PPSA Undertakings. If any Borrower holds any security interests for the purposes of the PPS Law and if failure by such Borrower to perfect such security interests would materially adversely affect its business, such Borrower agrees to implement, maintain and comply in all material respects with, procedures for the perfection of those security interests. These procedures must include procedures designed to ensure that the Borrowers take all reasonable steps under the PPS Law to continuously perfect any such security interest including all steps reasonably necessary (i) for the applicable Borrower to obtain, the highest ranking priority possible in respect of the security interest (such as perfecting a purchase money security interest or perfecting a security interest by control); and (ii) to reduce as far as possible the risk of a third party acquiring an interest free of the security interest (such as including the serial number in a financing statement for personal property that may or must be described by a serial number). If the Administrative Agent asks, each Borrower agrees to arrange at its expense an audit of the PPS Law procedures. The Administrative Agent may ask the applicable Borrower to do this if it reasonably suspects that such Borrower is not complying with this clause.
PPSA Undertakings. (a) If the Customer holds any Security Interest in the Equipment for the purposes of the PPSA (whether or not as a result of a breach by the Customer of this Agreement), and if the Customer's failure to perfect the Security Interest would materially affect MPM's Security Interest in the Equipment, the Customer must implement, maintain and comply in all material respects with, procedures for the perfection of those Security Interests. Those procedures must include procedures designed to ensure that the Customer takes all reasonable steps under the PPSA to maintain continuously perfected Security Interests, including all steps reasonably necessary for:
