Common use of Protection of Collateral; Reimbursement Clause in Contracts

Protection of Collateral; Reimbursement. Each Borrower shall pay all expenses of protecting, storing, insuring, handling, maintaining, and shipping the Collateral and any and all excise, property, sales, and use taxes levied by any state, federal or local authority on any of the Collateral or in respect of the sale thereof. If any Borrower fails promptly to pay any portion thereof when due, Agent may, at its option, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notes. All sums so paid or incurred by Agent for any of the foregoing and any and all sums for which Borrowers may become liable under this Agreement and all reasonable costs and expenses (including Agent’s Expenses) which Agent may incur in enforcing or protecting its Lien or rights and interest in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto or in respect of any of the transactions occurring thereunder until paid by Borrowers to Agent with interest at the rate of interest then in effect under the Notes, shall be considered as additional indebtedness owing by Borrowers to Agent under this Agreement and, as such, shall be secured by all the Collateral. Except for Agent or Lenders’ gross negligence or willful misconduct, Agent shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of any carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole risk.

Protection of Collateral; Reimbursement. Each Borrower shall pay all expenses of protecting, storing, insuring, handling, maintaining, and shipping the Collateral and any and all excise, property, sales, and use taxes levied by any state, federal or local authority on any of the Collateral or in respect of the sale thereof. If any Borrower fails promptly to pay any portion thereof when due, Agent may, at its option, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notes. All sums so paid or incurred by Agent for any of the foregoing and any and all sums for which Borrowers may become liable under this Agreement and all reasonable costs and expenses (including Agent’s Expenses) which Agent may incur in enforcing or protecting its Lien lien or rights and interest in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto or in respect of any of the transactions occurring thereunder until paid by Borrowers to Agent with interest at the rate of interest then in effect under the Notes, shall be considered as additional indebtedness owing by Borrowers to Agent under this Agreement and, as such, shall be secured by all the Collateral. Except for Agent or Lenders’ gross negligence or willful misconduct, Agent shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of any carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole risk.

Protection of Collateral; Reimbursement. Each Borrower shall pay all expenses of protecting, storing, insuring, handling, maintaining, and shipping the Collateral and any and all excise, property, sales, and use taxes levied by any state, federal or local authority on any The portion of the Collateral consisting of: (i) the original Pledged Notes Receivable, (ii) the original Mortgages, (iii) the original purchase contracts (including addendum) related to such Pledged Notes Receivable and Mortgages, and (iv) originals or in respect true copies of the sale thereofrelated truth-in-lending disclosure, loan application, warranty deed, and if required by Agent, the related Purchaser’s acknowledgement receipt and the Exchange Company application and disclosures, shall be delivered at Borrower’s expense to the Custodian, and held in Custodian’s possession and control pursuant to the Custodial Agreement. If any All fees and costs arising under the Custodial Agreement shall be borne and paid by Borrower; and if Borrower fails to promptly to pay any portion thereof when due, Agent may, at its option, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the NotesDefault Rate. All sums so paid or incurred by Agent for any of the foregoing and any and all other sums for which Borrowers Borrower may become liable under this Agreement hereunder and all reasonable costs and expenses (including Agent’s Expensesattorneys’ and paralegals’ fees, legal expenses and court costs) which Agent may incur in enforcing or protecting its Lien on, or rights and interest in in, the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto Loan Document or in with respect of to any of the transactions occurring thereunder hereunder or thereunder, until paid by Borrowers Borrower to Agent with interest at the rate of interest then in effect under the NotesDefault Rate, shall be considered as additional indebtedness owing by Borrowers to Agent under this Agreement included among the Obligations, and, as such, shall be secured by all of the Collateral. Except for Agent or Lenders’ gross negligence or willful misconduct, Agent shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of the Custodian, Lockbox Agent, or Servicing Agent or any warehouseman, carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole riskwhomsoever.

Protection of Collateral; Reimbursement. Each Borrower shall pay All reasonable insurance expenses and all reasonable expenses of protecting, storing, warehousing, insuring, handling, maintaining, and shipping the Collateral and any Collateral, any and all excise, property, sales, and use use, or other taxes levied imposed by any state, federal Federal, or local authority on any of the Collateral Collateral, or in respect of the sale thereof, or otherwise in respect of the Borrower's business operations which, if unpaid, could result in the imposition of any Lien upon the Collateral, shall be borne and paid by the Borrower, subject to the provisions of Section 8.2(i). If any the Borrower fails to promptly to pay any portion thereof when due, Agent mayexcept as may otherwise be permitted under this Agreement or under any of the other Loan Documents, the Agent, at its option, may, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notessame. All sums so paid or incurred by the Agent for any of the foregoing and any and all other reasonable sums for which Borrowers the Borrower may become liable under this Agreement and all reasonable costs and expenses (including Agent’s Expensesreasonable attorneys' fees and paralegals' fees, legal expenses, and court costs, expenses and other charges related thereto) which the Agent may incur in enforcing or protecting its Lien Liens on or rights and interest interests in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto to this Agreement or in respect of any of the transactions occurring thereunder until paid by Borrowers to Agent with interest at the rate of interest then in effect under the Notes, shall be considered as additional indebtedness owing by Borrowers to Agent had under this Agreement and, as such, shall be secured repayable on demand and upon the expiration of five (5) calendar days after such demand, the Borrower shall be deemed to have delivered a Deemed Credit Request in the relevant amount whereupon such amount shall become a Revolving Credit Borrowing. Unless otherwise provided by all law, the Collateral. Except for Agent or Lenders’ gross negligence or willful misconduct, Agent Lender shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of any warehouseman, carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole riskwhomsoever.

Protection of Collateral; Reimbursement. Each Borrower shall pay All insurance expenses and all expenses of protecting, storing, warehousing, insuring, handling, maintaining, and shipping the Collateral and any Collateral, any and all excise, property, sales, and use or other taxes levied imposed by any state, federal or local authority on any of the Collateral Collateral, or in respect of the sale thereof, or otherwise in respect of either Borrower's business operations which, if unpaid, could result in the imposition of any Lien upon the Collateral, shall be borne and paid by Borrowers. If any Borrower fails to promptly to pay any portion thereof when due, Agent except as may otherwise be permitted hereunder or under any of the other Credit Documents, Lender may, at its option, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notessame. All sums so paid or incurred by Agent Lender for any of the foregoing and any and all other sums for which Borrowers any Borrower may become liable under this Agreement hereunder and all reasonable costs and expenses (including Agent’s Expensesattorneys' fees, legal expenses, and court costs) which Agent Lender may incur in enforcing or protecting its Lien on or rights and interest in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto or in respect of any of the transactions occurring thereunder to be had hereunder shall be repayable on demand and, until paid by Borrowers such Borrower to Agent Lender with interest thereon at the Prime Rate plus fifty Basis Points (50 bps), shall be additional Secured Obligations; provided, if such sums are not paid within twenty (20) days of written demand therefor, such sums shall thereafter bear interest at the default rate of interest then set forth in effect under the Notes, shall be considered as additional indebtedness owing by Borrowers to Agent under this Agreement and, as such, shall be secured by all the CollateralSection 2.10. Except for Agent or Lenders’ gross negligence or willful misconduct, Agent Lender shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, except gross negligence or willful misconduct on the part of Lender while the Collateral is in the possession of or under the control of Lender, or for any act or default of any warehouseman, carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole riskwhomsoever.

Protection of Collateral; Reimbursement. Each Borrower shall pay All insurance expenses and all expenses of protecting, storing, warehousing, insuring, handling, maintaining, and shipping the Collateral and any Collateral, any and all excise, property, sales, and use use, or other taxes levied imposed by any state, federal Federal, or local authority on any of the Collateral Collateral, or in respect of the sale thereof, or otherwise in respect of a Borrower's business operations which, if unpaid, could result in the imposition of any Lien upon the Collateral, shall be borne and paid by such Pledging Borrower. If any a Pledging Borrower fails to promptly to pay any portion thereof when due, Agent mayexcept as may otherwise be permitted under this Agreement or under any of the other Loan Documents, the Administrative Agent, at its option, may, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notessame. All sums so paid or incurred by the Administrative Agent for any of the foregoing and any and all other costs, expenses and other sums for which Borrowers may become liable under this Agreement and all reasonable costs and expenses (including Agent’s Expensesreasonable attorneys' fees and paralegals' fees, legal expenses, and court costs, expenses and other charges related thereto) which the Administrative Agent may incur in enforcing or protecting its Lien Liens on or rights and interest interests in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto or in to this Agreement with respect to the Collateral and for which such Pledging Borrower may become liable under this Agreement shall be repayable within (5) Business Days of any of the transactions occurring thereunder demand and if not paid within said five (5) Business Day period, which amount shall also accrue interest, until paid by Borrowers such Pledging Borrower to the Administrative Agent with interest thereon at a rate per annum equal to the rate of interest then in effect under the NotesAlternate Base Rate plus two percent (2.0%), shall be considered as additional indebtedness owing by Borrowers to Agent Obligations under this Agreement and, as such, shall be secured by all the Collateral. Except for Agent Unless otherwise required herein or Lenders’ gross negligence or willful misconductprovided by law, the Administrative Agent shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of any warehouseman, carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole riskwhomsoever.

Protection of Collateral; Reimbursement. Each Borrower shall pay All insurance expenses and all expenses of protecting, storing, warehousing, insuring, handling, maintaining, and shipping the Collateral and any Collateral, any and all excise, property, sales, and use use, or other taxes levied imposed by any state, federal Federal, or local authority on any of the Collateral Collateral, or in respect of the sale thereof, or otherwise in respect of the Company's business operations which, if unpaid, could result in the imposition of any Lien upon the Collateral, shall be borne and paid by the Company. If any Borrower the Company fails to promptly to pay any portion thereof when due, Agent mayexcept as may otherwise be permitted under this Agreement or under any of the other Loan Documents, SNPE, at its option, may, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notessame. All sums so paid or incurred by Agent SNPE for any of the foregoing and any and all other sums for which Borrowers the Company may become liable under this Agreement and all reasonable costs and expenses (including Agent’s Expensesreasonable attorneys' fees and paralegals' fees, legal expenses, and court costs, expenses and other charges related thereto) which Agent SNPE may incur in enforcing or protecting its Lien Liens on or rights and interest interests in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto to this Agreement or in respect of any of the transactions occurring thereunder to be had under this Agreement shall be repayable within five (5) Business Days of demand and if not paid within said five (5) Business Day period, which amount shall also accrue interest, until paid by Borrowers the Company to Agent SNPE with interest thereon at a rate per annum equal to the rate of interest then in effect under the NotesPenalty Rate, shall be considered as additional indebtedness owing by Borrowers to Agent Obligations under this Agreement and, as such, shall be secured by all the Collateral. Except for Agent or Lenders’ gross negligence or willful misconductUnless otherwise provided by law, Agent neither SNPE nor any Affiliate of SNPE shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of any warehouseman, carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole riskwhomsoever.

Protection of Collateral; Reimbursement. Each Borrower shall pay All insurance expenses and all expenses of protecting, storing, warehousing, insuring, handling, maintaining, maintaining and shipping the Collateral Collateral, and any and all excise, property, sales, sale and use taxes levied imposed by any state, federal or local authority on any of the Collateral or in respect of the sale thereof. If any , shall be borne and paid by Borrower; if Borrower fails to promptly to pay any portion thereof when due, Agent Lender may, at its option, but shall not be required to, pay the same and charge any Borrower’s 's account under this Agreement therefortherefore, and each Borrower agrees promptly to reimburse Agent therefor Lender therefore with interest accruing thereon daily at the rate of interest then in effect under the NotesDefault Rate. All sums so paid or incurred by Agent Lender for any of the foregoing and any and all other sums for which Borrowers Borrower may become liable under this Agreement hereunder and all reasonable costs and expenses (including Agent’s Expensesattorney's fees, legal expenses and court costs) which Agent Lender may incur in enforcing or protecting its Lien lien on or rights and interest in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto or in with respect of to any of the transactions occurring thereunder to be had thereunder, until paid by Borrowers Borrower to Agent Lender with interest at the rate of interest then in effect under the Notesaforesaid, shall be considered as additional indebtedness owing by Borrowers Borrower to Agent under this Agreement Lender hereunder and, as such, shall be secured by all the Collateralsaid Collateral and the proceeds from the sale thereof and by any and all other collateral, security, assets, reserves or funds of Borrower in or coming into the hands or enuring to the benefit Lender. Except for Agent or Lenders’ gross negligence or willful misconduct, Agent The Lender shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of any warehouseman, carrier, forwarding agency, agency or other Person whatsoeverperson whomsoever, but the same shall be at Borrowers’ the Borrower's sole risk.

Protection of Collateral; Reimbursement. Each Borrower shall pay All insurance expenses and all expenses of protecting, storing, warehousing, insuring, handling, maintaining, and shipping the Collateral and any Collateral, any and all excise, property, sales, and use use, or other taxes levied imposed by any state, federal federal, or local authority on any of the Collateral Collateral, or in respect of the sale thereof, or otherwise in respect of the Mortgagor’s business operations which, if unpaid, could result in the imposition of any Lien upon the Collateral, shall be borne and paid by the Mortgagor. If any Borrower Mortgagor fails promptly to pay any portion thereof when due, Agent mayexcept as may otherwise be permitted under this Mortgage or under any of the other Loan Documents, Mortgagee, at its option, may, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notessame. All sums so paid or incurred by Agent Mortgagee for any of the foregoing and any and all other sums for which Borrowers the Mortgagor may become liable under this Agreement Mortgage and all reasonable costs and expenses (including Agent’s Expensesreasonable attorneys’ fees and reasonable paralegals’ fees, legal expenses, and court costs, expenses and other charges related thereto) which Agent may incur Mortgagee actually incurs in enforcing or protecting its Lien Liens on or rights and interest interests in the Collateral or any of its rights or remedies under this Agreement Mortgage or any other agreement between the parties hereto to this Mortgage or in respect of any of the transactions occurring thereunder to be had under this Mortgage shall be repayable on demand and, until paid by Borrowers the Mortgagor to Agent Mortgagee with interest thereon at a rate per annum equal to the applicable rate of interest then set forth in effect under the NotesNote, shall be considered as additional indebtedness owing by Borrowers to Agent Secured Obligations under this Agreement and, as such, shall be Mortgage secured by all the Collateral. Except for Agent or Lenders’ gross negligence or willful misconductUnless otherwise provided by law, Agent Mortgagee shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of any warehouseman, carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole riskwhomsoever.

Protection of Collateral; Reimbursement. Each Borrower shall pay All insurance expenses and all expenses of protecting, storing, warehousing, insuring, handling, maintaining, and shipping the Collateral and any Collateral, any and all excise, property, sales, and use use, or other taxes levied imposed by any state, federal Federal, or local authority on any of the Collateral Collateral, or in respect of the sale thereof, or otherwise in respect of the Company's business operations which, if unpaid, could result in the imposition of any Lien upon the Collateral, shall be borne and paid by the Company. If any Borrower the Company fails to promptly to pay any portion thereof when due, Agent mayexcept as may otherwise be permitted under this Agreement or under any of the other Loan Documents, the Bank, at its option, may, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notessame. All sums so paid or incurred by Agent the Bank for any of the foregoing and any and all other sums for which Borrowers the Company may become liable under this Agreement and all reasonable costs and expenses (including Agent’s Expensesreasonable attorneys' fees and paralegals' fees, legal expenses, and court costs, expenses and other charges related thereto) which Agent the Bank may incur in enforcing or protecting its Lien Liens on or rights and interest interests in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto to this Agreement or in respect of any of the transactions occurring thereunder to be had under this Agreement shall be repayable within five (5) Business Days of demand and if not paid within said five (5) Business Day period, which amount shall also accrue interest, until paid by Borrowers the Company to Agent the Bank with interest thereon at a rate per annum equal to the rate of interest then in effect under the NotesFederal Funds Rate plus four hundred basis points, shall be considered as additional indebtedness owing by Borrowers to Agent Obligations under this Agreement and, as such, shall be secured by all the Collateral. Except for Agent or Lenders’ gross negligence or willful misconductUnless otherwise provided by law, Agent neither the Bank nor any Affiliate Bank shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of any warehouseman, carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole riskwhomsoever.

Protection of Collateral; Reimbursement. Each Borrower shall pay All insurance expenses and all expenses of protecting, storing, warehousing, insuring, handling, maintaining, and shipping the Collateral and any Collateral, any and all excise, property, sales, and use use, severance or other taxes levied imposed by any state, federal Federal, or local authority on any of the Collateral Collateral, or in respect of the sale thereof, or otherwise in respect of Borrowers’ business operations which, if unpaid, could result in the imposition of any Lien upon the Collateral, shall be borne and paid by Borrowers. If any Borrower fails promptly Borrowers fail to pay promptly any portion thereof when due, Agent mayexcept as may otherwise be permitted under this Agreement or under any of the other Credit Documents, Bank, at its option, may, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notessame. All sums so paid or incurred by Agent Bank for any of the foregoing and any and all other sums for which Borrowers may become liable under this Agreement and all reasonable costs and expenses (including Agent’s Expensesreasonable attorneys’ fees and paralegals’ fees, legal expenses, and court costs, expenses and other charges related thereto) which Agent Bank may incur in enforcing or protecting its Lien Liens on or rights and interest interests in the Collateral or any of its rights or remedies under this Agreement any Credit Document or any other agreement between the parties hereto to this Agreement or in respect of any of the transactions occurring thereunder to be had under this Agreement or any of the Obligations shall be repayable on demand and, until paid by Borrowers to Agent Bank with interest thereon at the highest interest rate of interest then in effect under the Notes, applicable to any Loan shall be considered as additional indebtedness owing by Borrowers to Agent Obligations under this Agreement and, as such, shall be secured by all the Collateral. Except for Agent or Lenders’ gross negligence or willful misconductUnless otherwise provided by law, Agent Bank shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of any warehouseman, carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole riskwhomsoever.

Protection of Collateral; Reimbursement. Each Borrower shall pay All insurance expenses and all expenses of protecting, storing, warehousing, insuring, handling, maintaining, and shipping the Collateral and any Collateral, any and all excise, property, sales, and use or other taxes levied imposed by any state, federal or local authority on any of the Collateral Collateral, or in respect of the sale thereof, or otherwise in respect of either Borrower's business operations which, if unpaid, could result in the imposition of any Lien upon the Collateral, shall be borne and paid by Borrowers. If any Borrower fails to promptly to pay any portion thereof when due, Agent except as may otherwise be permitted hereunder or under any of the other Credit Documents, Lender may, at its option, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notessame. All sums so paid or incurred by Agent Lender for any of the foregoing and any and all other sums for which Borrowers any Borrower may become liable under this Agreement hereunder and all reasonable costs and expenses (including Agent’s Expensesattorneys' fees, legal expenses, and court costs) which Agent Lender may incur in enforcing or protecting its Lien on or rights and interest in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto or in respect of any of the transactions occurring thereunder to be had hereunder shall be repayable on demand and, until paid by Borrowers such Borrower to Agent Lender with interest thereon at the rate of interest then in effect under the NotesContract Rate, shall be considered as additional indebtedness owing by Borrowers to Agent under this Agreement and, as such, shall be Obligations hereunder secured by all the Collateral. Except for Agent or Lenders’ gross negligence or willful misconduct, Agent Lender shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, except gross negligence or willful misconduct on the part of Lender while the Collateral is in the possession of or under the control of Lender, or for any act or default of any warehouseman, carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole riskwhomsoever.

Protection of Collateral; Reimbursement. Each Borrower shall pay All insurance expenses and all expenses of protecting, storing, warehousing, insuring, handling, maintaining, and shipping the Collateral and any Collateral, any and all excise, property, sales, and use or other taxes levied imposed by any state, federal or local authority on any of the Collateral Collateral, or in respect of the sale thereof, or otherwise in respect of Borrower's business operations which, if unpaid, could result in the imposition of any Lien upon the Collateral, shall be borne and paid by Borrower. If any Borrower fails to promptly to pay any portion thereof when due, Agent except as may otherwise be permitted hereunder or under any of the other Credit Documents, Lender may, at its option, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notessame. All sums so paid or incurred by Agent Lender for any of the foregoing and any and all other sums for which Borrowers Borrower may become liable under this Agreement hereunder and all reasonable al I costs and expenses (including Agent’s Expensesattorneys' fees, legal expenses, and court costs) which Agent Lender may incur in enforcing or protecting its Lien on or rights and interest in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto or in respect of any of the transactions occurring thereunder to be had hereunder shall be repayable on demand and, until paid by Borrowers Borrower to Agent Lender with interest thereon at the rate of interest then in effect under the NotesContract Rate, shall be considered as additional indebtedness owing by Borrowers to Agent under this Agreement and, as such, shall be Obligations hereunder secured by all the Collateral. Except for Agent or Lenders’ gross negligence or willful misconduct, Agent Lender shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, except gross negligence or willful misconduct on the part of Lender while the Collateral is in the possession of or under the control of Lender, or for any act or default of any an warehouseman, carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole riskwhomsoever.

Protection of Collateral; Reimbursement. Each Borrower shall pay all expenses of protecting, storing, insuring, handling, maintaining, and shipping the Collateral and any and all excise, property, sales, and use taxes levied by any state, federal or local authority on any of the Collateral or in respect of the sale thereof. If any Borrower fails promptly to pay any portion thereof when due, Agent may, at its option, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the NotesNote. All sums so paid or incurred by Agent for any of the foregoing and any and all sums for which Borrowers may become liable under this Agreement and all reasonable costs and expenses (including Agent’s Expenses) which Agent may incur in enforcing or protecting its Lien lien or rights and interest in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto or in respect of any of the transactions occurring thereunder until paid by Borrowers to Agent with interest at the rate of interest then in effect under the NotesNote, shall be considered as additional indebtedness owing by Borrowers to Agent under this Agreement and, as such, shall be secured by all the Collateral. Except for Agent or LendersAgents’ gross negligence or willful misconduct, Agent shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of any carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole risk.

Protection of Collateral; Reimbursement. Each Borrower shall pay all All reasonable insurance expenses and expenses of protecting, storing, warehousing, insuring, handling, maintaining, and shipping the Collateral and any Collateral, any and all excise, property, sales, and use use, or other taxes levied imposed by any federal, state, federal or local authority on any of the Collateral Collateral, or in respect of the sale thereof, or otherwise in respect of the Borrower's or each Subsidiary Guarantor's business operations which, if unpaid, could result in the imposition of any Lien upon the Collateral, shall be borne and paid by the Borrower or such Subsidiary Guarantor, as the case may be, subject to the provisions of Section 7.2(i). If any the Borrower or such Subsidiary Guarantor fails promptly to pay any portion thereof promptly when due, Agent mayexcept as may otherwise be permitted under this Agreement or under any of the other Loan Documents, the Agent, at its option, may, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement thereforsame, and each provided such amount remains unpaid for ten (10) Business Days after the Agent has notified the Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notessuch failure. All sums so paid or incurred by the Agent for any of the foregoing and any and all other sums for which Borrowers the Borrower or any Subsidiary Guarantor may become liable under this Agreement and all reasonable costs and expenses (including Agent’s Expensesreasonable attorneys' fees and paralegals' fees, legal expenses, and court costs, expenses and other charges related thereto) which the Agent may incur in enforcing or protecting its Lien Liens on or rights and interest interests in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto to this Agreement or in respect of any of the transactions occurring thereunder until paid by Borrowers to Agent with interest at the rate of interest then in effect under the Notes, shall be considered as additional indebtedness owing by Borrowers to Agent had under this Agreement and, as such, shall be secured repayable on demand. Unless otherwise provided by all Law, the Collateral. Except for Agent or Lenders’ gross negligence or willful misconduct, Agent shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of any warehouseman, carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole riskwhomsoever.

Protection of Collateral; Reimbursement. Each Borrower shall pay All insurance expenses and all expenses of protecting, storing, warehousing, insuring, handling, maintaining, and shipping the Collateral and any Collateral, any and all excise, property, sales, and use use, or other taxes levied imposed by any state, federal Federal, or local authority on any of the Collateral Collateral, or in respect of the sale thereof, or otherwise in respect of the Company's business operations which, if unpaid, could result in the imposition of any Lien upon the Collateral, shall be borne and paid by the Company. If any Borrower the Company fails to promptly to pay any portion thereof when due, Agent mayexcept as may otherwise be permitted under this Agreement or under any of the other Loan Documents, the Bank, at its option, may, but shall not be required to, pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notessame. All sums so paid or incurred by Agent the Bank for any of the foregoing and any and all other sums for which Borrowers the Company may become liable under this Agreement and all reasonable costs and expenses (including Agent’s Expensesreasonable attorneys' fees and paralegals' fees, legal expenses, and court costs, expenses and other charges related thereto) which Agent the Bank may incur in enforcing or protecting its Lien Liens on or rights and interest interests in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto to this Agreement or in respect of any of the transactions occurring thereunder to be had under this Agreement shall be repayable within five (5) Business Days of demand and if not paid within said five (5) Business Day period, which amount shall also accrue interest, until paid by Borrowers the Company to Agent the Bank with interest thereon at a rate per annum equal to the rate of interest then in effect under the NotesFederal Funds Effective Rate plus six hundred (600) basis points, shall be considered as additional indebtedness owing by Borrowers to Agent Obligations under this Agreement and, as such, shall be secured by all the Collateral. Except for Agent or Lenders’ gross negligence or willful misconductUnless otherwise provided by law, Agent neither the Bank nor any Affiliate of the Bank shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of any warehouseman, carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole riskwhomsoever.

Protection of Collateral; Reimbursement. Each Borrower shall pay All insurance expenses and all expenses of protecting, storing, warehousing, insuring, handling, maintaining, and shipping the Collateral and any Collateral, any and all excise, property, sales, and use or other taxes levied imposed by any state, federal or local authority on any of the Collateral Collateral, or in respect of the sale thereof, or otherwise in respect of Borrowers' business operations, which, if unpaid, could result in the imposition of any Lien upon the Collateral, shall be borne and paid by Borrowers. If any Borrower fails Borrowers fail to promptly to pay any portion thereof when due, Agent may, then at its option, but shall not be required to, Bank's option it may pay the same and charge any Borrower’s account under this Agreement therefor, and each Borrower agrees promptly to reimburse Agent therefor with interest accruing thereon daily at the rate of interest then in effect under the Notessame. All sums so paid or incurred by Agent Bank for any of the foregoing and any and all other sums for which Borrowers may become liable under this Agreement hereunder and all reasonable costs and expenses (including Agent’s Expensesreasonable attorneys' fees, legal expenses, and court costs) which Agent Bank may incur in enforcing or protecting its Lien on or rights and interest in the Collateral or any of its rights or remedies under this Agreement or any other agreement between the parties hereto or in respect of any of the transactions occurring thereunder to be had hereunder shall be repayable on demand and, until paid by Borrowers to Agent Bank with interest thereon at the rate of interest then in effect under the NotesContract Rate, shall be considered as additional indebtedness owing by Borrowers to Agent under this Agreement and, as such, shall be Obligations hereunder secured by all the Collateral. Except for Agent or Lenders’ gross negligence or willful misconduct, Agent Bank shall not be liable or responsible in any way for the safekeeping of any of the Collateral or for any loss or damage thereto or for any diminution in the value thereof, or for any act or default of any warehouseman, carrier, forwarding agency, or other Person whatsoever, but the same shall be at Borrowers’ sole riskwhomsoever.