Common use of Preservation of Collateral and Perfection of Security Interests Clause in Contracts

Preservation of Collateral and Perfection of Security Interests. Each Loan Party shall, at Lender’s request, at any time and from time to time, authenticate, execute and deliver to Lender such financing statements, documents and other agreements and instruments (and pay the cost of filing or recording the same in all public offices deemed necessary or desirable by Lender) and do such other acts and things or cause third parties to do such other acts and things as Lender may deem necessary or desirable, in its sole discretion, in order to establish and maintain a valid, attached and perfected security interest in the Collateral in favor of Lender (free and clear of all other liens, claims, encumbrances and rights of third parties whatsoever, whether voluntarily or involuntarily created, except Permitted Liens) to secure payment of the Obligations or Guaranteed Obligations, as applicable, and in order to facilitate the collection of the Collateral. Each Loan Party irrevocably hereby makes, constitutes and appoints Lender (and all Persons designated by Lender for that purpose) as such Loan Party’s true and lawful attorney and agent-in-fact to execute and file such financing statements, documents and other agreements and instruments and do such other acts and things as may be necessary to preserve and perfect Lender’s security interest in the Collateral. Each Loan Party further agrees that a carbon, photographic, photostatic or other reproduction of this Agreement or of a financing statement shall be sufficient as a financing statement. Each Loan Party further ratifies and confirms the prior filing by Lender of any and all financing statements which identify the Loan Party as debtor, Lender as secured party and any or all Collateral as collateral. Upon the request of Lender, each Loan Party agrees to execute and deliver to Lender Grants of Security Interest in Trademarks and Patents and Grants of Security Interest in Copyrights in the forms of Exhibits C and D respectively.

Preservation of Collateral and Perfection of Security Interests. Each Loan Party shall, at Lender’s request, at any time and from time to time, authenticate, Borrower shall execute and deliver to Lender such the Agent, concurrently with the execution of this Agreement and at any time hereafter, all financing statements, statements or other documents and other agreements and instruments (and pay the cost of filing or recording the same in all public offices deemed necessary or desirable by Lender) and do such other acts and things or cause third parties to do such other acts and things the Agent), as Lender the Agent may deem necessary or desirablerequest, in its sole discretiona form satisfactory to the Agent, in order to establish perfect and maintain a valid, attached and keep perfected the security interest in the Collateral in favor of Lender (free granted by Borrower to the Agent and clear of all other liens, claims, encumbrances otherwise to protect and rights of third parties whatsoever, whether voluntarily or involuntarily created, except Permitted Liens) preserve the Collateral and the Agent’s security interests. The Agent is hereby irrevocably authorized to secure payment of the Obligations or Guaranteed Obligations, as applicable, and in order to facilitate the collection of the Collateral. Each Loan Party irrevocably hereby makes, constitutes and appoints Lender file (and all Persons designated by Lender for that purposesign on behalf of Borrower, if necessary) as such Loan Party’s true and lawful attorney and agent-in-fact UCC or effective financing statements on the Collateral on or before the date of this Agreement or from time to execute and file such financing statements, documents and other agreements and instruments and do such other acts and things as may be necessary to preserve and perfect Lender’s security interest in the Collateraltime hereafter. Each Loan Party Borrower further agrees that a an electronic, carbon, photographic, photostatic or other reproduction of this Agreement or of a financing statement shall be is sufficient as a financing statement. Each Loan Party Borrower further authorizes, ratifies and confirms the prior filing by Lender of approves any and all UCC financing statements which identify filed to perfect the Loan Party Agent’s security interest prior to the date of this Agreement. Each Borrower acknowledges that the grant of the security interest in favor of the Agent in Section 5.1 hereof constitutes a grant of security interest in all of each Borrower’s personal property and authorizes the Agent to file financing statements designating the collateral described therein as debtor“all assets” of each Borrower. To perfect the Agent’s security interest in any Equipment covered by certificates of title, Lender as secured party and any Borrower shall ensure that all such certificates of title are properly noted or all Collateral as collateral. Upon endorsed by the request of Lenderappropriate state officials whenever such notation or endorsement is, each Loan Party agrees to execute and deliver to Lender Grants of Security Interest in Trademarks and Patents and Grants of Security Interest in Copyrights in the forms of Exhibits C and D respectivelyAgent’s sole determination, either permitted or required as a condition to perfection.

Preservation of Collateral and Perfection of Security Interests. Each Loan Party (a) Borrower shall, at LenderLxxxxx’s request, at any time and from time to time, authenticate, execute and deliver to Lender such financing statements, documents and other agreements and instruments (and pay the cost of filing or recording the same in all public offices deemed necessary or desirable by Lender) and do such other acts and things or cause third parties to do such other acts and things as Lender may deem necessary or desirable, in its sole discretion, in order to establish and maintain a valid, attached and perfected security interest in the Collateral in favor of Lender (free and clear of all other liens, claims, encumbrances and rights of third parties whatsoever, whether voluntarily or involuntarily created, except Permitted Liens) to secure payment of the Obligations or Guaranteed Obligations, as applicable, and in order to facilitate the collection of the Collateral. Each Loan Party Borrower irrevocably hereby makes, constitutes and appoints Lender Lxxxxx (and all Persons designated by Lender for that purpose) as such Loan PartyBxxxxxxx’s true and lawful attorney and agent-in-fact to execute and file such financing statements, documents and other agreements and instruments and do such other acts and things as may be necessary to preserve and perfect Lender’s security interest in the Collateral. Each Loan Party further agrees that a carbon, photographic, photostatic or other reproduction of this Agreement or of a financing statement shall be sufficient as a financing statement. Each Loan Party Borrower further ratifies and confirms the prior filing by Lender Lxxxxx of any and all financing statements which identify the Loan Party Borrower as debtor, Lender as secured party and any or all Collateral as collateral. Upon the request of LenderLxxxxx, each Loan Party Bxxxxxxx agrees to execute and deliver to Lender Grants of Security Interest in Trademarks and Patents and Grants of Security Interest in Copyrights in forms reasonably acceptable to Lender. (b) At any time upon Lxxxxx’s request, Borrower will execute and deliver, or cause to be executed and delivered, such other agreements, documents and instruments as may be required by Lender to perfect the forms security interests of Exhibits C Lender in those Accounts of an account debtor with its chief executive office or principal place of business in Canada in accordance with the applicable laws of the province or territory of Canada in which such chief executive office or principal place of business is located, and D respectivelytake, or cause to be taken, such other and further actions as Lender may request to enable Lxxxxx, as secured party with respect thereto, to collect such accounts under the applicable federal, provincial or territorial laws of Canada.

Preservation of Collateral and Perfection of Security Interests. Each Loan Party Borrower shall, at Lender’s request, at any time and from time to time, authenticate, execute and deliver to Lender such financing statements, documents and other agreements and instruments (and pay the cost of filing or recording the same in all public offices deemed necessary or desirable by Lender) and do such other acts and things or to use best efforts to cause third parties to do such other acts and things as Lender may deem necessary or desirable, in its sole discretion, in order to establish and maintain a valid, attached and perfected security interest in the Collateral in favor of Lender (free and clear of all other liens, claims, encumbrances and rights of third parties whatsoever, whether voluntarily or involuntarily created, except Permitted Liens) to secure payment of the Obligations or Guaranteed Obligations, as applicable, and in order to facilitate the collection of the Collateral. Each Loan Party Borrower irrevocably hereby makes, constitutes and appoints Lender (and all Persons designated by Lender for that purpose) as such Loan PartyBorrower’s true and lawful attorney and agent-in-fact to execute and file such financing statementsstatements (including financing statements describing the collateral therein as "all assets" or "all personal property" or words of similar import) and amendments thereto, documents and other agreements and instruments and do such other acts and things as may be necessary to preserve and perfect Lender’s security interest in the Collateral. Each Loan Party Borrower further agrees that a carbon, photographic, photostatic or other reproduction of this Agreement or of a financing statement shall be sufficient as a financing statement. Each Loan Party Borrower further ratifies and confirms the prior filing by Lender of any and all financing statements which identify the Loan Party such Borrower as debtor, Lender as secured party and any or all Collateral as collateral. Upon the request of Lender, each Loan Party Borrower agrees to execute and deliver to Lender Grants of Security Interest in Trademarks and Patents and Grants of Security Interest in Copyrights in the forms of Exhibits C and D respectively.

Preservation of Collateral and Perfection of Security Interests. Each Loan Party shall, at Lender’s request, at any time and from time to time, authenticate, Borrower shall execute and deliver to Lender such Lender, concurrently with Borrower's execution of this Agreement, and at any time or times hereafter immediately at the request of Lender, all financing statements, amendments or continuations of financing statements, fixture filings, security agreements, chattel mortgages, assignments, endorsements of certificates of title, affidavits, reports, notices, schedules of accounts, letters of authority and all other documents and other agreements and instruments (and pay the cost of filing or recording the same in all public offices deemed necessary or desirable by Lender) and do such other acts and things or cause third parties to do such other acts and things as that Lender may deem necessary or desirablereasonably request, in its sole discretionform satisfactory to Lender, in order that are required to establish perfect and maintain a valid, attached and perfected security interest Lender's Liens in the Collateral in favor of Lender (free and clear of to fully consummate all other liens, claims, encumbrances and rights of third parties whatsoever, whether voluntarily or involuntarily created, except Permitted Liens) to secure payment of the Obligations or Guaranteed Obligations, as applicable, and in order to facilitate the collection of the Collateraltransactions contemplated under this Agreement. Each Loan Party Borrower hereby irrevocably hereby makes, constitutes and appoints Lender (and all Persons any of Lender's officers, employees or agents designated by Lender for that purpose) Lender), with full power of substitution by Lender, as such Loan Party’s Borrower's true and lawful attorney and agentwith power to sign the name of Borrower on any of the above-in-fact described documents or on any other similar documents which need to execute and file such financing statementsbe executed, documents and other agreements and instruments and do such other acts and things as may be necessary recorded and/or filed to preserve and perfect or continue perfected Lender’s security interest 's Lien in the CollateralCollateral upon the failure of Borrower to do so after a request by Lender. Each Loan Party further agrees that a carbonFor purposes hereof, photographic, photostatic or other reproduction photocopies of this Agreement or of any other Loan Document constituting a financing statement shall security agreement may be sufficient filed by Lender as a financing statement. Each Loan Party further ratifies and confirms the prior filing by Lender of any and all financing statements which identify the Loan Party as debtor, Lender as secured party and any or all Collateral as collateral. Upon the request of Lender, each Loan Party agrees to execute and deliver to Lender Grants of Security Interest in Trademarks and Patents and Grants of Security Interest in Copyrights in the forms of Exhibits C and D respectively.

Preservation of Collateral and Perfection of Security Interests. Each Loan Party THEREIN. -------- Borrowers shall, at Lender’s 's request, at any time and from time to time, authenticate, execute and deliver to Lender such financing statements, documents and other agreements and instruments (and pay the cost of filing or recording the same in all public offices deemed necessary or desirable by Lender) and do such other acts and things or cause third parties to do such other acts and things as Lender may deem necessary or desirable, desirable in its sole discretion, discretion in order to establish and maintain a valid, attached and perfected security interest in the Collateral in favor of Lender (free and clear of all other liens, claims, encumbrances and rights of third parties whatsoever, whether voluntarily or involuntarily created, except Permitted Liens) to secure payment of the Obligations or Guaranteed Obligations, as applicableLiabilities, and in order to facilitate the collection of the Collateral. Each Loan Party Borrower irrevocably hereby makes, constitutes and appoints Lender (and all Persons designated by Lender for that purpose) as such Loan Party’s Borrower's true and lawful attorney and agent-in-fact to execute and file such financing statements, documents and other agreements and instruments and do such other acts and things as may be necessary to preserve and perfect Lender’s 's security interest in the Collateral. Each Loan Party Borrower further agrees that a carbon, photographic, photostatic or other reproduction of this Agreement or of a financing statement shall be sufficient as a financing statement. Each Loan Party Borrower further ratifies and confirms the prior filing by Lender of any and all financing statements which identify the Loan Party such Borrower as debtor, Lender as secured party and any or all Collateral as collateral. Upon the request of Lender, each Loan Party agrees to execute and deliver to Lender Grants of Security Interest in Trademarks and Patents and Grants of Security Interest in Copyrights in the forms of Exhibits C and D respectively.

Preservation of Collateral and Perfection of Security Interests. Each Loan Party (a) Borrower shall, at Lender’s reasonable request, at any time and from time to time, authenticate, execute and deliver to Lender such financing statements, documents and other agreements and instruments (and pay the cost of filing or recording the same in all public offices deemed necessary or desirable by Lender) and do such other acts and things or use reasonable efforts to cause third parties to do such other acts and things as Lender may deem necessary or desirable, in its sole reasonable discretion, in order to establish and maintain a valid, attached and perfected security interest in the Collateral in favor of Lender (free and clear of all other liens, claims, encumbrances and rights of third parties whatsoever, whether voluntarily or involuntarily created, except Permitted Liens) to secure payment of the Obligations or Guaranteed Obligations, as applicable, and in order to facilitate the collection of the proceeds of Collateral. Each Loan Party Borrower irrevocably hereby makes, constitutes and appoints Lender (and all Persons designated by Lender for that purpose) as such Loan PartyBorrower’s true and lawful attorney and agent-in-fact to execute and file such financing statements, documents and other agreements and instruments and do such other acts and things as may be necessary to preserve and perfect Lender’s security interest in the Collateral. Each Loan Party further agrees that a carbon, photographic, photostatic or other reproduction of this Agreement or of a financing statement shall be sufficient as a financing statement. Each Loan Party Borrower further ratifies and confirms the prior filing by Lender of any and all financing statements which identify the Loan Party Borrower as debtor, Lender as secured party and any or all Collateral as collateral. Upon the request of Lender, each Loan Party Borrower agrees to execute and deliver to Lender Grants of Security Interest in Trademarks and Patents and Grants of Security Interest in Copyrights for registered trademarks and patents that constitute Collateral, in forms reasonably acceptable to Lender. (b) At any time upon Lender’s request, Borrower will execute and deliver, or cause to be executed and delivered, such other agreements, documents and instruments as may be required by Lender to perfect the forms security interests of Exhibits C Lender in those Accounts of an account debtor with its chief executive office or principal place of business in Canada, to the extent that an Event of Default then exists or such Accounts constitute more than five percent (5%) of all Eligible Accounts, in accordance with the applicable laws of the province or territory of Canada in which such chief executive office or principal place of business is located, and D respectivelytake, or cause to be taken, such other and further actions as Lender may request to enable Lender, as secured party with respect thereto, to collect such accounts under the applicable federal, provincial or territorial laws of Canada.

Preservation of Collateral and Perfection of Security Interests. (a) Each Loan Party Borrower shall, at Lender’s reasonable request, at any time and from time to time, authenticate, execute and deliver to Lender such financing statements, documents and other agreements and instruments (and pay the cost of filing or recording the same in all public offices deemed necessary or desirable by LenderXxxxxx) and do such other acts and things or use reasonable efforts to cause third parties to do such other acts and things as Lender may deem necessary or desirable, in its sole reasonable discretion, in order to establish and maintain a valid, attached and perfected security interest in the Collateral in favor of Lender (free and clear of all other liens, claims, encumbrances and rights of third parties whatsoever, whether voluntarily or involuntarily created, except Permitted Liens) to secure payment of the Obligations or Guaranteed Obligations, as applicable, and in order to facilitate the collection of the proceeds of Collateral. Each Loan Party Borrower irrevocably hereby makes, constitutes and appoints Lender (and all Persons designated by Lender for that purpose) as such Loan PartyBorrower’s true and lawful attorney and agent-in-fact to execute and file such financing statements, documents and other agreements and instruments and do such other acts and things as may be necessary to preserve and perfect Lender’s security interest in the Collateral. Each Loan Party further agrees that a carbon, photographic, photostatic or other reproduction of this Agreement or of a financing statement shall be sufficient as a financing statement. Each Loan Party Borrower further ratifies and confirms the prior filing by Lender of any and all financing statements which identify the Loan Party such Borrower as debtor, Lender as secured party and any or all Collateral as collateral. Upon the request of LenderXxxxxx, each Loan Party Borrower agrees to execute and deliver to Lender Grants of Security Interest in Trademarks and Patents and Grants of Security Interest in Copyrights for registered trademarks and patents that constitute Collateral, in forms reasonably acceptable to Lender. (b) At any time upon Xxxxxx’s request, Borrowers will execute and deliver, or cause to be executed and delivered, such other agreements, documents and instruments as may be required by Lender to perfect the forms security interests of Exhibits C Lender in those Accounts of an account debtor with its chief executive office or principal place of business in Canada, to the extent that an Event of Default then exists or such Accounts constitute more than five percent (5%) of all Eligible Accounts, in accordance with the applicable laws of the province or territory of Canada in which such chief executive office or principal place of business is located, and D respectivelytake, or cause to be taken, such other and further actions as Lender may request to enable Lender, as secured party with respect thereto, to collect such accounts under the applicable federal, provincial or territorial laws of Canada.

Preservation of Collateral and Perfection of Security Interests. Each Loan Party Borrowers shall, at Lender’s request, at any time and from time to time, authenticate, execute and deliver to Lender such financing statements, documents and other agreements and instruments (and pay the cost of filing or recording the same in all public offices deemed necessary or desirable by Lender) and do such other acts and things or cause third parties to do such other acts and things as Lender may deem necessary or desirable, in its sole discretion, in order to establish and maintain a valid, attached and perfected security interest in the Collateral in favor of Lender (free and clear of all other liens, claims, encumbrances and rights of third parties whatsoever, whether voluntarily or involuntarily created, except Permitted Liens) to secure payment of the Obligations or Guaranteed Obligations, as applicable, and in order to facilitate the collection of the Collateral. Each Loan Party Borrowers irrevocably hereby makesmake, constitutes constitute and appoints appoint Lender (and all Persons designated by Lender for that purpose) as such Loan Party’s Borrowers’ true and lawful attorney and agent-in-fact to execute and file such financing statements, documents and other agreements and instruments and do such other acts and things as may be necessary to preserve and perfect Lender’s security interest in the Collateral. Each Loan Party Borrowers further agrees agree that a carbon, photographic, photostatic or other reproduction of this Agreement or of a financing statement shall be sufficient as a financing statement. Each Loan Party Borrowers further ratifies ratify and confirms confirm the prior filing by Lender of any and all financing statements which identify the Loan Party Borrowers as debtor, Lender as secured party and any or all Collateral as collateral. Upon the request of Lender, each Loan Party agrees Borrowers agree to execute and deliver to Lender Grants of Security Interest in Trademarks and Patents and Grants of Security Interest in Copyrights in the forms of Exhibits C and D respectively.