time to time use commercially reasonable efforts as Lenders may request for Agent on behalf of Lenders (i) to obtain an acknowledgment, in form and substance satisfactory to Agent on behalf of Lenders, of any bailee having possession of any of the Collateral that such bailee holds such Collateral for LendersIntercreditor Agent, (ii) execute and deliver to obtain “control” the Intercreditor Agent such financing or continuation statements, or amendments thereto, and such other instruments, endorsements or notices, as may be reasonably necessary or desirable or as such Secured Parties may reasonably request or, in order to perfect and preserve the assignments and security interests granted, purported or intended to be granted hereby in favor of the relevant Secured Parties and (iii) at the Intercreditor Agent's reasonable request, appear in and defend any investment propertyaction or proceeding that may affect Debtor's title to or the Intercreditor Agent's or any of the Secured Parties security interest in all or any part of the Collateral. If any Debtor shall at any time acquire a material commercial tort claim, deposit accounts, letter-of-credit rights or chattel paper (including electronic chattel paper) as defined in accordance with Article 9 of the UCC, such Debtor shall promptly notify the Intercreditor Agent in writing signed by such Debtor of the brief details thereof and grant to the Intercreditor Agent in such writing a security interest therein and in the proceeds thereof, all upon the terms of this Agreement, with any agreements establishing control such writing to be in form and substance reasonably satisfactory to Lenders, and (iii) otherwise to insure the continued perfection and priority of Lenders’ security interest in any of the Collateral and of the preservation of its rights therein. Borrower shall only keep funds on deposit in bank or other deposit accounts covered by deposit account control agreements except for those bank or deposit accounts which are either zero balance accounts or maintain minimal balances (i.e. less than $10,000 on an average basis). Lenders may, not more frequently than once per year at Borrower’s expense (unless a Default has occurred and is continuing), obtain an appraisal on some or all of the CollateralIntercreditor Agent.

PERFECTION; FURTHER ASSURANCES. Borrower will give Agent Lender at least 30 days’ prior written notice of any change in Borrower’s name, state of organization or organizational identification number, any change in the location of Borrower’s principal place of business or chief executive office, any change in the locations of Borrower’s Contracts, Inventory or Equipment and any acquisition by Borrower of any interest in real property. Borrower will, at Borrower’s expense, promptly execute and deliver from time to time at AgentLender’s request and pay the costs of filing such additional financing statements, mortgages, or other evidences of Liens as may be necessary or desirable to perfect or continue perfection of Agents on behalf of Lenders Lender’s security interest in Borrower’s property or, at AgentLender’s request, made in Lender’s sole and absolute discretion, to create and perfect a Lien on newly acquired personal or real property. Borrower will use all commercially reasonable efforts to obtain from any landlord, warehouseman, processor or other third party operator of premises on which any Collateral is located (other than Customers) an acceptable Lien waiver or subordination agreement in Agent’s on behalf of Lender’s favor with respect to such Collateral. Lender shall have the right to maintain rent reserves and other appropriate reserves against the availability under the Borrowing Base unless and until Lender has received all waivers or subordination agreements required by Lender and containing terms and conditions satisfactory to Lender in its sole discretion from such landlords, warehousemen, or other third party operators of premises where any Collateral is located. All Collateral is and will continue to be, except as expressly consented to by Agent on behalf of LendersLender, personal property and will not, by reason of attachment or connection to any realty, either become or be deemed to be a fixture or appurtenance to such realty and will at all times be readily removable without material damage to any realty, provided, however that Agent and Lenders acknowledge that certain Inventory or Equipment such as satellite dishes and other equipment installed in connection with the services Borrower provides under its Customer Contracts may be affixed to realty of the particular Customer. In the event that any Collateral, including proceeds, is evidenced by or consists of Negotiable Collateral, Borrower shall, immediately upon written request therefor from AgentLender, endorse and assign such Negotiable Collateral over to Lenders Lender and deliver actual physical possession of the Negotiable Collateral to Agents on behalf of LendersLender. Borrower shall at any time and from time to time use commercially reasonable efforts take such steps as Lenders Lender may request for Agent on behalf of Lenders Lender (i) to obtain an acknowledgment, in form and substance satisfactory to Agent on behalf of LendersLender, of any bailee having possession of any of the Collateral that such bailee holds such Collateral for LendersLender, (ii) to obtain “control” of any investment property, deposit accounts, letter-of-credit rights or chattel paper (including electronic chattel paper) in accordance with Article 9 of the UCC, with any agreements establishing control to be in form and substance satisfactory to LendersLender, and (iii) otherwise to insure the continued perfection and priority of Lenders’ Lender’s security interest in any of the Collateral and of the preservation of its rights therein. Borrower shall only keep funds on deposit in bank or other deposit accounts covered by deposit account control agreements except for those bank or deposit accounts which are either zero balance accounts or maintain minimal balances (i.e. less than $10,000 on an average basis). Lenders may, not more frequently than once per year at Borrower’s expense (unless a Default has occurred and is continuing), obtain an appraisal on some or all of the Collateral.

PERFECTION; FURTHER ASSURANCES. Borrower will give Agent Lender at least 30 days’ prior written notice of any change in Borrower’s name, state of organization or organizational identification number, any change in the location of Borrower’s principal place of business or chief executive office, any change in the locations of Borrower’s Contracts, Inventory or Equipment Collateral and any acquisition by Borrower of any interest in real property, the entering into of any agreement with any Servicer or originator of Collateral or amendment relating to any agreement with any Servicer or originator existing as of the Agreement Date. Borrower will, at Borrower’s expense, promptly execute and deliver from time to time at AgentLender’s request and pay the costs of filing such additional financing statements, mortgages, or other evidences of Liens as may be necessary or desirable to perfect or continue perfection of Agents on behalf of Lenders Lender’s security interest in Borrower’s property or, at AgentLender’s request, to create and perfect a Lien on newly acquired real property. Borrower will use all commercially reasonable efforts to obtain from any service, originator, custodian, landlord, warehouseman, processor or other third party operator of premises on which any Collateral is located (other than Customers) an acceptable Lien waiver or waiver, subordination agreement or other agreement in Agent’s on behalf of Lender’s favor with respect to such Collateral. All Collateral is and will continue to be, except as expressly consented to by Agent on behalf of Lenders, personal property and will not, by reason of attachment or connection to any realty, either become or be deemed to be a fixture or appurtenance to such realty and will at all times be readily removable without material damage to any realty, provided, however that Agent and Lenders acknowledge that certain Inventory or Equipment such as satellite dishes and other equipment installed in connection with the services Borrower provides under its Customer Contracts may be affixed to realty of the particular Customer. In the event that any Collateral, including proceeds, is evidenced by or consists of Negotiable Collateral, Borrower shall, immediately upon written request therefor from AgentLender, endorse and assign such Negotiable Collateral over to Lenders Lender and deliver actual physical possession of the Negotiable Collateral to Agents on behalf of LendersLender. Borrower shall at any time and from time to time use commercially reasonable efforts take such steps as Lenders Lender may request for Agent on behalf of Lenders Lender (i) to obtain an acknowledgment, in form and substance satisfactory to Agent on behalf of LendersLender, of any bailee having possession of any of the Collateral that such bailee holds such Collateral for LendersLender, (ii) to obtain “control” of any investment property, deposit accounts, letter-of-credit rights or and chattel paper (including electronic chattel paper) in accordance with Article 9 of the UCC, with any agreements establishing control to be in form and substance satisfactory to LendersLender, and (iii) otherwise to insure the continued perfection and priority of Lenders’ Lender’s security interest in any of the Collateral and of the preservation of its rights therein. Borrower shall only keep funds on deposit in bank or other deposit accounts covered by deposit account control agreements except for those bank or deposit accounts which are either zero balance accounts or maintain minimal balances (i.e. less than $10,000 on an average basis). Lenders may, not more frequently than once per year at Borrower’s expense (unless Upon the occurrence of a Default has occurred and is continuing)hereunder, obtain an appraisal on some Borrower authorizes Lender to file UCC amendments assigning to Lender any UCC financing statements of record in favor of Borrower against any Clients or all of the CollateralContract Debtors.

PERFECTION; FURTHER ASSURANCES. No Borrower shall change its name, jurisdiction of organization, type of organization or organizational identification number; provided, however, that Vanco may change its name to “Global Capacity Direct, LLC” so long as Borrowers provide Agent with at least 5 Business Days’ notice of such name change. Borrowers will give Agent at least 30 days’ prior written notice of any change in Borrower’s name, state of organization or organizational identification number, any change in the location of any Borrower’s principal place of business or chief executive office, any change in the locations of any Borrower’s Contracts, Inventory or Equipment and any acquisition by any Borrower of any interest in real property. Each Borrower will, at Borrower’s Borrowers’ expense, promptly execute and deliver from time to time at Agent’s request and pay the costs of filing such additional financing statements, mortgages, or other evidences of Liens as may be necessary or desirable to perfect or continue perfection of Agents on behalf of Lenders Agent’s security interest in Borrower’s Borrowers’ property or, at Agent’s request, to create and perfect a Lien on newly acquired real property. Borrower Borrowers will use all commercially reasonable efforts to obtain from any landlord, warehouseman, processor or other third party operator of premises on which any Collateral is located (other than Customers) an acceptable Lien waiver or subordination agreement in Agent’s on behalf of Lender’s favor with respect to such Collateral. All Collateral is and will continue to be, except as expressly consented to by Agent on behalf of Lenders, personal property and will not, by reason of attachment or connection to any realty, either become or be deemed to be a fixture or appurtenance to such realty and will at all times be readily removable without material damage to any realty, provided, however that Agent and Lenders acknowledge that certain Inventory or Equipment such as satellite dishes and other equipment installed in connection with the services Borrower provides under its Customer Contracts may be affixed to realty of the particular Customer. In the event that any Collateral, including proceeds, is evidenced by or consists of Negotiable Collateral, Borrower Borrowers shall, immediately upon written request therefor from Agent, endorse and assign such Negotiable Collateral over to Lenders Agent and deliver actual physical possession of the Negotiable Collateral to Agents on behalf of LendersAgent. Borrower Borrowers shall at any time and from time to time use commercially reasonable efforts take such steps as Lenders Agent may request for Agent on behalf of Lenders (i) to obtain an acknowledgment, in form and substance satisfactory to Agent on behalf of LendersAgent, of any bailee having possession of any of the Collateral that such bailee holds such Collateral for LendersAgent, (ii) to obtain “control” of any investment property, deposit accounts, letter-of-credit rights or chattel paper (including electronic chattel paper) in accordance with Article 9 of the UCC, with any agreements establishing control to be in form and substance satisfactory to LendersAgent, (iii) to have Agent’s Lien noted on each certificate of title evidencing any Collateral, and (iiiiv) otherwise to insure the continued perfection and priority of Lenders’ Agent’s security interest in any of the Collateral and of the preservation of its rights therein. Borrower shall only keep funds on deposit in bank or other deposit accounts covered by deposit account control agreements except for those bank or deposit accounts which are either zero balance accounts or maintain minimal balances (i.e. less than $10,000 on an average basis). Lenders Agent may, not more frequently than once per year from time to time at Borrower’s expense (unless a Default has occurred and is continuing)Borrowers’ expense, obtain an appraisal on some or all of the Collateral; provided, however, that Borrowers shall not be required to reimburse Agent for more than one such appraisal per calendar year (it being understood that any such appraisal conducted while a Default exists shall not count against such one-per-year limitation).

PERFECTION; FURTHER ASSURANCES. Borrower will give Agent at least 30 days’ prior written notice of any change agrees to comply with all appropriate laws in Borrowerorder to perfect Lender’s name, state of organization or organizational identification number, any change in the location of Borrower’s principal place of business or chief executive office, any change in the locations of Borrower’s Contracts, Inventory or Equipment and any acquisition by Borrower of any security interest in real property. Borrower will, at Borrower’s expense, promptly and to the Collateral and to execute and deliver such documents as Lender may require from time to time time. Borrower authorizes Lender to file at Agent’s request such times and pay the costs of filing places as Lender may designate such additional financing statements, mortgages, or other evidences of Liens continuations and amendments thereto as may be are necessary or desirable to perfect or continue perfection Lender’s rights in and give notice of Agents on behalf Lender’s purchase of Lenders the Accounts under the UCC in effect in any applicable jurisdiction and Lender’s security interest in Borrower’s property or, at Agent’s request, to create and perfect a Lien on newly acquired real property. Borrower will use all commercially reasonable efforts to obtain from any landlord, warehouseman, processor or other third party operator of premises on which any Collateral is located (other than Customers) an acceptable Lien waiver or subordination agreement in Agent’s on behalf of Lender’s favor with respect to such the Collateral. All Collateral is and will continue to be, except as expressly consented to by Agent on behalf of Lenders, personal property and will not, by reason of attachment or connection to any realty, either become or be deemed to be a fixture or appurtenance to such realty and will at all times be readily removable without material damage to any realty, provided, however that Agent and Lenders acknowledge that certain Inventory or Equipment such as satellite dishes and other equipment installed in connection with the services Borrower provides under its Customer Contracts Lender may be affixed to realty of the particular Customer. In the event that any Collateral, including proceeds, is evidenced by or consists of Negotiable Collateral, Borrower shall, immediately upon written request therefor from Agent, endorse and assign such Negotiable Collateral over to Lenders and deliver actual physical possession of the Negotiable Collateral to Agents on behalf of Lenders. Borrower shall at any time and from time to time use commercially reasonable efforts as Lenders may request for Agent on behalf of Lenders (i) to obtain an acknowledgmentfile Financing Statements, in form continuation statements and substance satisfactory to Agent on behalf of Lenders, of any bailee having possession of any of amendments thereto that describe the Collateral that such bailee holds such Collateral for Lenders, (ii) to obtain as “controlall assets” of Borrower or words of similar effect and which contain any investment property, deposit accounts, letter-of-credit rights or chattel paper (including electronic chattel paper) in accordance with other information required by Part 5 of Article 9 of the UCCapplicable UCC for the sufficiency or filing office acceptance of any Financing Statement, continuation statement or amendment, including whether Borrower is an organization, the type of organization and any organization identification number issued to Borrower. Borrower agrees to furnish any such information to Lender promptly upon request. Any such Financing Statements, continuation statements or amendments may be signed by Lender on behalf of Borrower or filed by Lender without the signature of Borrower and may be filed at any time in any jurisdiction. Borrower acknowledges that it is not authorized to file any Financing Statement or amendment or termination statement with respect to any agreements establishing control to be in form Financing Statement naming Borrower as the debtor and substance satisfactory to LendersLender as the secured party without the prior written consent of Lender, and (iii) otherwise to insure Borrower agrees that it shall not do so without the continued perfection and priority prior written consent of Lenders’ security interest in any of the Collateral and of the preservation of its rights thereinLender. Borrower shall only keep funds on deposit in bank or other deposit accounts covered hereby ratifies any UCC Financing Statements previously filed by deposit account control agreements except for those bank or deposit accounts which are either zero balance accounts or maintain minimal balances (i.e. less than $10,000 on an average basis). Lenders may, not more frequently than once per year at Borrower’s expense (unless a Default has occurred and is continuing), obtain an appraisal on some or all of the CollateralLender.

PERFECTION; FURTHER ASSURANCES. Borrower The Obligors will give Agent Lender at least 30 days’ ' prior written notice of any change in Borrower’s any Obligor's name, state of organization or organizational identification number, any change in the location of Borrower’s any Obligor's principal place of business or chief executive office, any change in the locations of Borrower’s Contracts, any Inventory or Equipment and any acquisition by Borrower of any interest in real property. Borrower The Obligors will, at Borrower’s 's expense, promptly execute and deliver from time to time at Agent’s Lender's request and pay the costs of filing such additional financing statements, mortgages, or other evidences of Liens as may be necessary or desirable to perfect or continue perfection of Agents on behalf of Lenders Lender's security interest in Borrower’s property the Collateral or, at Agent’s Lender's request, to create and perfect a Lien on newly acquired real propertyproperty of Borrower. Borrower will use all commercially reasonable efforts to obtain from any landlord, warehouseman, processor or other third party operator of premises on which any Collateral is located (other than Customers) an acceptable Lien waiver or subordination agreement in Agent’s on behalf of Lender’s 's favor with respect to such Collateral. All Collateral is and will continue to be, except as expressly consented to by Agent on behalf of LendersLender, personal property and will not, by reason of attachment or connection to any realty, either become or be deemed to be a fixture or appurtenance to such realty and will at all times be readily removable without material damage to any realty, provided, however that Agent and Lenders acknowledge that certain Inventory or Equipment such as satellite dishes and other equipment installed in connection with the services Borrower provides under its Customer Contracts may be affixed to realty of the particular Customer. In the event that any Collateral, including proceeds, is evidenced by or consists of Negotiable CollateralCollateral (including any pawn contract), Borrower shall, immediately upon written request therefor from AgentLender, endorse and assign such Negotiable Collateral over to Lenders and Lender and/or deliver actual physical possession of the Negotiable Collateral to Agents on behalf of LendersLender. Borrower shall cause all pawn contracts to include language noting Lender's security interest therein in form and substance acceptable to Lender. Each Obligor shall at any time and from time to time use commercially reasonable efforts take such steps as Lenders Lender may request for Agent on behalf of Lenders Lender (i) to obtain an acknowledgment, in form and substance satisfactory to Agent on behalf of LendersLender, of any bailee having possession of any of the Collateral that such bailee holds such Collateral for LendersLender, (ii) to obtain “"control” " of any investment property, deposit accounts, letter-of-credit rights or electronic chattel paper (including electronic chattel paper) in accordance with Article 9 of the UCC, with any agreements establishing control to be in form and substance satisfactory to LendersLender, and (iii) otherwise to insure the continued perfection and priority of Lenders’ Lender's security interest in any of the Collateral and of the preservation of its rights therein. Borrower shall only keep funds on deposit in bank or other deposit accounts covered by deposit account control agreements except for those bank or deposit accounts which are either zero balance accounts or maintain minimal balances (i.e. less than $10,000 on an average basis). Lenders may, not more frequently than once per year at Borrower’s expense (unless a Default has occurred and is continuing), obtain an appraisal on some or all of the Collateral.

PERFECTION; FURTHER ASSURANCES. Borrower will give Agent Lender at least 30 days’ ' prior written notice of any change in Borrower’s 's name, state of organization or organizational identification number, any change in the location of Borrower’s 's principal place of business or chief executive office, any change in the locations of Borrower’s Contracts, 's Inventory or Equipment and any acquisition by Borrower of any interest in real property. Borrower will, at Borrower’s 's expense, promptly execute and deliver from time to time at Agent’s Lender's request and pay the costs of filing such additional financing statements, mortgages, or other evidences of Liens as may be necessary or desirable to perfect or continue perfection of Agents on behalf of Lenders Lender's security interest in Borrower’s 's property or, at Agent’s Lender's request, made in Lender's sole and absolute discretion, to create and perfect a Lien on newly acquired personal or real property. Borrower will use all commercially reasonable efforts to obtain from any landlord, warehouseman, processor or other third party operator of premises on which any Collateral is located (other than Customers) an acceptable Lien waiver or subordination agreement in Agent’s on behalf of Lender’s 's favor with respect to such Collateral. Lender shall have the right to maintain rent reserves and other appropriate reserves against the availability under the Borrowing Base unless and until Lender has received all waivers or subordination agreements required by Lender and containing terms and conditions satisfactory to Lender in its sole discretion from such landlords, warehousemen, or other third party operators of premises where any Collateral is located. All Collateral is and will continue to be, except as expressly consented to by Agent on behalf of LendersLender, personal property and will not, by reason of attachment or connection to any realty, either become or be deemed to be a fixture or appurtenance to such realty and will at all times be readily removable without material damage to any realty, provided, however that Agent and Lenders acknowledge that certain Inventory or Equipment such as satellite dishes and other equipment installed in connection with the services Borrower provides under its Customer Contracts may be affixed to realty of the particular Customer. In the event that any Collateral, including proceeds, is evidenced by or consists of Negotiable Collateral, Borrower shall, immediately upon written request therefor from AgentLender, endorse and assign such Negotiable Collateral over to Lenders Lender and deliver actual physical possession of the Negotiable Collateral to Agents on behalf of LendersLender. Borrower shall at any time and from time to time use commercially reasonable efforts take such steps as Lenders Lender may request for Agent on behalf of Lenders Lender (i) to obtain an acknowledgment, in form and substance satisfactory to Agent on behalf of LendersLender, of any bailee having possession of any of the Collateral that such bailee holds such Collateral for LendersLender, (ii) to obtain “"control” " of any investment property, deposit accounts, letter-of-credit rights or chattel paper (including electronic chattel paper) in accordance with Article 9 of the UCC, with any agreements establishing control to be in form and substance satisfactory to LendersLender, and (iii) otherwise to insure the continued perfection and priority of Lenders’ Lender's security interest in any of the Collateral and of the preservation of its rights therein. Borrower shall only keep funds on deposit in bank or other deposit accounts covered by deposit account control agreements except for those bank or deposit accounts which are either zero balance accounts or maintain minimal balances (i.e. less than $10,000 on an average basis). Lenders may, not more frequently than once per year at Borrower’s expense (unless a Default has occurred and is continuing), obtain an appraisal on some or all of the Collateral.

PERFECTION; FURTHER ASSURANCES. Borrower will give Agent Lender at least 30 days’ prior written notice of any change in Borrower’s name, state of organization or organizational identification number, any change in the location of Borrower’s principal place of business or chief executive office, any change in the locations of Borrower’s Contracts, Inventory or Equipment and any acquisition by Borrower of any interest in real property. Borrower will, at Borrower’s expense, promptly execute and deliver from time to time at AgentLender’s request and pay the costs of filing such additional financing statements, mortgages, or other evidences of Liens as may be necessary or desirable to perfect or continue perfection of Agents on behalf of Lenders Lender’s security interest in Borrower’s property or, at AgentLender’s request, to create and perfect a Lien on newly acquired real property. Borrower will use all commercially reasonable efforts to obtain from any landlord, warehouseman, processor or other third party operator of premises on which any Collateral is located (other than Customers) an acceptable Lien waiver or subordination agreement in Agent’s on behalf of Lender’s favor with respect to such Collateral. All Collateral is and will continue to be, except as expressly consented to by Agent on behalf of LendersLender, personal property and will not, by reason of attachment or connection to any realty, either become or be deemed to be a fixture or appurtenance to such realty and will at all times be readily removable without material damage to any realty, provided, however that Agent and Lenders acknowledge that certain Inventory or Equipment such as satellite dishes and other equipment installed in connection with the services Borrower provides under its Customer Contracts may be affixed to realty of the particular Customer. In the event that any Collateral, including proceeds, is evidenced by or consists of Negotiable Collateral, Borrower shall, immediately upon written request therefor from AgentLender, endorse and assign such Negotiable Collateral over to Lenders Lender and deliver actual physical possession of the Negotiable Collateral to Agents on behalf of LendersLender. Borrower shall at any time and from time to time use commercially reasonable efforts take such steps as Lenders Lender may request for Agent on behalf of Lenders Lender (i) to obtain an acknowledgment, in form and substance satisfactory to Agent on behalf of LendersLender, of any bailee having possession of any of the Collateral that such bailee holds such Collateral for LendersLender, (ii) to obtain “control” of any investment property, deposit accounts, letter-of-credit rights or chattel paper (including electronic chattel paper) in accordance with Article 9 of the UCC, with any agreements establishing control to be in form and substance satisfactory to LendersLender, and (iii) otherwise to insure ensure the continued perfection and priority of Lenders’ Lender’s security interest in any of the Collateral and of the preservation of its rights therein. Borrower shall only keep funds on deposit in bank or other deposit accounts covered by deposit account control agreements except for those bank or deposit accounts which are either zero balance accounts or maintain minimal balances (i.e. less than $10,000 on an average basis). Lenders Lender may, not more frequently than once per year from time to time at Borrower’s expense (unless a Default has occurred and is continuing)reasonable expense, obtain an appraisal on some or all of the Collateral.