Common use of Provisions Applicable to the Collateral Clause in Contracts

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the Grantor. (b) The Holders or their representatives shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the Grantor, to examine and inspect the Collateral and to review the books and records of the Grantor concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral Agent, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral Agent. (e) Without the prior written consent of the Holders, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent from time to time, each Grantor shall furnish the Holders or the Collateral Agent with such information and documents regarding the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders may reasonably request. (g) During the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral Agent, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance of each Grantor’s contracts, (ii) evidence of each Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each Grantor. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders under this Agreement, each Grantor shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the Holders’ security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rights. It is understood and agreed by each Grantor that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral Agent, upon its written request, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Company and the Subsidiary each covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the GrantorCompany and the Subsidiary. (b) The Holders Buyers or their representatives shall have the right, upon reasonable prior written notice to a Grantor the Company and during the regular business hours of the GrantorCompany, to examine and inspect the Collateral and to review the books and records of the Grantor Company or the Subsidiary concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Company or the Subsidiary and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Company and the Subsidiary shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor the Company or the Subsidiary in the states set forth on Schedule I or, upon written notice to the Collateral AgentBuyers, at such other locations for which the Holders Buyers have filed financing statements, and in no other states without ten (10) 20 days’ prior written notice to the HoldersBuyers, except that each Grantor the Company or the Subsidiary shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Company shall not move the location of its principal executive offices without prior written notification to the Collateral AgentBuyers. (e) Without the prior written consent of the HoldersBuyers, each Grantor the Company and the Subsidiary shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Buyers from time to time, each Grantor the Company or the Subsidiary shall furnish the Holders or the Collateral Agent Buyers with such information and documents regarding the Collateral and each Grantorthe Company’s or the Subsidiary’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Buyers may reasonably request. (g) During the term of this Agreement, each Grantor the Company or the Subsidiary shall deliver to the Holders or the Collateral AgentBuyers, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Company’s or the Subsidiary’s contracts or the performance of each Grantorthe Company’s or the Subsidiary’s contracts, (ii) evidence of each Grantorthe Company’s or the Subsidiary’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantorthe Company’s or the Subsidiary’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Company or the Subsidiary, and Borrower Company or the Subsidiary shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor Company or the Subsidiary and to assign to Holders Buyers all such security interests in favor of each GrantorCompany or the Subsidiary. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Buyers under this Agreement, each Grantor the Company or the Subsidiary shall have the right until one or more Events of Default shall occur, at its their own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the HoldersBuyers’ security interest to account debtors obligated to each Grantor the Company or the Subsidiary and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Buyers and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantorthe Company’s or the Subsidiary’s contract rights. It is understood and agreed by each Grantor the Company and the Subsidiary that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor Company and the Subsidiary shall promptly deliver to the Collateral Agent, upon its their written request, all existing leases, and all other leases entered into by each Grantor Company or the Subsidiary from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (kl) Each Grantor Company and the Subsidiary shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the HoldersBuyers, which consent shall not be unreasonably withheld, conditioned or delayed. (lm) Each Grantor Company and the Subsidiary shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Buyers at least ten fifteen (1015) days’ days prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (mn) Each Grantor The Company and the Subsidiary shall cooperate with the Holders and the Collateral AgentBuyers, at each GrantorCompany’s reasonable expense, in perfecting HoldersBuyers’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (no) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect HoldersBuyers’ security interest without either GrantorCompany’s or the Subsidiary’s signature. Each Grantor grants Company and the Subsidiary grant to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor Company or the Subsidiary which the Collateral Agent deems reasonably necessary to perfect HoldersBuyers’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each The Grantor covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the Grantor. (b) The Holders or their representatives shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the Grantor, to examine and inspect the Collateral and to review the books and records of the Grantor concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each The Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each the Grantor in the states set forth on Schedule I or, upon written notice to the Collateral Agent, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) 20 days’ prior written notice to the Holders, except that each the Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each The Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral Agent. (e) Without the prior written consent of the Holders, each the Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent from time to time, each the Grantor shall furnish the Holders or the Collateral Agent with such information and documents regarding the Collateral and each the Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders may reasonably request. (g) During the term of this Agreement, each the Grantor shall deliver to the Holders or the Collateral Agent, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each the Grantor’s contracts or the performance of each the Grantor’s contracts, (ii) evidence of each the Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each the Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each the Grantor, and Borrower Grantor shall take all necessary action during the term of this Agreement to perfect facilitate perfection of any and all security interests in favor of each Grantor and to assign to the Holders all such security interests in favor of each Grantorby the Collateral Agent. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders under this Agreement, each the Grantor shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the Holders’ security interest to account debtors obligated to each the Grantor and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each the Grantor’s contract rights. It is understood and agreed by each the Grantor that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each the Grantor shall promptly deliver to the Collateral Agent, upon its written request, all existing leases, and all other leases entered into by each the Grantor from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each The Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each The Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten fifteen (1015) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each The Grantor shall cooperate with the Holders and the Collateral Agent, at each the Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each The Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each the Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that that, at all times during the term of this Agreement, the following provisions shall be applicable to the Collateral: (a) Each Grantor 6.3.1 Borrower covenants and agrees that at all times during the term of this Agreement it shall will keep accurate and complete books and records concerning the Collateral that is now owned or acquired by the Grantorit in accordance with GAAP. (b) The Holders or their representatives 6.3.2 FINOVA shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the Grantor, to examine and inspect the Collateral and to right t& review the books and records of the Grantor concerning Borrower pertaining to the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and to make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral Agent, at such other locations for which the Holders have filed financing statements, reasonable times upon reasonable notice and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral Agent. (e) Without the prior written consent of the Holders, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent from time to time, each Grantor shall furnish the Holders or the Collateral Agent with such information and documents regarding the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders often as FINOVA may reasonably request. (g) During 6.3.3 Borrower shall maintain and keep its principal place of business and its chief executive office at the term address set forth at the beginning of this Agreement, each Grantor and at no other location without giving FINOVA at least thirty (30) days prior written notice of any move. Borrower shall deliver to the Holders or maintain and keep its records concerning the Collateral Agent, upon their reasonable, at such address and at no other location without giving FINOVA at least thirty (30) days prior written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance notice of each Grantor’s contracts, (ii) evidence of each Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and any move. Borrower shall take all necessary action during the term of this Agreement to perfect keep any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each Grantor. (h) Notwithstanding the security interest in Equipment comprising the Collateral granted to and created in favor of the Holders under this Agreement, each Grantor shall have the right until one or more Events of Default shall occur, only at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. such address. Borrower may change any such location only if it has given FINOVA thirty (i30) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give days prior written notice of the Holders’ security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rightsnew location. It is understood and agreed by each Grantor that Borrower may not move the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral Agent, upon its written request, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent FINOVA. 6.3.4 Borrower shall not be unreasonably withheldsell, conditioned lease, transfer or delayed. (l) Each Grantor shall not close any otherwise dispose of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to encumber any of the Collateral. (n) The 6.3.5 Borrower shall cause the Equipment and any other Collateral Agent may file any necessary financing statements to be maintained and preserved in the same condition, repair and working order as when new, ordinary wear and tear excepted, and shall promptly make or cause to be made all repairs, replacements and other documents the Collateral Agent deems reasonably improvements in connection therewith which are necessary in order or desirable to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants that end. 6.3.6 Borrower shall not permit any item of Equipment to the Collateral Agent become a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary fixture (other than a trade fixture) to perfect Holders’ security interest. Such power, coupled with real estate or an interest, is irrevocableaccession to other property.

Provisions Applicable to the Collateral. The parties covenant and agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor This Security Agreement constitutes a valid and continuing lien on and security interest in the Collateral in favor of the Bank, prior to all other liens, encumbrances, security interests and rights of others arising from any acts or omissions of the Borrower, and is enforceable as such as against creditors of and purchasers from the Borrower, except those in favor of the Bank and those permitted under the Credit Agreement. (b) The Borrower covenants and agrees that at all times during the term of this Security Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned or acquired after the date of this Security Agreement by the GrantorBorrower, in accordance with generally accepted accounting principles (as such principles may change from time to time) applied on a consistent basis (except for changes in which the Borrower’s certified public accountants concur) at that facility of the Borrower located at 000 Xxxxxxxxx Xxxxxx, Xxx Xxxxxx, Xxxxxxxxxxxx 00000 and at no other location without the prior written consent of the Bank. (bc) The Holders or their representatives shall have Borrower will permit such persons as the right, upon reasonable prior written notice Bank may designate to a Grantor visit and during the regular business hours of the Grantor, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Security Agreement by the Grantor Borrower and to copy the same and make excerpts therefromtherefrom and to discuss the Collateral with the Borrower’s officers, employees and independent accountants at such times and as often as the Bank may request; provided, however, provided that from and after the occurrence of an so long as no Event of DefaultDefault has occurred and is existing, the rights Bank shall give reasonable notice of such inspection and entry shall be subject to the requirements Borrower and shall limit its inspection to the normal office hours of Borrower. The Borrower authorizes its officers, employees and independent accountants to discuss with the Bank the affairs of the CodeBorrower. (cd) Each Grantor The Borrower shall at all times during the term of this Security Agreement keep the Equipment, Inventory and Fixtures that are now owned or acquired after the date of this Security Agreement by each Grantor the Borrower at its various locations described in the states set forth on Schedule I 5(d) of this Security Agreement or, upon written notice to the Collateral AgentBank, at such other locations for which the Holders have Bank has filed financing statementsstatements and obtained warehouseman’s or landlord’s lien waivers (where applicable), and in at no other states location without ten (10) days’ the prior written notice to consent of the HoldersBank, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (de) Each Grantor The Borrower currently maintains its chief executive offices at 000 Xxxxxxxxx Xxxxxx, Xxx Xxxxxx, Xxxxxxxxxxxx 00000 and shall not move the location of its principal chief executive offices without prior written notification to the Collateral AgentBank. (ef) Without the prior written consent of the HoldersBank, each Grantor the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except Equipment or Fixtures reasonably deemed by the Borrower to be no longer material to or useful in the ordinary course conduct of their its business. (fg) Promptly upon request of the Holders or the Collateral Agent Bank from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Bank with such information and documents regarding the Collateral and each Grantorthe Borrower’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Bank may reasonably request. (gh) During Promptly upon request of the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral Agent, upon their reasonable, written request Bank from time to time, the Borrower shall deliver to the Bank without limitation, , (i) after an Event of Default, all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Borrower’s contracts or the performance of each Grantorthe Borrower’s contracts, , (ii) evidence of each Grantorthe Borrower’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and thereof and (iii) reports as to each Grantorthe Borrower’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each GrantorBorrower. (hi) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Bank under this Security Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper Paper, and to enforce their its contract rights. (ij) After The Bank shall have the right at any time after the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the Holders’ Bank’s security interest to account debtors obligated to each Grantor and the Borrower to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Bank and to enforce payment of the Accounts and the Chattel Paper Paper, and to enforce each Grantorthe Borrower’s contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Agent Bank shall have no liability whatsoever under this subsection (i) Security Agreement except for their its own gross negligence or willful misconduct. (jk) At all times during the term of this AgreementThe Bank may, each Grantor shall promptly deliver to the Collateral Agentat any time, upon its written request, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment time cause to be opened and maintained a lockbox account or Inventory other account (the “Leased InventoryCash Collateral Account”) which is leased and deposit, and require Borrower to third parties. (k) Each Grantor shall not change its namedeposit, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent therein all cash proceeds of the HoldersCollateral. All cash proceeds of the Collateral received directly by the Borrower shall be held by the Borrower in trust for the benefit of the Bank, which consent and, if requested by the Bank, shall not be unreasonably withheldsegregated from all other funds of the Borrower and shall, conditioned within one business day after receipt, be paid over to the Bank in the same form as so received (with any necessary endorsement or delayedassignment) for deposit in the Cash Collateral Account. The Bank shall have sole dominion and control over all items and funds in the Cash Collateral Account and such items and funds may be withdrawn only by the Bank, it being the intention of the parties to this Security Agreement that the Borrower shall have no control over or withdrawal rights in respect of the Cash Collateral Account. The Bank may, in its discretion, release to the Borrower from time to time all or any part of the collected funds deposited in the Cash Collateral Account but the Bank shall have the right at any time to apply all or any part of the collected funds on deposit in the Cash Collateral Account to the payment of the Debt, whether on account of principal or interest or otherwise as the Bank in its discretion may elect, until the Debt is fully paid. (l) Each Grantor The Borrower shall not close invoice an account debtor, maintain its records relating to any Account or conduct any of its Deposit Accounts businesses in any name other than INTERNATIONAL PLASTICS AND EQUIPMENT CORP., or open any those trade or fictitious names set forth on Schedule 5(l) attached hereto and made a part hereof, except such new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security positionname as it may establish in accordance with Section 5(m). (m) Each Grantor shall cooperate with the Holders The Borrower’s Federal Taxpayer I.D. # is 00-0000000(“ID”) and the Borrower’s state of incorporation is Pennsylvania. The Borrower shall not change its ID or its state of incorporation without delivery of at least thirty (30) days advance written notice to the Bank. Without limiting the foregoing, if the Borrower desires to change its state of incorporation or its ID, establish a new location other than as set forth in Section 5(d), or a new location for its chief executive offices other than as set forth in Section 5(e), or to establish a new name other than as set forth in Section 5(l) in which it may invoice account debtors, maintain records concerning Collateral Agent, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in or conduct any of its businesses it shall first, with respect to each such new location or name: (1) give the Collateral. Each Grantor agrees that from time Bank written notice of its intention to time, at its own expense, do so and provide Bank with such Grantor will promptly execute and deliver all further instruments and documents, and information in connection therewith as the Bank may reasonably request; and (2) take all further such action, that satisfactory to the Bank including, without limitation, all action required by Sections 6, 7 and 8 hereof, as may be necessary or that to maintain at all times the first priority security interest of the Bank in the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateralhereunder. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned or acquired after the date of this Agreement by the GrantorBorrower at its principal place of business at 000 Xxxxxxx Xxxxxxx, Xxxxxxxx, XX 00000, and at no other location without the prior written consent of the Lenders' Agent. (b) The Holders Lenders' Agent or its representatives and the Lenders and their representatives shall have the right, upon reasonable prior written notice to a Grantor and right at all times during the regular business hours of the GrantorBorrower, with prior notice, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor Except as otherwise agreed by the Lenders' Agent, the Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned or acquired after the date of this Agreement by each Grantor in the states set forth on Schedule I Borrower at its principal place of business at 000 Xxxxxxx Xxxxxxx, Xxxxxxxx, XX 00000, except to the extent any such Collateral is intended to be portable and not fixed to any particular location (such as portable computers, cellular phones, and other similar property), Inventory and Equipment is located at the facilities of third-party contractors and assemblers or, upon written notice to the Collateral Lenders' Agent, at such other locations for which the Holders have Lenders' Agent has filed financing statements, and in at no other states location without ten (10) days’ prior written notice to the HoldersLenders' Agent, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor Except as otherwise agreed by the Lenders' Agent, the Borrower shall not move the location of its principal chief executive offices without prior written notification to the Collateral Lenders' Agent, and shall not change its jurisdiction of formation without the prior written consent of the Lenders' Agent. (e) Without the prior written consent of the HoldersLenders' Agent, each Grantor such consent not to be unreasonably withheld, the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except Equipment or Fixtures reasonably deemed by the Borrower to be no longer material to or useful in the conduct of its business or Equipment leased to third parties in the ordinary course of their Borrower's business. (f) Promptly upon request of the Holders or the Collateral Agent from time to time, each Grantor shall furnish the Holders or the Collateral Agent with such information and documents regarding the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders may reasonably request. (g) During the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral Agent, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance of each Grantor’s contracts, (ii) evidence of each Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each Grantor. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders under this Agreement, each Grantor shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the Holders’ security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rights. It is understood and agreed by each Grantor that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral Agent, upon its written request, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties Parties agree that that, at all times during the term of this Assignment, the following provisions shall be applicable to the Collateral: (a) Each Grantor covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the GrantorCollateral. (b) The Holders or their representatives Agent shall have the right, upon reasonable with prior written notice to a Grantor at any time during which no Event of Default has occurred and is continuing (it being understood and agreed that no such notice shall be required at any time after the occurrence and during the regular business hours continuance of the Grantoran Event of Default), to examine and inspect the Collateral and to review the books and records of the Grantor concerning pertaining to the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; provided, however, that from therefrom all at such reasonable times and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Codeas often as Agent may reasonably request. (c) Each In connection with any change of the name, identity or structure of the Grantor that might make any UCC financing statements filed in connection with the transactions contemplated hereby, seriously misleading within the meaning of the UCC or any change in the state of incorporation of the Grantor, the Grantor shall (i) authorize, if Agent deems the same reasonably necessary or desirable, the filing of appropriate financing statements in appropriate filing offices prior to such change and (ii) give the Agent notice of such change at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice least fifteen (15) Business Days prior to the Collateral Agent, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of businesschange. (d) Each Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral Agent. (e) Without the prior written consent of the Holders, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent from time to time, each Grantor shall furnish the Holders or the Collateral Agent with such material information and documents regarding concerning the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Agent may reasonably request, including copies of all material notices and communications with respect to Fast Forward or its respective properties, assets, operations or business which may be sent by Grantor to, or received from, Fast Forward or any other member of Fast Forward. (e) As long as Grantor retains title to the Membership Interest, Grantor shall have the right to exercise all voting and other rights under or pertaining to the Collateral; provided, however, all such rights and privileges shall be exercised in a manner which is not inconsistent with the provisions of this Assignment or the other Loan Documents. (f) Grantor will not authorize or consent to any amendment, revision or modification of the Operating Agreement without the prior written consent of Agent, which consent shall not be unreasonably withheld. (g) During the term of this Agreement, each Grantor and Fast Forward shall deliver to the Holders or the Collateral Agent, upon their reasonable, written request from time to timenot permit, without limitation, the prior written consent of Agent: (i) all invoices and customer statements rendered any new member to account debtorsbe admitted to Fast Forward, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance of each Grantor’s contracts, (ii) evidence any transaction which would have the effect of each diluting Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each GrantorMembership Interest. (h) Notwithstanding Except as permitted under the Credit Agreement, Grantor shall not (i) create, incur, assume or suffer to exist any Lien or pledge or conditional sale or other title retention agreement with respect to any of, the Collateral, (ii) sell, assign, transfer, pledge, or otherwise encumber any rights in or to the Collateral, or any distributions or payments with respect thereto, (iii) permit any levy or attachment to be made against any of the Collateral, or (iv) permit any financing statement to be filed or on file with respect to any of the Collateral, except in favor of Agent. (i) Grantor shall defend Agent’s security interest in the Collateral granted to and created in favor of the Holders under this Agreement, each Grantor shall have the right until one or more Events of Default shall occurshall, at its own cost and expense, cause (providing that Agent shall file financing statements) said security interest to collect the Accounts and the Chattel Paper be perfected and to enforce their contract rightscontinue to be perfected, and for such purpose Grantor will from time to time at the request of Agent execute and file or record, or cause to be filed or recorded, such instruments, documents and notices, including, without limitation, financing statements and continuation statements, as Agent may deem reasonably necessary or advisable from time to time in order to perfect and continue perfected said security interest. Grantor will do all such other acts and things and execute and deliver all such other instruments and documents, including without limitation, further security agreements, pledges and assignments, as Agent may reasonably deem necessary or advisable from time to time in order to perfect, preserve and continue as perfected the priority of said security interest as a security interest in the Collateral prior to the rights of all other persons therein or thereto except for Agent. (ij) After Grantor shall defend the occurrence title to the Collateral and the lien on and security interest of Agent therein against the claim of any person or entity and will maintain and preserve and protect such lien and security interest in the Collateral, until such time as the Obligations have been indefeasibly paid and performed in full and Agent and the Lenders shall have no obligation to extend any credit under the Credit Agreement or the other Loan Documents. (k) Grantor hereby irrevocably authorizes Fast Forward to (after receipt by Fast Forward of notice and/or upon actual knowledge of an Event of Default, ) rely upon and comply with any written notice or demand by Agent for the Collateral Agent shall have the right, in its sole discretion, to give notice of the Holders’ security interest to account debtors obligated to each Grantor and to take over and direct collection of any distributions under the Accounts and the Chattel Paper, to notify such account debtors to make payment directly Operating Agreement or otherwise with respect to the Holders Membership Interest or the Collateral. Fast Forward is hereby authorized to rely upon the written statement of Agent with respect to the existence of an Event of Default and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rights. It is understood and agreed by each Grantor that the Collateral Agent Fast Forward shall have no liability whatsoever to Grantor for Fast Forward’s reliance upon Agent’s written notice of the existence of an Event of Default. Without in any way limiting the effectiveness of the aforesaid authorization, if after an Event of Default has occurred and is continuing, Grantor shall receive all or any portion of any distribution which under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver Assignment is payable to the Collateral Agent, upon its written request, all existing leasesthen Grantor will hold the same in trust for, and all other leases entered into by each Grantor from time to timeshall immediately remit the same to, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayedAgent. (l) Each Grantor Agent shall have no responsibility to enforce collection of any distribution hereby assigned and Agent shall not close have any other responsibility in connection therewith, except the responsibility to account for funds actually received. Neither this Assignment nor any action or inaction on the part of its Deposit Accounts Agent prior to the acquisition by Agent of title to the Membership Interest hereunder shall constitute an assumption on the part of Agent of any duty or open obligation with respect to the Membership Interest or the Operating Agreement, nor shall Agent have any new duty or additional Deposit Accounts without first giving obligation to make any payment to be made by Grantor under the Holders Operating Agreement, or to present or file any claim, or to take any other action to collect or enforce the payment of any amounts or the performance of any obligations which have been assigned to Agent or to which it may be entitled hereunder at least ten (10) days’ prior written notice thereof; however, Holders grant any time or times. No action or inaction on the Collateral part of Agent shall adversely affect or limit in any way the power to waive a portion rights of the notice period if such waiver does not harm Holders’ security positionAgent hereunder. (m) Each Grantor If, upon the exercise of its remedies under this Assignment, Agent becomes a substitute member of Fast Forward, Agent shall cooperate with the Holders and the Collateral Agent, at each automatically assume all of Grantor’s reasonable expenseobligations under the Operating Agreement, in perfecting Holders’ security interest in incurred on or after the date of assumption, except that Agent shall not be required to pay any of the Collateral. Each Grantor agrees that from time capital contributions or other assessments to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder Fast Forward with respect to any of the Collateral. (n) The Grantor will not change its name or identity in any manner unless it shall have given Agent at least 30 days’ prior written notice thereof and shall have taken all action (or made arrangements to take such action substantially simultaneously with such change if it is impossible to take such action in advance) necessary or reasonably requested by Agent to amend any financing statement or continuation statement as required by Agent. Grantor will not amend, modify or otherwise affect its organizational documents, including, without limitation, its articles of incorporation and code of regulations, without the prior written consent of Agent. (o) Promptly upon request of Agent from time to time, Grantor shall furnish to Agent such information concerning the Collateral as Agent may file reasonably request, including, without limitation, copies of all notices and communications with respect to Fast Forward or its properties, assets, operations or business, which may be sent by Grantor to, or received from, or any necessary financing statements other member of Fast Forward. (p) Grantor does hereby irrevocably constitute and other documents the Collateral appoint Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such poweras its true and lawful attorney, coupled with an interest, is irrevocablewith full power of substitution, for Grantor, in its name, place and stead, at any time after the occurrence and during the continuance of an Event of Default, to ask for, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all sums or properties which may be or become due, payable or distributable in connection with or with respect to the Collateral, with full power to settle, adjust or compromise any claim thereunder or therefor as fully as Grantor could itself do, and to endorse or sign the name of Grantor on all negotiable instruments and any other commercial paper given in payment or in part payment thereof, and all documents of satisfaction, discharge or receipt required or requested in connection therewith, and in its discretion to file any claim or take any other action or proceeding, either in its own name or in the name of Grantor, or otherwise, which Agent may deem necessary or appropriate to collect or otherwise realize upon any and all of the Collateral, or which may be necessary or appropriate to protect and preserve the right, title and interest of Agent in and to such Collateral and the security intended to be afforded hereby.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned or acquired after the date of this Agreement by the GrantorBorrower at its principal place of business at 20 Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxx, XX 00000, and at no other location without the prior written consent of the Lenders’ Agent. (b) The Holders Lenders’ Agent or its representatives and the Lenders and their representatives shall have the right, upon reasonable prior written notice to a Grantor and right at all times during the regular business hours of the GrantorBorrower, with prior notice, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor Except as otherwise agreed by the Lenders’ Agent, the Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned or acquired after the date of this Agreement by each Grantor in the states set forth on Schedule I Borrower at its principal place of business at 20 Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxx, XX 00000, except to the extent any such Collateral is intended to be portable and not fixed to any particular location (such as portable computers, cellular phones, and other similar property), Inventory and Equipment is located at the facilities of third-party contractors and assemblers or, upon written notice to the Collateral Lenders’ Agent, at such other locations for which the Holders have Lenders’ Agent has filed financing statements, and in at no other states location without ten (10) days’ prior written notice to the HoldersLenders’ Agent, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor Except as otherwise agreed by the Lenders’ Agent, the Borrower shall not move the location of its principal chief executive offices without prior written notification to the Collateral Lenders’ Agent, and shall not change its jurisdiction of formation without the prior written consent of the Lenders’ Agent. (e) Without the prior written consent of the HoldersLenders’ Agent, each Grantor such consent not to be unreasonably withheld, the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except Equipment or Fixtures reasonably deemed by the Borrower to be no longer material to or useful in the conduct of its business or Equipment leased to third parties in the ordinary course of their Borrower’s business. (f) Promptly upon request of the Holders or the Collateral Agent Lenders’ Agent, from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Lenders’ Agent with such information and documents regarding the Collateral and each Grantorthe Borrower’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Lenders’ Agent may reasonably request. (g) During Promptly upon request of the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral Lenders’ Agent, upon their reasonable, written request from time to time, the Borrower shall deliver to the Lenders’ Agent all documentation reasonably requested by the Lenders’ Agent without limitation, , (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Borrower’s contracts or the performance of each Grantorthe Borrower’s contracts, , (ii) evidence of each Grantorthe Borrower’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and thereof and (iii) reports as to each Grantorthe Borrower’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each GrantorBorrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Lenders under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rightsrights generally. (i) After the occurrence of an Event of Default, the Collateral Lenders’ Agent shall have the right, in its sole discretion, to give notice of the HoldersLenders’ security interest to account debtors obligated to each Grantor the Borrower and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Lenders’ Agent and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantorthe Borrower’s contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Lenders’ Agent shall have no liability whatsoever under this subsection (i) Agreement except for their its own gross negligence or willful misconduct. (j) At After the occurrence of an Event of Default, the Lenders’ Agent shall cause to be opened and maintained a noninterest bearing deposit account (the “Cash Collateral Account”) and after delivery of notice to the Borrower by the Lenders’ Agent, deposit, and require the Borrower to deposit, therein all times during cash proceeds of Collateral. All cash proceeds of the term Collateral received directly by the Borrower shall be held by the Borrower in trust for the benefit of the Lenders’ Agent, shall be segregated from all other funds of the Borrower and shall, within one business day after receipt, be paid over to the Lenders’ Agent in the same form as so received (with any necessary endorsement or assignment) for deposit in the Cash Collateral Account. The Lenders’ Agent shall have sole dominion and control over all items and funds in the Cash Collateral Account and such items and funds may be withdrawn only by the Lenders’ Agent, it being the intention of the parties to this Agreement that the Borrower shall have no control over or withdrawal rights in respect of the Cash Collateral Account. The Lender’s Agent, in accordance with the Loan Agreement, each Grantor may, in its discretion, release to the Borrower from time to time all or any part of the collected funds deposited in the Cash Collateral Account but the Lenders’ Agent shall have the right at any time to apply all or any part of the collected funds on deposit in the Cash Collateral Account to the payment of the Debt, whether on account of principal or interest or otherwise as the Lenders’ Agent in its discretion and in good faith may elect, until the Debt is fully paid. (k) After the occurrence of an Event of Default and delivery of a written request, the Borrower shall promptly deliver to the Collateral Agent, upon its written request, Lenders’ Agent all existing leases, and all other leases entered into by each Grantor the Borrower from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or parties and will take such action as is necessary to perfect the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting HoldersLenders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the CollateralLeased Inventory. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each The Grantor covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the Grantor. (b) The Holders or their representatives shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the Grantor, to examine and inspect the Collateral and to review the books and records of the Grantor concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each The Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral Agent, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) 10 days’ prior written notice to the Holders, except that each the Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each The Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral Agent. (e) Without the prior written consent of the Holders, each the Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Agent, from time to time, each the Grantor shall furnish the Holders or the Collateral Agent with such information and documents regarding the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders may reasonably request. (g) During the term of this Agreement, each the Grantor shall deliver to the Holders or the Collateral Agent, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each the Grantor’s contracts or the performance of each the Grantor’s contracts, (ii) evidence of each the Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each the Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each the Grantor, and Borrower Grantor shall take all necessary action during the term of this Agreement to perfect facilitate perfection of any and all security interests in favor of each Grantor and to assign to the Holders all such security interests in favor of each Grantorby the Collateral Agent. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders under this Agreement, each Grantor shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the Holders’ security interest to account debtors obligated to each the Grantor and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each the Grantor’s contract rights. It is understood and agreed by each the Grantor that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each the Grantor shall promptly deliver to the Collateral Agent, upon its written request, all existing leases, and all other leases entered into by each the Grantor from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable. (o) Grantor agrees to take, at its expense, all reasonable steps, including, without limitation, in the USPTO, the USCO and any other governmental authority located in the United States, to pursue the registration and maintenance of each Patent, Trademark, or Copyright registration or application, now or hereafter included in such Intellectual Property Collateral of Grantor. (p) Grantor shall not do or permit any act or knowingly omit to do any act whereby any of its Intellectual Property Collateral may lapse, be terminated, or become invalid or unenforceable or placed in the public domain (or in the case of a trade secret, becomes publicly known). (q) Grantor shall take all reasonable steps to preserve and protect each item of its Intellectual Property Collateral, including, without limitation, maintaining the quality of any and all products or services used or provided in connection with any of the Trademarks, consistent with the quality of the products and services as of the date hereof, and taking all reasonable steps necessary to ensure that all licensed users of any of the Trademarks abide by the applicable license’s terms with respect to standards of quality. (r) Within 60 days after the end of each calendar quarter Grantor shall provide a list of any additional applications for or registrations of Intellectual Property of Grantor not previously disclosed to the Collateral Agent including such information as is necessary for such Grantor to make appropriate filings in the U.S. Patent and Trademark Office and the U.S. Copyright Office and deliver to the Collateral Agent at such time the short-form security agreement with respect to such Patents, Trademarks or Copyrights in appropriate form for filing with the USPTO or USCO, as applicable and file such agreements with the USPTO or USCO, as applicable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the Grantor. (b) The Holders or their representatives shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the Grantor, to examine and inspect the Collateral and to review the books and records of the Grantor concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral AgentHolders, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral AgentHolders. (e) Without the prior written consent of the Holders, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Majority Holders or the Collateral Agent from time to time, each Grantor shall furnish the Holders or the Collateral Agent with such information and documents regarding the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders may reasonably request. (g) During the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral AgentMajority Holders, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance of each Grantor’s contracts, (ii) evidence of each Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each Grantor. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders under this Agreement, each Grantor shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After Subject to the terms of the Earlier 2016 Notes, and the Permitted Liens, after the occurrence of an Event of Default, the Collateral Agent Majority Holders shall have the right, in its their sole discretion, to give notice of the Holders’ security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rights. It is understood and agreed by each Grantor that the Collateral Agent Majority Holders shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral AgentHolders, upon its the written requestrequest of the Majority Holders, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (the “Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Majority Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, the Majority Holders grant the Collateral Agent have the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Subject to restrictions applicable to the Earlier 2016 Notes and the Permitted Liens, each Grantor shall cooperate with the Holders and the Collateral AgentMajority Holders, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent Majority Holders may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent Holders to exercise and enforce its their rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent Subject to restrictions applicable to the Earlier 2016 Notes and the Permitted Liens, the Majority Holders may file any necessary financing statements and other documents the Collateral Agent deems they deem reasonably necessary in order to perfect the Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent Majority Holders a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems Majority Holders deem reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Company covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the GrantorCompany. (b) The Holders Buyers or their representatives shall have the right, upon reasonable prior written notice to a Grantor the Company and during the regular business hours of the GrantorCompany, to examine and inspect the Collateral and to review the books and records of the Grantor Company concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Company and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral Agent, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Company shall not move the location of its principal executive offices without prior written notification to the Collateral AgentBuyers. (e) Without the prior written consent of the Holders, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (fd) Promptly upon request of the Holders or the Collateral Agent Buyers from time to time, each Grantor the Company shall furnish the Holders or the Collateral Agent Buyers with such information and documents regarding the Collateral and each Grantorthe Company’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Buyers may reasonably request. (ge) During the term of this Agreement, each Grantor the Company shall deliver to the Holders or the Collateral AgentBuyers, upon their reasonable, written request from time to time, without limitation, (i) , all invoices and customer statements rendered to account debtorsthe Borrower, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Company’s contracts or the performance of each Grantorthe Company’s contracts, (ii) evidence of each Grantor’s accounts and statements showing contracts relating to the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each GrantorBridge Loan Documents. (hf) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Buyers under this Agreement, each Grantor the Company shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rights. (ig) After the occurrence and during the continuance of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the HoldersBuyers’ security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel PaperBorrower, to notify such account debtors the Borrower to make payment directly to the Holders Buyers and to enforce payment of the Accounts and the Chattel Paper and to enforce each GrantorCompany’s contract rightsrights relating to the Bridge Loan Documents. It is understood and agreed by each Grantor the Company that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (jh) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral Agent, upon its written request, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor The Company shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the HoldersBuyers, which consent shall not be unreasonably withheld, conditioned or delayed. (li) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor The Company shall cooperate with the Holders and the Collateral AgentBuyers, at each Grantorthe Company’s reasonable expense, in perfecting HoldersBuyers’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (nj) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holdersthe Buyers’ security interest without either Grantorthe Company’s signature. Each Grantor The Company grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor the Company which the Collateral Agent deems reasonably necessary to perfect Holdersthe Buyers’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties Bank and the Borrower --------------------------------------- agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower currently maintains its chief executive offices at the address set forth in the Borrower's Data Report, and shall not move the location of its chief executive offices without prior written notification to the Bank. The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now or in the future owned or acquired by the GrantorBorrower, in accordance with GAAP, at such chief executive office, and at no other location without the prior written consent of the Bank. (b) The Holders or their representatives Borrower shall have the right, upon reasonable prior written notice to a Grantor and at all times during the regular business hours term of this Agreement keep the Grantor, to examine and inspect the Collateral and to review the books and records of the Grantor concerning the Collateral Inventory that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall Borrower at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor its various locations described in the states set forth on Schedule I Borrower's Data Report or, upon written notice to the Collateral AgentBank, at such other locations for which the Holders have Bank has filed financing statements, and in at no other states location without ten (10) days’ the prior written notice to consent of the HoldersBank, except that each Grantor the Borrower shall have the right right, until one or more Events of Default shall occur and after the expiration of the applicable notice or grace period, if any, to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (dc) Each Grantor shall The Borrower will not move change its name without prior written notice to the location Bank. The Borrower's Data Report sets forth all of its principal executive offices without the trade names used by the Borrower. Without prior written notification to the Collateral AgentBank, the Borrower will not commence any use of any other trade name. (e) Without the prior written consent of the Holders, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (fd) Promptly upon request of the Holders or the Collateral Agent Bank from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Bank with such information and documents regarding the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders may reasonably request. (g) During the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral Agent, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s the Borrower's contracts or the performance of each Grantor’s the Borrower's contracts, (ii) evidence of each Grantor’s accounts , at such times and statements showing the aging, identification, reconciliation in such form and collection thereof, and (iii) reports detail as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each GrantorBank may request. (he) Notwithstanding the security interest in the Collateral granted to and created in favor Promptly upon request of the Holders under this AgreementBank from time to time, each Grantor the Borrower shall have deliver to the right until one Bank possession of all Chattel Paper, Documents and Instruments together with any endorsement or more Events of Default shall occur, at its own cost and expense, to collect assignment deemed necessary or advisable by the Accounts and the Chattel Paper and to enforce their contract rightsBank. (if) After Until such time as the occurrence of an Event of Default, the Collateral Agent shall have the right, in Bank exercises its sole discretion, right to give notice of the Holders’ security interest to account debtors obligated to each Grantor and to take over and effect direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s effect the enforcement of the Borrower's contract rights. It is understood and agreed by each Grantor that , the Collateral Agent shall have no liability whatsoever under this subsection (i) except Borrower assumes full responsibility for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral Agent, upon its written request, all existing leases, taking any and all steps to preserve rights in respect of its Accounts, its Chattel Paper and its contracts against other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Company covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the GrantorCompany. (b) The Holders Buyers or their representatives shall have the right, upon reasonable prior written notice to a Grantor the Company and during the regular business hours of the GrantorCompany, to examine and inspect the Collateral and to review the books and records of the Grantor Company concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Company and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral Agent, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Company shall not move the location of its principal executive offices without prior written notification to the Collateral AgentBuyers. (e) Without the prior written consent of the Holders, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (fd) Promptly upon request of the Holders or the Collateral Agent Buyers from time to time, each Grantor the Company shall furnish the Holders or the Collateral Agent Buyers with such information and documents regarding the Collateral and each Grantorthe Company’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Buyers may reasonably request. (ge) During the term of this Agreement, each Grantor the Company shall deliver to the Holders or the Collateral AgentBuyers, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtorsthe Borrower, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Company’s contracts or the performance of each Grantorthe Company’s contracts, (ii) evidence of each Grantor’s accounts and statements showing contracts relating to the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each GrantorBridge Loan Documents. (hf) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Buyers under this Agreement, each Grantor the Company shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rights. (ig) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the HoldersBuyers’ security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel PaperBorrower, to notify such account debtors the Borrower to make payment directly to the Holders Buyers and to enforce payment of the Accounts and the Chattel Paper and to enforce each GrantorCompany’s contract rightsrights relating to the Bridge Loan Documents. It is understood and agreed by each Grantor the Company that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (jh) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral Agent, upon its written request, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor The Company shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the HoldersBuyers, which consent shall not be unreasonably withheld, conditioned or delayed. (li) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor The Company shall cooperate with the Holders and the Collateral AgentBuyers, at each Grantorthe Company’s reasonable expense, in perfecting HoldersBuyers’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (nj) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holdersthe Buyers’ security interest without either Grantorthe Company’s signature. Each Grantor The Company grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor the Company which the Collateral Agent deems reasonably necessary to perfect Holdersthe Buyers’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the GrantorBorrower. (b) The Holders Buyers or their representatives shall have the right, upon reasonable prior written notice to a Grantor the Borrower and during the regular business hours of the GrantorBorrower, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor the Borrower in the states set forth on Schedule I or, upon written notice to the Collateral AgentBuyers, at such other locations for which the Holders Buyers have filed financing statements, and in no other states without ten (10) 20 days’ prior written notice to the HoldersBuyers, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Borrower shall not move the location of its principal executive offices without prior written notification to the Collateral AgentBuyers. (e) Without the prior written consent of the HoldersBuyers, each Grantor the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Buyers from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Buyers with such information and documents regarding the Collateral and each Grantorthe Borrower’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Buyers may reasonably request. (g) During the term of this Agreement, each Grantor the Borrower shall deliver to the Holders or the Collateral AgentBuyers, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Borrower’s contracts or the performance of each Grantorthe Borrower’s contracts, (ii) evidence of each Grantorthe Borrower’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantorthe Borrower’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Borrower, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor the Borrower and to assign to Holders Buyers all such security interests in favor of each Grantorthe Borrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Buyers under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its their own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the HoldersBuyers’ security interest to account debtors obligated to each Grantor the Borrower and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Buyers and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantorthe Borrower’s contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor the Borrower shall promptly deliver to the Collateral Agent, upon its their written request, all existing leases, and all other leases entered into by each Grantor the Borrower from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor The Borrower shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the HoldersBuyers, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor The Borrower shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Buyers at least ten fifteen (1015) days’ days prior written notice thereof; however, Holders Buyers grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm HoldersBuyers’ security position. (m) Each Grantor The Borrower shall cooperate with the Holders and the Collateral AgentBuyers, at each Grantorthe Borrower’s reasonable expense, in perfecting HoldersBuyers’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect HoldersBuyers’ security interest without either Grantorthe Borrower’s signature. Each Grantor The Borrower grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor the Borrower which the Collateral Agent deems reasonably necessary to perfect HoldersBuyers’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the Grantor. (b) The Holders or their representatives shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the Grantor, to examine and inspect the Collateral and to review the books and records of the Grantor concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral AgentHolders, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ ' prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral AgentHolders. (e) Without the prior written consent of the Holders, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Majority Holders or the Collateral Agent from time to time, each Grantor shall furnish the Holders or the Collateral Agent with such information and documents regarding the Collateral and each Grantor’s 's financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders may reasonably request. (g) During the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral AgentMajority Holders, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s 's contracts or the performance of each Grantor’s 's contracts, (ii) evidence of each Grantor’s 's accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s 's inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each Grantor. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders under this Agreement, each Grantor shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After Subject to the terms of the Additional Notes, if any, and the Permitted Liens, after the occurrence of an Event of Default, the Collateral Agent Majority Holders shall have the right, in its their sole discretion, to give notice of the Holders’ ' security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s 's contract rights. It is understood and agreed by each Grantor that the Collateral Agent Majority Holders shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral AgentHolders, upon its the written requestrequest of the Majority Holders, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (“the "Leased Inventory”") which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Majority Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ ' prior written notice thereof; however, the Majority Holders grant the Collateral Agent have the power to waive a portion of the notice period if such waiver does not harm Holders’ ' security position. (m) Each Subject to restrictions resulting from the Additional Notes, if any, and the Permitted Liens, each Grantor shall cooperate with the Holders and the Collateral AgentMajority Holders, at each Grantor’s 's reasonable expense, in perfecting Holders’ ' security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent Majority Holders may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent Holders to exercise and enforce its their rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent Subject to restrictions resulting from the Additional Notes, if any, and the Permitted Liens, the Majority Holders may file any necessary financing statements and other documents the Collateral Agent deems they deem reasonably necessary in order to perfect the Holders’ ' security interest without either Grantor’s 's signature. Each Grantor grants to the Collateral Agent Majority Holders a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems Majority Holders deem reasonably necessary to perfect Holders’ ' security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned or acquired after the date of this Agreement by the GrantorBorrower or GTA. (b) The Holders Lender or their its representatives shall have the right, upon reasonable prior written notice to a Grantor the Borrower and GTA and during the regular business hours of the GrantorBorrower and GTA, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower and GTA concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Borrower and GTA shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned or acquired after the date of this Agreement by each Grantor in the states set forth on Schedule I Borrower and GTA at its various locations or, upon written notice to the Collateral AgentLender, at such other locations for which the Holders have Lender has filed financing statements, and in at no other states location without ten (10) 20 days’ ' prior written notice to the HoldersLender, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Borrower shall not move the location of its principal executive offices without prior written notification to the Collateral AgentLender. (e) Without the prior written consent of the HoldersLender, each Grantor the Borrower and GTA shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Lender from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Lender with such information and documents regarding the Collateral and each Grantor’s the Borrower's financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Lender may reasonably request. (g) During At all times during the term of this Agreement, each Grantor the Borrower shall deliver to the Holders or the Collateral AgentLender, upon their reasonable, its written request from time to timerequest, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s the Borrower's contracts or the performance of each Grantor’s the Borrower's contracts, (ii) evidence of each Grantor’s the Borrower's accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s the Borrower's inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Borrower, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor Borrower and to assign to Holders Lender all such security interests in favor of each GrantorBorrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Lender under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rights. (i) After Upon the occurrence continuance of an Event of DefaultDefault following the expiration of the applicable Cure Period, the Collateral Agent Lender shall have the right, in its sole discretion, to give notice of the Holders’ Lender's security interest to account debtors obligated to each Grantor the Borrower or GTA and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Lender and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s the Borrower's or GTA's contract rights. It is understood and agreed by each Grantor the Borrower and GTA that the Collateral Agent Lender shall have no liability whatsoever under this subsection (i) except for their its own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor Agreement Borrower and GTA shall promptly deliver to the Collateral AgentLender, upon its written request, all existing leases, and all other leases entered into by each Grantor Borrower or GTA from time to time, covering any material Equipment or Inventory (“"Leased Inventory”") which is leased to third parties. (kl) Each Grantor Neither the Borrower nor GTA shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayedLender. (lm) Each Grantor Neither the Borrower nor GTA shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Lender at least ten fifteen (1015) days’ days prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (mn) Each Grantor The Borrower and GTA shall cooperate with the Holders and the Collateral AgentLender, at each Grantor’s reasonable Borrower's expense, in perfecting Holders’ Lender's security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that including the Collateral Agent may reasonably request, execution of any control agreement(s) required in order to perfect and protect Lender's security interest in the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the CollateralDeposit Accounts. (no) The Collateral Agent Lender may file any necessary financing statements and other documents the Collateral Agent Lender deems reasonably necessary in order to perfect Holders’ Lender's security interest without either Grantor’s Borrower's signature. Each Grantor Borrower grants to the Collateral Agent Lender a power of attorney for the sole purpose of executing any documents on behalf of each Grantor Borrower which the Collateral Agent Lender deems reasonably necessary to perfect Holders’ Lender's security interest. Such power, coupled with an interest, is irrevocable. (p) The parties agree that the Lender shall have the right to designate and appoint a collateral agent to act for and on behalf of the Lenders with respect to the Collateral under this Agreement, provided that Borrower is notified in writing at least ten (10) days in advance of such appointment.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the Grantor. (b) The Holders or their representatives shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the Grantor, to examine and inspect the Collateral and to review the books and records of the Grantor concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an the Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral AgentHolders, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events the Event of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral AgentHolders. (e) Without the prior written consent of the Holders, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Majority Holders or the Collateral Agent from time to time, each Grantor shall furnish the Holders or the Collateral Agent with such information and documents regarding the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders may reasonably request. (g) During the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral AgentMajority Holders, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance of each Grantor’s contracts, (ii) evidence of each Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower Company shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each Grantor. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders under this Agreement, each Grantor shall have the right until one or more Events the Event of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After Subject to the terms of the New Note and the Permitted Liens, after the occurrence of an Event of Default, the Collateral Agent Majority Holders shall have the right, in its their sole discretion, to give notice of the Holders’ security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rights. It is understood and agreed by each Grantor that the Collateral Agent Majority Holders shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral AgentHolders, upon its the written requestrequest of the Majority Holders, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (the “Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Majority Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, the Majority Holders grant the Collateral Agent have the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Subject to restrictions resulting from the New Note and the Permitted Liens, each Grantor shall cooperate with the Holders and the Collateral AgentMajority Holders, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent Majority Holders may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent Holders to exercise and enforce its their rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent Subject to restrictions resulting from the New Note and the Permitted Liens, the Majority Holders may file any necessary financing statements and other documents the Collateral Agent deems they deem reasonably necessary in order to perfect the Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent Majority Holders a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems Majority Holders deem reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that that, at all times during the term of this Agreement, the following provisions shall be applicable to the Collateral: (a) Each Grantor covenants and agrees that at all times during the term of this Agreement it Pledgor shall keep accurate and complete books and records concerning the Collateral that is now owned by the Grantorit. (b) The Holders Pledgor shall deliver to Secured Party any document, instrument or their representatives security evidencing the Collateral and transfer powers executed in blank. Secured Party shall have the right, upon reasonable prior written notice right to a Grantor and during appoint one or more agents for the regular business hours purpose of retaining physical possession of the Grantorcertificates representing or evidencing the Collateral, to examine and inspect which may be held (in the Collateral and discretion of Secured Party) in the name of the Pledgor, endorsed or assigned in blank or in favor of Secured Party, or any nominee or nominees of Secured Party or any agent appointed by Secured Party. (c) Secured Party shall have the right to review the books and records of the Grantor concerning Pledgor pertaining to the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; provided, however, that from therefrom during normal business hours and after the occurrence of an Event of Default, the rights of inspection at reasonable intervals and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral Agent, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of businessreasonable notice. (d) Each Grantor Promptly upon request of Secured Party from time to time, Pledgor shall not move the location of its principal executive offices without prior written notification to furnish Secured Party with information concerning the Collateral Agentas Secured Party may request, including copies of all notices and communications with respect to each Issuer or its properties, assets, operations or business which may be sent by Pledgor to, or received by Pledgor from, such Issuer or any other Equity Holders of any such Issuer. (e) Without Prior to the occurrence of any Event of Default, Pledgor shall have the right to exercise all voting, consent and other rights under or pertaining to the Collateral owned by it pursuant to the organizational documents of the applicable Issuer so long as such rights are exercised in a manner that does not cause an Event of Default. (f) Pledgor shall provide Secured Party with certified copies of its organizational documents. Pledgor shall not authorize or consent to any amendment, revision or modification of its organizational documents or the organizational documents of an Issuer that would adversely affect Secured Party without first obtaining the written consent of Secured Party, including any amendment that would (i) remove any representative of an Issuer from management, (ii) limit, commence or otherwise change the control and authority of Pledgor over the management and operation of an Issuer, or (iii) except as expressly permitted by the Loan Agreement, allow the admission of new or substitute Equity Holders or the issuance of additional Equity Interests in any Issuer. (g) Except as may be permitted under the Loan Agreement, neither Pledgor, Borrower nor any other Issuer shall permit, without the prior written consent of Secured Party any other transaction that would have the Holders, each Grantor effect of diluting Pledgor's Ownership Interest in an Issuer. (h) Pledgor shall not wind up, liquidate or dissolve, or enter into any transaction of reorganization, consolidation, amalgamation or merger, and shall not cause or consent to any such act by an Issuer. (i) Pledgor has and shall continue to have good and marketable title to the Collateral from time to time owned or acquired by it, free and clear of all Liens, except the security interest granted hereunder and as permitted under the Loan Agreement. Pledgor shall defend such title against the claims and demands of all Persons whomsoever. (j) Pledgor shall not, without the prior written consent of Secured Party, directly or indirectly (except as expressly permitted by the Loan Agreement): (i) borrow against the Collateral owned by it other than pursuant to the Loan Documents, (ii) create, incur, assume or suffer to exist any Lien with respect to any of the Collateral owned by it, except the security interest granted hereunder, (iii) sell, lease transfer, assign or otherwise dispose of any Equipment of the Collateral owned by it, (iv) permit any direct or Fixturesindirect sale, transfer, assignment or other disposition of any Equity Interest in an Issuer or in any Equity Holder of an Issuer or permit the admission of new or substitute Equity Holders in an Issuer or in any Equity Holder of an Issuer, (v) permit any levy or attachment to be made against any of the Collateral owned by it except any levy or attachment relating to the Loan Documents, or (vi) permit any financing statement to be on file with respect to any of the Collateral owned by it, except financing statements in the ordinary course favor of their businessSecured Party. (fk) Promptly upon request of the Holders or the Collateral Agent from time to time, each Grantor Pledgor shall furnish the Holders or the Collateral Agent with such information faithfully preserve and documents regarding the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders may reasonably request. (g) During the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral Agent, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance of each Grantor’s contracts, (ii) evidence of each Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each Grantor. (h) Notwithstanding the protect Secured Party's security interest in the Collateral granted to owned by it and created in favor of the Holders under this Agreement, each Grantor shall have the right until one or more Events of Default shall occurshall, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the Holders’ cause said security interest to account debtors obligated to each Grantor be perfected and to take over and direct collection of the Accounts and the Chattel Paper, continue to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rights. It is understood and agreed by each Grantor that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral Agent, upon its written request, all existing leasesbe perfected, and all other leases entered into by each Grantor for such purpose Pledgor shall from time to time, covering any material Equipment time at the request of Secured Party execute and file or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification numberrecord, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported cause to be granted hereby filed or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such powerrecorded, coupled with an interest, is irrevocable.or

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the Grantor. (b) The Holders or their representatives shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the Grantor, to examine and inspect the Collateral and to review the books and records of the Grantor concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral Agent, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral Agent. (e) Without the prior written consent of the Holders, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent from time to time, each Grantor shall furnish the Holders or the Collateral Agent with such information and documents regarding the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders may reasonably request. (g) During the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral Agent, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance of each Grantor’s contracts, (ii) evidence of each Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each Grantor. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders under this Agreement, each Grantor shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After Subject to the terms of the Permitted Liens, after the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the Holders’ security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rights. It is understood and agreed by each Grantor that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral Agent, upon its written request, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (the “Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned or acquired after the date of this Agreement by the GrantorBorrower. (b) The Holders Lender or their its representatives shall have the right, upon reasonable prior written notice to a Grantor the Borrower and during the regular business hours of the GrantorBorrower, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned or acquired after the date of this Agreement by each Grantor in the states set forth on Schedule I Borrower at its various locations or, upon written notice to the Collateral AgentLender, at such other locations for which the Holders have Lender has filed financing statements, and in at no other states location without ten (10) 20 days’ ' prior written notice to the HoldersLender, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Borrower shall not move the location of its principal executive offices without prior written notification to the Collateral AgentLender. (e) Without the prior written consent of the HoldersLender, each Grantor the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Lender from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Lender with such information and documents regarding the Collateral and each Grantor’s the Borrower's financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Lender may reasonably request. (g) During At all times during the term of this Agreement, each Grantor the Borrower shall deliver to the Holders or the Collateral AgentLender, upon their reasonable, its written request from time to timerequest, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s the Borrower's contracts or the performance of each Grantor’s the Borrower's contracts, (ii) evidence of each Grantor’s the Borrower's accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s the Borrower's inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Borrower, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor Borrower and to assign to Holders Lender all such security interests in favor of each GrantorBorrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Lender under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rights. (i) After Upon the occurrence continuance of an Event of DefaultDefault following the expiration of the applicable Cure Period, the Collateral Agent Lender shall have the right, in its sole discretion, to give notice of the Holders’ Lender's security interest to account debtors obligated to each Grantor the Borrower and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Lender and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s the Borrower's contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Agent Lender shall have no liability whatsoever under this subsection (i) except for their its own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor Agreement the Borrower shall promptly deliver to the Collateral AgentLender, upon its written request, all existing leases, and all other leases entered into by each Grantor Borrower from time to time, covering any material Equipment or Inventory (“"Leased Inventory”") which is leased to third parties. (kl) Each Grantor The Borrower shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayedLender. (lm) Each Grantor The Borrower shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Lender at least ten fifteen (1015) days’ days prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (mn) Each Grantor The Borrower shall cooperate with the Holders and the Collateral AgentLender, at each Grantor’s reasonable Borrower's expense, in perfecting Holders’ Lender's security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that including the Collateral Agent may reasonably request, execution of any control agreement(s) required in order to perfect and protect Lender's security interest in the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the CollateralDeposit Accounts. (no) The Collateral Agent Lender may file any necessary financing statements and other documents the Collateral Agent Lender deems reasonably necessary in order to perfect Holders’ Lender's security interest without either Grantor’s Borrower's signature. Each Grantor Borrower grants to the Collateral Agent Lender a power of attorney for the sole purpose of executing any documents on behalf of each Grantor Borrower which the Collateral Agent Lender deems reasonably necessary to perfect Holders’ Lender's security interest. Such power, coupled with an interest, is irrevocable. (p) The parties agree that the Lender shall have the right to designate and appoint a collateral agent to act for and on behalf of the Lenders with respect to the Collateral under this Agreement, provided that Borrower is notified in writing at least ten (10) days in advance of such appointment.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the Grantor. (b) The Holders Holder or their his, her or its representatives shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the Grantor, to examine and inspect the Collateral and to review the books and records of the Grantor concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral AgentHolder, at such other locations for which the Holders have Holder has filed financing statements, and in no other states without ten (10) days’ prior written notice to the HoldersHolder, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral AgentHolder. (e) Without the prior written consent of the HoldersHolder, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Holder, from time to time, each Grantor shall furnish the Holders or the Collateral Agent Holder with such information and documents regarding the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Holder may reasonably request. (g) During the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral AgentHolder, upon their his, her or its reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance of each Grantor’s contracts, (ii) evidence of each Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders the Holder all such security interests in favor of each Grantor. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Holder under this Agreement, each Grantor shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After Subject to restrictions applicable to the Preferred Stock Units and the Permitted Liens, after the occurrence of an Event of Default, the Collateral Agent Holder shall have the right, in his, her or its sole discretion, to give notice of the Holders’ Holder’s security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Holder and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rights. It is understood and agreed by each Grantor that the Collateral Agent Holder shall have no liability whatsoever under this subsection (i) subsection, except for their his, her or its own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral AgentHolder, upon its the written requestrequest of the Holder, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (the “Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the HoldersHolder, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Holder at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent Holder has the power to waive a portion of the notice period if such waiver does not harm Holders’ Holder’s security position. (m) Each Subject to restrictions applicable to the Preferred Stock Units and the Permitted Liens, each Grantor shall cooperate with the Holders and the Collateral AgentHolder, at each Grantor’s reasonable expense, in perfecting Holders’ Holder’s security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent Holder may reasonably request, in order to perfect and protect the security interests interest granted or purported to be granted hereby or to enable the Collateral Agent Holder to exercise and enforce his, her or its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent Subject to restrictions applicable to the Preferred Stock Units and the Permitted Liens, the Holder may file any necessary financing statements and other documents the Collateral Agent deems they deem reasonably necessary in order to perfect Holders’ the Holder’s security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent Holder a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent Holder deems reasonably necessary to perfect Holders’ the Holder’s security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the GrantorBorrower. (b) The Holders Lender or their its representatives shall have the right, upon reasonable prior written notice to a Grantor the Borrower and during the regular business hours of the GrantorBorrower, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor the Borrower in the states set forth on Schedule I where currently domiciled or, upon written notice to the Collateral AgentLender, at such other locations for which the Holders have Lender has filed financing statementsstatements or given notice or the place of receipt of notice as provided herein, and in no other states or places, without ten (10) 20 days’ prior written notice to the HoldersLender, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Borrower shall not move the location of its principal executive offices without prior written notification to the Collateral AgentLender. (e) Without the prior written consent of the HoldersLender, each Grantor the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their its business. (f) Promptly upon request of the Holders or the Collateral Agent Lender from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Lender with such information and documents regarding the Collateral and each Grantorthe Borrower’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Lender may reasonably request. (g) During the term of this Agreement, each Grantor the Borrower shall deliver to the Holders or the Collateral AgentLender, upon their its reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Borrower’s contracts or the performance of each Grantorthe Borrower’s contracts, (ii) evidence of each Grantorthe Borrower’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantorthe Borrower’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Borrower, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor the Borrower and to assign to Holders Lender all such security interests in favor of each Grantorthe Borrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Lender under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the Holders’ Lender’s security interest to account debtors obligated to each Grantor the Borrower and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Lender and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantorthe Borrower’s contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their its own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor the Borrower shall promptly deliver to the Collateral Agent, upon its written request, all existing leases, and all other leases entered into by each Grantor the Borrower from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor The Borrower shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the HoldersLender, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor The Borrower shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Lender at least ten fifteen (1015) days’ days prior written notice thereof; however, Holders grant the Lender grants Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ Lender’s security position. (m) Each Grantor The Borrower shall cooperate with the Holders and the Collateral AgentLender, at each Grantorthe Borrower’s reasonable expense, in perfecting Holders’ Lender’s security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ Lender’s security interest without either Grantorthe Borrower’s signature. Each Grantor The Borrower grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor the Borrower which the Collateral Agent deems reasonably necessary to perfect Holders’ Lender’s security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor LPI covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned or acquired after the date of this Agreement by LPI at its principal place of business at 00 Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxx, XX 00000, and at no other location without the Grantorprior written consent of the Lender. (b) The Holders Lender or their its representatives shall have the right, upon reasonable prior written notice to a Grantor and right at all times during the regular business hours of the GrantorLPI, with prior notice, to examine and inspect the Collateral and to review the books and records of the Grantor LPI concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor LPI and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor Except as otherwise agreed by the Lender, LPI shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned or acquired after the date of this Agreement by each Grantor in LPI at its principal place of business at 00 Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxx, XX 00000, except to the states set forth on Schedule I extent any such Collateral is intended to be portable and not fixed to any particular location (such as portable computers, cellular phones, and other similar property), Inventory and Equipment is located at the facilities of third-party contractors and assemblers or, upon written notice to the Collateral AgentLender, at such other locations for which the Holders have Lender has filed financing statements, and in at no other states location without ten (10) days’ prior written notice to the HoldersLender , except that each Grantor LPI shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor Except as otherwise agreed by the Lender, LPI shall not move the location of its principal chief executive offices without prior written notification to the Collateral AgentLender, and shall not change its jurisdiction of formation without the prior written consent of the Lender . (e) Without the prior written consent of the HoldersLender , each Grantor such consent not to be unreasonably withheld, LPI shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except Equipment or Fixtures reasonably deemed by LPI to be no longer material to or useful in the conduct of its business or Equipment leased to third parties in the ordinary course of their LPI’s business. (f) Promptly upon request of the Holders or the Collateral Agent Lender , from time to time, each Grantor LPI shall furnish the Holders or the Collateral Agent Lender with such information and documents regarding the Collateral and each GrantorLPI’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Lender may reasonably request. (g) During Promptly upon request of the term of this AgreementLender , each Grantor shall deliver to the Holders or the Collateral Agent, upon their reasonable, written request from time to time, LPI shall deliver to the Lender all documentation reasonably requested by the Lender without limitation, , (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each GrantorLPI’s contracts or the performance of each GrantorLPI’s contracts, , (ii) evidence of each Grantorthe LPI’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and thereof and (iii) reports as to each GrantorLPI’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each GrantorLPI. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Lender under this Agreement, each Grantor tLPI shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rightsrights generally. (i) After the occurrence of an Event of Default, the Collateral Agent Lender shall have the right, in its sole discretion, to give notice of the Holders’ Lender security interest to account debtors obligated to each Grantor LPI and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Lender and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s the BorroLPIs contract rights. It is understood and agreed by each Grantor LPI that the Collateral Agent Lender shall have no liability whatsoever under this subsection (i) Agreement except for their its own gross negligence or willful misconduct. (j) At After the occurrence of an Event of Default, the Lender shall cause to be opened and maintained a noninterest bearing deposit account (the “Cash Collateral Account”) and after delivery of notice to LPI by the Lender , deposit, and require LPI to deposit, therein all times during cash proceeds of Collateral. All cash proceeds of the term Collateral received directly by LPI shall be held by LPI in trust for the benefit of the Lender, shall be segregated from all other funds of LPI and shall, within one business day after receipt, be paid over to the Lender in the same form as so received (with any necessary endorsement or assignment) for deposit in the Cash Collateral Account. The Lender shall have sole dominion and control over all items and funds in the Cash Collateral Account and such items and funds may be withdrawn only by the Lender , it being the intention of the parties to this Agreement that LPI shall have no control over or withdrawal rights in respect of the Cash Collateral Account. The Lender, in accordance with the Loan Agreement, each Grantor may, in its discretion, release to LPI from time to time all or any part of the collected funds deposited in the Cash Collateral Account but the Lender shall have the right at any time to apply all or any part of the collected funds on deposit in the Cash Collateral Account to the payment of the Debt, whether on account of principal or interest or otherwise as the Lender in its discretion and in good faith may elect, until the Debt is fully paid. (k) After the occurrence of an Event of Default and delivery of a written request, LPI shall promptly deliver to the Collateral Agent, upon its written request, Lender all existing leases, and all other leases entered into by each Grantor LPI from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or parties and will take such action as is necessary to perfect the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting Holders’ Lender security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the CollateralLeased Inventory. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties hereto agree that that, at all times during the term of this Agreement, the following provisions shall be applicable to the Collateral: (a) Each Grantor covenants and agrees that at all times during the term of this Agreement it A. Assignor shall keep accurate and complete books and records concerning the Collateral that is now owned by it in accordance with the Grantorprovisions of the Loan Documents. (b) The Holders or their representatives B. Assignee shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the Grantor, to examine and inspect the Collateral and right to review the books and records of the Grantor concerning Assignor pertaining to the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefromtherefrom all at such reasonable times and as often as Assignee may reasonably request. C. Assignor shall maintain and keep its principal place of business at the addresses more particularly set forth in Section 11H below, and at no other location, without giving Assignee thirty (30) days prior written notice of any address change. D. Promptly upon request of Assignee from time to time, Assignor shall furnish Assignee with information concerning the Collateral as Assignee may reasonably request, including copies of all notices and communications with respect to the Operating Company or its respective properties, assets, operations or business which may be sent by Assignor to, or received from, the Operating Company. E. As long as Assignor retains title to the Membership Interest, Assignor shall have the right to exercise all voting and other rights under or pertaining to the Collateral; provided, however, that from all such rights and after the occurrence of an Event of Default, the rights of inspection and entry privileges shall be subject to exercised in a manner which does not cause a violation of or default hereunder or under the requirements Loan Agreement or any other Loan Document. Notwithstanding and in limitation of the Codeforegoing, Assignor does not retain and hereby acknowledges Assignee’s sole power and authority to cause the Company or its Manager, as the case may be, to reject any lease of real estate within the context of a bankruptcy involving the Assignor. Assignee additionally has the right to take those action it deems necessary to protect Assignee’s direct or indirect interest in any such lease of real estate. (c) Each Grantor shall at all times during F. Assignor will not authorize or consent to any amendment, revision or modification of the term of this Operating Company Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral Agent, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral Agent. (e) Without the prior written consent of Assignee. G. Except as permitted under the HoldersLoan Agreement, each Grantor Assignor and the Operating Company shall not sellpermit, lease without the prior written consent of Assignee (and otherwise in accordance with the provisions of the Loan Agreement): (i) any new member to be admitted to the Operating Company, or otherwise dispose (ii) any transaction which would have the effect of diluting Assignor's Membership Interest. Any violation of the terms hereof shall, at the option of Assignee, constitute a default hereunder, and Assignee shall have no obligation to allege or show any Equipment impairment of its security thereby and may pursue any legal or Fixtures, except in the ordinary course of their businessequitable remedies for default without such allegation or showing. (f) Promptly upon request of the Holders or H. Assignor has and will have good and marketable title to the Collateral Agent from time to timetime owned or acquired by it, each Grantor shall furnish the Holders or the Collateral Agent with such information free and documents regarding the Collateral clear of all liens, encumbrances and each Grantor’s financial conditionsecurity interests, business, assets or liabilities, at such times and in such form and detail as the Holders may reasonably request. (g) During the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral Agent, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance of each Grantor’s contracts, (ii) evidence of each Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all except security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each Grantor. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of Assignee. Assignor will defend such title against the Holders under claims and demands of all persons whomsoever. I. Assignor will not, without the prior written consent of Assignee, (i) borrow against the Collateral from any person, firm or corporation other than Assignee, (ii) create, incur, assume or suffer to exist any mortgage, lien, charge or encumbrance on, or security interest in, or pledge of or conditional sale or other title retention agreement with respect to any of the Collateral except the security interest created hereunder, or sell or transfer any of the Collateral, (iii) permit any levy or attachment to be made against any of the Collateral except any levy or attachment relating to this Agreement, each Grantor shall have or (iv) permit any financing statement to be on file with respect to any of the right until one or more Events Collateral, except financing statements in favor of Default shall occurAssignee. J. Assignor will faithfully preserve and protect Assignee’s security interest in the Collateral and will, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the Holders’ cause said security interest to account debtors obligated to each Grantor be perfected and to take over and direct collection of the Accounts and the Chattel Paper, continue to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rights. It is understood and agreed by each Grantor that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral Agent, upon its written request, all existing leasesbe perfected, and all other leases entered into by each Grantor for such purpose Assignor will from time to time, covering any material Equipment time at the request of Assignee execute and file or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification numberrecord, or provincial organizational cause to be filed or registration numberrecorded, such instruments, documents and notices, including without limitation, financing statements and continuation statements, as Assignee may deem reasonably necessary or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that advisable from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, time in order to perfect and protect continue perfected said security interest. Assignor will do all such other acts and things and execute and deliver all such other instruments and documents, including without limitation, further security agreements, pledges and assignments, as Assignee may reasonably deem necessary or advisable from time to time in order to perfect, preserve and continue as perfected the priority of said security interests granted or purported to be granted hereby or to enable interest as a security interest in the Collateral Agent prior to exercise and enforce its the rights and remedies hereunder with respect of all other persons therein or thereto except for Assignee. Upon payment in full of the Loan, Assignee will promptly file a termination of any UCC financing statements of record relating to any of the Collateral. (n) The Collateral Agent K. Assignor does hereby irrevocably constitute and appoint Assignee its true and lawful attorney, coupled with the interest created hereby, with full power of substitution, for Assignor and in its name, place and stead, at any time after the occurrence and during the continuance of any Event of Default, to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all sums or properties which may be or become due, payable or distributable in connection with or with respect to the Collateral, with full power to settle, adjust or compromise any claim thereunder or therefor as fully as Assignor could itself do, and to endorse or sign the name of Assignor on all negotiable instruments and any other commercial paper given in payment or in part payment thereof, and all documents of satisfaction, discharge or receipt required or requested in connection therewith, and in its discretion to file any claim or take any other action or proceeding, either in its own name or in the name of Assignor, or otherwise, which Assignee may deem necessary financing statements or appropriate to collect or otherwise realize upon any and other documents all of the Collateral, or which may be necessary or appropriate to protect and preserve the right, title and interest of Assignee in and to such Collateral Agent deems reasonably necessary and the security intended to be afforded hereby. Assignor’s exact legal name is correctly set forth next to its name in order Section 11H below. Assignor will not cause or permit any change to perfect Holders’ be made in its name, identity, or corporate, trust, limited liability company or partnership structure, unless Assignor shall have notified Assignee in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Assignee for the purpose of further perfecting or protecting the lien and security interest without either Grantorof Assignee in the Collateral. Assignor’s signature. Each Grantor grants principal place of business and chief executive office, and the place where it keeps its books and records relating to the Collateral Agent a power of attorney has for the sole purpose preceding four months (or, if less, the entire period of executing the existence of Operating Company) been and will continue to be (unless Assignor notifies Assignee of any documents on behalf change in writing at least thirty (30) days prior to the date of each Grantor which such change) the Collateral Agent deems reasonably necessary to perfect Holders’ security interestaddress of Assignor set forth in Section 11H. Assignor’s FEIN/Social Security Number is 00-0000000 and Assignor’s charter number assigned by the state of incorporation or organization is Delaware. Such powerAssignor shall promptly notify Assignee (i) of any change of its organizational identification number, coupled with or (ii) if Assignor does not now have an interestorganizational identification number and later obtains one, is irrevocableof such organizational identification number.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the GrantorBorrower. (b) The Holders Secured Party or their its representatives shall have the right, upon reasonable prior written notice to a Grantor the Borrower and during the regular business hours of the GrantorBorrower, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor the Borrower in the states set forth on Schedule I or, upon written notice to the Collateral AgentSecured Party, at such other locations for which the Holders have Secured Party has filed financing statements, and in no other states without ten (10) 20 days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of businessSecured Party. (d) Each Grantor The Borrower shall not move the location of its principal executive offices without prior written notification to the Collateral AgentSecured Party. (e) Without the prior written consent of the HoldersSecured Party, each Grantor the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their its business. (f) Promptly upon request of the Holders or the Collateral Agent Secured Party from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Secured Party with such information and documents regarding the Collateral and each Grantorthe Borrower’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Secured Party may reasonably request. (g) During the term of this Agreement, each Grantor and after the occurrence and during the continuance of an Event of Default, the Borrower shall deliver to the Holders or the Collateral AgentSecured Party, upon their its reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Borrower’s contracts or the performance of each Grantorthe Borrower’s contracts, (ii) evidence of each Grantorthe Borrower’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantorthe Borrower’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Borrower, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor the Borrower and to assign to Holders the Secured Party all such security interests in favor of each Grantorthe Borrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Secured Party under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occuroccur and be continuing, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After the occurrence and during the continuance of an Event of Default, the Collateral Agent Secured Party shall have the right, in its sole discretion, to give notice of the Holders’ its security interest to account debtors obligated to each Grantor the Borrower and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Secured Party and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantorthe Borrower’s contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Agent Secured Party shall have no liability whatsoever under this subsection (i) except for their its own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor the Borrower shall promptly deliver to the Collateral AgentSecured Party, upon its written request, all existing leases, and all other leases entered into by each Grantor the Borrower from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor The Borrower shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of notice to the Holders, which consent shall not be unreasonably withheld, conditioned or delayedSecured Party. (l) Each Grantor The Borrower shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Secured Party at least ten fifteen (1015) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor The Borrower shall cooperate with the Holders and the Collateral AgentSecured Party, at each Grantorthe Borrower’s reasonable expense, in perfecting Holders’ the Secured Party’s security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent Secured Party may file any necessary financing statements and other documents the Collateral Agent Secured Party deems reasonably necessary in order to perfect Holders’ the Secured Party’s security interest without either Grantorthe Borrower’s signature. Each Grantor The Borrower grants to the Collateral Agent Secured Party a power of attorney for the sole purpose of executing any documents on behalf of each Grantor the Borrower which the Collateral Agent Secured Party deems reasonably necessary to perfect Holders’ its security interest. Such power, power is and shall be coupled with an interest, and is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now or hereafter owned by the Grantor. (b) The Holders Collateral Agent or their his, her or its representatives shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the Grantor, to examine and inspect the Collateral and to review the books and records of the Grantor concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states or other locations set forth on Schedule I or, upon written notice to the Collateral Agent, at such other locations for which the Holders have Collateral Agent has filed financing statements, and in no other states or locations without ten (10) days’ prior written notice to the HoldersCollateral Agent, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral Agent. (e) Without the prior written consent of the HoldersCollateral Agent, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Agent, from time to time, each Grantor shall furnish the Holders or the Collateral Agent with such information and documents regarding the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Collateral Agent may reasonably request. (g) During the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral Agent, upon their his, her or its reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance of each Grantor’s contracts, (ii) evidence of each Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower the Company shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor Noteholder and to assign to Holders the Collateral Agent all such security interests in favor of each GrantorNoteholder. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Collateral Agent under this Agreement, each Grantor shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After Subject to restrictions applicable to the Notes and the Permitted Liens, after the occurrence of an Event of Default, the Collateral Agent shall have the right, in his, her or its sole discretion, to give notice of the Holders’ Collateral Agent’s security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Collateral Agent and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rights. It is understood and agreed by each Grantor that the Collateral Agent shall have no liability whatsoever under this subsection (i) subsection, except for their his, her or its own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral Agent, upon its the written requestrequest of the Collateral Agent, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (the “Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state or jurisdiction under which it is organized without the prior written consent of the HoldersCollateral Agent, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Collateral Agent at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent has the power to waive a portion of the notice period if such waiver does not harm Holders’ Collateral Agent’s security position. (m) Each Subject to restrictions applicable to the Notes and the Permitted Liens, each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting Holders’ Collateral Agent’s security interest in any of the CollateralCollateral in all jurisdictions in which Collateral is located. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests interest granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce his, her or its rights and remedies hereunder with respect to any of the Collateral. (n) The Subject to restrictions applicable to the Notes and the Permitted Liens, the Collateral Agent may file any necessary financing statements and other documents the Collateral Agent he, she or it deems reasonably necessary in order to perfect Holders’ the Collateral Agent’s security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ the Collateral Agent’s security interest. Such power, coupled with an interest, is irrevocable. (o) Each Grantor shall promptly advise the Collateral Agent of any subsequent ownership rights of such Grantor in or to any Collateral. (p) Each Grantor shall cooperate with the Collateral Agent and use all commercially reasonable efforts to take or cause to be taken all actions and do or cause to be done all things necessary, proper or advisable on their part under this Security Agreement and applicable laws, to effect the transactions and matters contemplated by this Security Agreement, including, but not limited to, the perfection of security interests in all jurisdictions in which the Collateral is now or hereafter located, including preparing and filing, as soon as practicable, all documents to effect all necessary notices, reports and other filings.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned or acquired after the date of this Agreement by the GrantorBorrower. (b) The Holders Lenders or their representatives shall have the right, upon reasonable prior written notice to a Grantor the Borrower and during the regular business hours of the GrantorBorrower, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned or acquired after the date of this Agreement by each Grantor in the states set forth on Schedule I Borrower at its various locations or, upon written notice to the Collateral AgentLenders, at such other locations for which the Holders Lenders have filed financing statements, and in at no other states location without ten (10) 20 days’ ' prior written notice to the HoldersLenders, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Borrower shall not move the location of its principal chief executive offices without prior written notification to the Collateral AgentLenders. (e) Without the prior written consent of the HoldersLenders, each Grantor the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their Borrower's business. (f) The Borrower shall use its best efforts to ensure that there is no unauthorized disclosure by the Borrower, its affiliates, officers, employees or agents of any confidential and proprietary information related to the Intellectual Property. (g) Promptly upon request of the Holders or the Collateral Agent Lenders from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Lenders with such information and documents regarding the Collateral and each Grantor’s the Borrower's financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Lenders may reasonably request. (gh) During At all times during the term of this Agreement, each Grantor the Borrower shall deliver to the Holders or the Collateral AgentLenders, upon their reasonable, written request from time to timerequest, without limitation, , (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s the Borrower's contracts or the performance of each Grantor’s the Borrower's contracts, , (ii) evidence of each Grantor’s the Borrower's accounts and statements showing the aging, identification, reconciliation and collection thereof, and thereof and (iii) reports as to each Grantor’s the Borrower's inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Borrower, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor Borrower and to assign to Holders Lender all such security interests in favor of each GrantorBorrower. (hi) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Lenders under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rights. (ij) After the occurrence of an Event of Default, the Collateral Agent Lenders shall have the right, in its their sole discretion, to give notice of the Holders’ Lenders' security interest to account debtors obligated to each Grantor the Borrower and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Lenders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s the Borrower's contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Agent Lenders shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (jk) At all times during the term of this Agreement, each Grantor Agreement Borrower shall promptly deliver to the Collateral AgentLenders, upon its their written request, all existing leases, and all other leases entered into by each Grantor Borrower from time to time, covering any material Equipment or Inventory (“"Leased Inventory”") which is leased to third parties. (kl) Each Grantor The Borrower shall not change its name, entity status, federal taxpayer identification number, or provincial state organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayedLenders. (lm) Each Grantor The Borrower shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Lenders at least ten fifteen (1015) days’ days prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (mn) Each Grantor The Borrower shall cooperate with the Holders and the Collateral AgentLenders, at each Grantor’s reasonable Borrower's expense, in perfecting Holders’ Lenders' security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that including the Collateral Agent may reasonably request, execution of any control agreement(s) required in order to perfect and protect Lenders' security interest in the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the CollateralDeposit Accounts. (no) The Collateral Agent Lenders may file any necessary financing statements and other documents the Collateral Agent deems reasonably Lenders deem necessary in order to perfect Holders’ Lenders' security interest without either Grantor’s Borrower's signature. Each Grantor Borrower grants to the Collateral Agent Lenders a power of attorney for the sole purpose of executing any documents on behalf of each Grantor Borrower which the Collateral Agent deems reasonably Lenders deem necessary to perfect Holders’ Lenders' security interest. Such power, coupled with an interest, is irrevocable. (p) The parties agree that the Lenders shall have the right to designate and appoint a collateral agent to act for and on behalf of the Lenders with respect to the Collateral under this Agreement, provided that Borrower is notified in writing at least ten (10) days in advance of such appointment.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the GrantorBorrower. (b) The Holders Lender or their representatives shall have the right, upon reasonable prior written notice to a Grantor the Borrower and during the regular business hours of the GrantorBorrower, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor the Borrower in the states set forth on Schedule I or, upon written notice to the Collateral AgentLender, at such other locations for which the Holders have Lender has filed financing statements, and in no other states without ten (10) 20 days’ prior written notice to the HoldersLender, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Borrower shall not move the location of its principal executive offices without prior written notification to the Collateral AgentLender. (e) Without the prior written consent of the HoldersLender, each Grantor the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Lender from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Lender with such information and documents regarding the Collateral and each Grantorthe Borrower’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Lender may reasonably request. (g) During the term of this Agreement, each Grantor the Borrower shall deliver to the Holders or the Collateral AgentLender, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Borrower’s contracts or the performance of each Grantorthe Borrower’s contracts, (ii) evidence of each Grantorthe Borrower’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantorthe Borrower’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Borrower, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor the Borrower and to assign to Holders the Lender all such security interests in favor of each Grantorthe Borrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Lender under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its their own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the Holders’ Lender’s security interest to account debtors obligated to each Grantor the Borrower and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Lender and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantorthe Borrower’s contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor the Borrower shall promptly deliver to the Collateral Agent, upon its their written request, all existing leases, and all other leases entered into by each Grantor the Borrower from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor The Borrower shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the HoldersLender, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor The Borrower shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Lender at least ten fifteen (1015) days’ days prior written notice thereof; however, Holders grant the Lender grants Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ Lender’s security position. (m) Each Grantor The Borrower shall cooperate with the Holders and the Collateral AgentLender, at each Grantorthe Borrower’s reasonable expense, in perfecting Holders’ Lender’s security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ Lender’s security interest without either Grantorthe Borrower’s signature. Each Grantor The Borrower grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor the Borrower which the Collateral Agent deems reasonably necessary to perfect Holders’ Lender’s security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the GrantorBorrower. (b) The Holders Buyers or their representatives shall have the right, upon reasonable prior written notice to a Grantor the Borrower and during the regular business hours of the GrantorBorrower, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor the Borrower in the states set forth on Schedule I or, upon written notice to the Collateral AgentBuyers, at such other locations for which the Holders Buyers have filed financing statements, and in no other states without ten (10) 20 days’ prior written notice to the HoldersBuyers, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Borrower shall not move the location of its principal executive offices without prior written notification to the Collateral AgentBuyers. (e) Without the prior written consent of the HoldersBuyers, each Grantor the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Buyers from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Buyers with such information and documents regarding the Collateral and each Grantorthe Borrower’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Buyers may reasonably request. (g) During the term of this AgreementAgreement after the occurrence and during the continuance of an Event of Default, each Grantor the Borrower shall deliver to the Holders or the Collateral AgentBuyers, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Borrower’s contracts or the performance of each Grantorthe Borrower’s contracts, (ii) evidence of each Grantorthe Borrower’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantorthe Borrower’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Borrower, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor the Borrower and to assign to Holders Buyers all such security interests in favor of each Grantorthe Borrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Buyers under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occuroccur and be continuing, at its their own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After the occurrence and during the continuance of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the HoldersBuyers’ security interest to account debtors obligated to each Grantor the Borrower and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Buyers and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantorthe Borrower’s contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor the Borrower shall promptly deliver to the Collateral Agent, upon its written request, all existing leases, and all other leases entered into by each Grantor the Borrower from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor The Borrower shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the HoldersBuyers, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor The Borrower shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Buyers at least ten fifteen (1015) days’ days prior written notice thereof; however, Holders Buyers grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm HoldersBuyers’ security position. (m) Each Grantor The Borrower shall cooperate with the Holders and the Collateral AgentBuyers, at each Grantorthe Borrower’s reasonable expense, in perfecting HoldersBuyers’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect HoldersBuyers’ security interest without either Grantorthe Borrower’s signature. Each Grantor The Borrower grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor the Borrower which the Collateral Agent deems reasonably necessary to perfect HoldersBuyers’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned or acquired after the date of this Agreement by the GrantorBorrower at its principal place of business at 000 Xxxxxxx Xxxxxxx, Xxxxxxxx, XX 00000, and at no other location without the prior written consent of the Lenders’ Agent. (b) The Holders Lenders’ Agent or its representatives and the Lenders and their representatives shall have the right, upon reasonable prior written notice to a Grantor and right at all times during the regular business hours of the GrantorBorrower, with prior notice, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor Except as otherwise agreed by the Lenders’ Agent, the Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned or acquired after the date of this Agreement by each Grantor in the states set forth on Schedule I Borrower at its principal place of business at 000 Xxxxxxx Xxxxxxx, Xxxxxxxx, XX 00000, except to the extent any such Collateral is intended to be portable and not fixed to any particular location (such as portable computers, cellular phones, and other similar property), Inventory and Equipment is located at the facilities of third-party contractors and assemblers or, upon written notice to the Collateral Lenders’ Agent, at such other locations for which the Holders have Lenders’ Agent has filed financing statements, and in at no other states location without ten (10) days’ prior written notice to the HoldersLenders’ Agent, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor Except as otherwise agreed by the Lenders’ Agent, the Borrower shall not move the location of its principal chief executive offices without prior written notification to the Collateral Lenders’ Agent, and shall not change its jurisdiction of formation without the prior written consent of the Lenders’ Agent. (e) Without the prior written consent of the HoldersLenders’ Agent, each Grantor such consent not to be unreasonably withheld, the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except Equipment or Fixtures reasonably deemed by the Borrower to be no longer material to or useful in the conduct of its business or Equipment leased to third parties in the ordinary course of their Borrower’s business. (f) Promptly upon request of the Holders or the Collateral Agent Lenders’ Agent, from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Lenders’ Agent with such information and documents regarding the Collateral and each Grantorthe Borrower’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Lenders’ Agent may reasonably request. (g) During Promptly upon request of the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral Lenders’ Agent, upon their reasonable, written request from time to time, the Borrower shall deliver to the Lenders’ Agent all documentation reasonably requested by the Lenders’ Agent without limitation, , (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Borrower’s contracts or the performance of each Grantorthe Borrower’s contracts, , (ii) evidence of each Grantorthe Borrower’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and thereof and (iii) reports as to each Grantorthe Borrower’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each GrantorBorrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Lenders under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rightsrights generally. (i) After the occurrence of an Event of Default, the Collateral Lenders’ Agent shall have the right, in its sole discretion, to give notice of the HoldersLenders’ security interest to account debtors obligated to each Grantor the Borrower and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Lenders’ Agent and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantorthe Borrower’s contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Lenders’ Agent shall have no liability whatsoever under this subsection (i) Agreement except for their its own gross negligence or willful misconduct. (j) At After the occurrence of an Event of Default, the Lenders’ Agent shall cause to be opened and maintained a noninterest bearing deposit account (the “Cash Collateral Account”) and after delivery of notice to the Borrower by the Lenders’ Agent, deposit, and require the Borrower to deposit, therein all times during cash proceeds of Collateral. All cash proceeds of the term Collateral received directly by the Borrower shall be held by the Borrower in trust for the benefit of the Lenders’ Agent, shall be segregated from all other funds of the Borrower and shall, within one business day after receipt, be paid over to the Lenders’ Agent in the same form as so received (with any necessary endorsement or assignment) for deposit in the Cash Collateral Account. The Lenders’ Agent shall have sole dominion and control over all items and funds in the Cash Collateral Account and such items and funds may be withdrawn only by the Lenders’ Agent, it being the intention of the parties to this Agreement that the Borrower shall have no control over or withdrawal rights in respect of the Cash Collateral Account. The Lender’s Agent, in accordance with the Loan Agreement, each Grantor may, in its discretion, release to the Borrower from time to time all or any part of the collected funds deposited in the Cash Collateral Account but the Lenders’ Agent shall have the right at any time to apply all or any part of the collected funds on deposit in the Cash Collateral Account to the payment of the Debt, whether on account of principal or interest or otherwise as the Lenders’ Agent in its discretion and in good faith may elect, until the Debt is fully paid. (k) After the occurrence of an Event of Default and delivery of a written request, the Borrower shall promptly deliver to the Collateral Agent, upon its written request, Lenders’ Agent all existing leases, and all other leases entered into by each Grantor the Borrower from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or parties and will take such action as is necessary to perfect the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting HoldersLenders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the CollateralLeased Inventory. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor covenants and agrees that at At all times during the term of this Agreement it Agreement: a. Assignor shall keep accurate and complete books and records concerning the Collateral that is now owned by the Grantor.it; (b) The Holders or their representatives b. Assignee shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the Grantor, to examine and inspect the Collateral and right to review the books and records of the Grantor concerning Assignor pertaining to the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; providedtherefrom all at such reasonable times and as often as Assignee may reasonably request; c. Assignor shall maintain and keep its principal place of business at the addresses more particularly set forth in Section 12(f) below, howeverand at no other location, that without giving Assignee thirty (30) days' prior written notice of any address change; d. promptly upon request of Assignee from time to time, Assignor shall furnish Assignee with such information concerning the Collateral as Assignee may reasonably request, including copies of all notices and after communications with respect to AZIW or its properties, assets, operations or business which may be sent by Assignor to, or received from AZIW; e. prior to the occurrence of an any Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral Agent, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor Assignor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory exercise all voting and other Collateral in the ordinary course of business. (d) Each Grantor shall not move the location of its principal executive offices without prior written notification rights under or pertaining to the Collateral Agent.so long as such rights and privileges are exercised in a manner which does not cause a violation of or default hereunder or under the Note; (e) Without f. Assignor shall not authorize or consent to any amendment, revision or modification of the Operating Agreement without the prior written consent of the Holders, each Grantor Assignee; g. Assignor shall not sellpermit, lease or otherwise dispose without the prior written consent of Assignee: (i) any new member to be admitted to AZIW, (ii) any conversion of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request portion of the Holders Membership Interest, or (iii) any transaction which would have the effect of diluting the Membership Interest. Any violation of the terms hereof shall, at the option of Assignee, constitute a default hereunder, and Assignee shall have no obligation to allege or show any impairment of its security thereby and may pursue any legal or equitable remedies for default without such allegation or showing; h. Assignor has and will have good and marketable title to the Collateral Agent from time to timetime owned or acquired by it, each Grantor shall furnish free and clear of all liens, encumbrances and security interests, except security interests granted toand created in favor of Assignee. Assignor will defend such title against the Holders or claims and demands of all persons whomsoever; i. Assignor will not, without the prior written consent of Assignee, (i) borrow against the Collateral Agent from any person, firm or corporation other than Assignee, (ii) create, incur, assume or suffer to exist any mortgage, lien, charge or encumbrance on, or security interest in, or pledge of or conditional sale or other title retention agreement with such information and documents regarding respect to any of the Collateral, except the security interest created hereunder, or sell or transfer any of the Collateral and each Grantor’s financial conditionor any interest therein, business, assets (iii) permit any levy or liabilities, at such times and in such form and detail as attachment to be made against any of the Holders may reasonably request. (g) During the term of Collateral except any levy or attachment relating to this Agreement, each Grantor shall deliver or (iv) permit any financing statement to the Holders or the Collateral Agent, upon their reasonable, written request from time be on file with respect to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance of each Grantor’s contracts, (ii) evidence of each Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all any of the foregoing to be certified by authorized officers or other employees of each GrantorCollateral, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests except financing statements in favor of each Grantor Assignee; j. Assignor will faithfully preserve and to assign to Holders all such security interests in favor of each Grantor. (h) Notwithstanding the protect Assignee's security interest in the Collateral granted to and created in favor of the Holders under this Agreement, each Grantor shall have the right until one or more Events of Default shall occurwill, at its own cost and expense, cause said security interest to collect be perfected and continue perfected, and for such purpose Assignor will from time to time at the Accounts request of Assignee execute and file or record, or cause to be filed or recorded, such instruments, documents and notices, including, without limitation, financing statements and continuation statements, as Assignee may deem reasonably necessary or advisable from time to time in order to perfect and continue perfected said security interest. Assignor will do all such other acts and things and execute and deliver all such other instruments and documents, including, without limitation, further security agreements, pledges and assignments, as Assignee may reasonably deem necessary or advisable from time to time in order to perfect, preserve and continue as perfected the Chattel Paper priority of said security interest as a security interest in the Collateral prior to the rights of all other persons therein or thereto except for Assignee; k. Assignor does hereby irrevocably constitute and to enforce their contract rights. (i) After appoint Assignee its true and lawful attorney, coupled with the interest created hereby, with full power of substitution, for it and in its name, place and stead, upon the occurrence of an Event of DefaultDefault to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all sums or properties which may be or become due, payable or distributable in connection with or with respect to the Collateral Agent shall have the rightCollateral, in its sole discretionwith full power to settle, to give notice of the Holders’ security interest to account debtors obligated to each Grantor adjust or compromise any claim thereunder or therefor as fully as Assignor could itself do, and to take over endorse or sign the name of Assignor on all negotiable instruments and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make any other commercial paper given in payment directly to the Holders and to enforce or in part payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rights. It is understood and agreed by each Grantor that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral Agent, upon its written request, all existing leasesthereof, and all documents of satisfaction, discharge or receipt required or requested in connection therewith, and in its discretion to file any claim or take any other leases entered into by each Grantor from time to timeaction or proceeding, covering any material Equipment either in its own name or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification numberin the name of Assignor, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holdersotherwise, which consent shall not be unreasonably withheld, conditioned Assignee may deem necessary or delayed. (l) Each Grantor shall not close appropriate to collect or otherwise realize upon any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any all of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that or which may be necessary or that appropriate to protect and preserve the right, title and interest of Assignee in and to such Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported intended to be granted hereby or afforded hereby; and 1. On the date hereof, Assignor shall execute and deliver a letter in the form of Exhibit A to enable AZIW and shall cause AZIW to execute and deliver a letter in the Collateral Agent form of Exhibit B to exercise and enforce its rights and remedies hereunder with respect to any of the CollateralAssignee. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the Grantor. (b) The Holders or their representatives shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the such Grantor, to examine and inspect the Collateral and to review the books and records of the such Grantor concerning the Collateral that is now owned or acquired after the date of this Agreement by the such Grantor and to copy the same and make excerpts therefrom; provided, however, that from and after during the occurrence continuance of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral AgentHolders, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that that, subject to Section 4 of this Agreement, each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral AgentMajority Holders. (e) Without the prior written consent of the Holders, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon As promptly as reasonably practicable following the receipt by the Company of a written request of by the Majority Holders or the Collateral Agent from time to time, each Grantor shall furnish the Holders or the Collateral Agent with such information and documents regarding the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders may reasonably request; provided that any such request shall provide in detail the information sought by the Holders. (g) During the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral AgentMajority Holders, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance of each Grantor’s contracts,; (ii) evidence of each Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, ; and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each Grantor. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders under this Agreement, but subject to Section 4 of this Agreement, each Grantor shall have the right until one or more Events of Default shall occurright, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After Subject to the occurrence terms of the Permitted Liens, during the continuance of an Event of Default, the Collateral Agent Majority Holders shall have the right, in its their sole discretion, to give notice of the Holders’ security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rights. It is understood and agreed by each Grantor that the Collateral Agent Majority Holders shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral AgentHolders, upon its the written requestrequest of the Majority Holders, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (the “Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without providing at least 20 days’ prior written notice of any such change to the Majority Holders. Notwithstanding the foregoing, no Grantor may change its entity status without the prior written consent of the Majority Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, the Majority Holders grant the Collateral Agent have the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Subject to restrictions resulting from the Permitted Liens, each Grantor shall cooperate with the Holders and the Collateral AgentMajority Holders, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent Majority Holders may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent Holders to exercise and enforce its their rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent Subject to restrictions resulting from the Permitted Liens, the Majority Holders may file any necessary financing statements and other documents the Collateral Agent deems they deem reasonably necessary in order to perfect the Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocablesignature where permitted by law.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the Grantor. (b) The Holders or their representatives shall have the right, upon reasonable prior written notice to a Grantor and during the regular business hours of the Grantor, to examine and inspect the Collateral and to review the books and records of the Grantor concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral AgentHolders, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor shall not move the location of its principal executive offices without prior written notification to the Collateral Agent. (e) Without the prior written consent of the Holders, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Majority Holders or the Collateral Agent from time to time, each Grantor shall furnish the Holders or the Collateral Agent with such information and documents regarding the Collateral and each Grantor’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders may reasonably request. (g) During the term of this Agreement, each Grantor shall deliver to the Holders or the Collateral AgentMajority Holders, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s contracts or the performance of each Grantor’s contracts, (ii) evidence of each Grantor’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each Grantor. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders under this Agreement, each Grantor shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After Subject to the terms of the Permitted Liens, after the occurrence of an Event of Default, the Collateral Agent Majority Holders shall have the right, in its their sole discretion, to give notice of the Holders’ security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s contract rights. It is understood and agreed by each Grantor that the Collateral Agent Majority Holders shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral AgentHolders, upon its the written requestrequest of the Majority Holders, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (the “Leased Inventory”) which is leased to third parties. (k) Each Grantor shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Majority Holders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, the Majority Holders grant the Collateral Agent have the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Subject to restrictions resulting from the Permitted Liens, each Grantor shall cooperate with the Holders and the Collateral AgentMajority Holders, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent Majority Holders may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent Holders to exercise and enforce its their rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent Subject to restrictions resulting from the Permitted Liens, the Majority Holders may file any necessary financing statements and other documents the Collateral Agent deems they deem reasonably necessary in order to perfect the Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent Majority Holders a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems Majority Holders deem reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned or acquired after the date of this Agreement by the GrantorBorrower. (b) The Holders Purchasers or SPCA as their representatives representative shall have the right, upon reasonable prior written notice to a Grantor the Borrower and during the regular business hours of the GrantorBorrower, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned or acquired after the date of this Agreement by each Grantor in the states set forth on Schedule I Borrower at its various locations or, upon written notice to the Collateral AgentPurchasers, at such other locations for which the Holders have Purchasers has filed financing statements, and in at no other states location without ten (10) 20 days’ ' prior written notice to the HoldersPurchasers, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Borrower shall not move the location of its principal executive offices without prior written notification to the Collateral AgentPurchasers. (e) Without the prior written consent of the HoldersPurchasers, each Grantor the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their its business. (f) Promptly upon request of the Holders or the Collateral Agent Purchasers from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Purchasers with such information and documents regarding the Collateral and each Grantor’s the Borrower's financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Purchasers may reasonably request. (g) During At all times during the term of this Agreement, each Grantor the Borrower shall deliver to SPCA, as agent for the Holders or the Collateral AgentPurchasers, upon their reasonable, its written request from time to timerequest, without limitation, , (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s the Borrower's contracts or the performance of each Grantor’s the Borrower's contracts, , (ii) evidence of each Grantor’s the Borrower's accounts and statements showing the aging, identification, reconciliation and collection thereof, and and (iii) reports as to each Grantor’s the Borrower's inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Borrower, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor Borrower and to assign to Holders Purchasers all such security interests in favor of each GrantorBorrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Purchasers under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent SPCA shall have the right, in its sole discretion, to give notice of the Holders’ Purchasers' security interest to account debtors obligated to each Grantor the Borrower and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Purchasers and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s the Borrower's contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Agent Purchasers shall have no liability whatsoever under this subsection (i) except for their his own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor Borrower shall promptly deliver to the Collateral AgentPurchasers, upon its their written request, all existing leases, and all other leases entered into by each Grantor Borrower from time to time, covering any material Equipment or Inventory (“"Leased Inventory”") which is leased to third parties. (k) Each Grantor Borrower shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayedPurchasers. (l) Each Grantor Borrower shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Purchasers at least ten fifteen (1015) days’ days prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor The Borrower shall cooperate with SPCA, as agent for the Holders and the Collateral AgentPurchasers, at each Grantor’s reasonable Borrower's expense, in perfecting Holders’ Purchasers' security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that including the Collateral Agent may reasonably request, execution of any control agreement(s) required in order to perfect and protect Purchaser's security interest in the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the CollateralDeposit Accounts. (n) The Collateral Agent SPCA, as agent for the Purchasers, may file any necessary financing statements and other documents the Collateral Agent SPCA deems reasonably necessary in order to perfect Holders’ Purchasers' security interest without either Grantor’s Borrower's signature. Each Grantor Borrower grants to SPCA, as agent for the Collateral Agent Purchasers, a power of attorney for the sole purpose of executing any documents on behalf of each Grantor Borrower which SPCA, as agent for the Collateral Agent Purchasers, deems reasonably necessary to perfect Holders’ SPCA's, as agent for the Purchasers, security interest. Such power, coupled with an interest, is irrevocable. (o) The parties agree that the Purchasers shall have the right to designate and appoint a substitute collateral agent to act for and on behalf of the Purchasers with respect to the Collateral under this Agreement, provided that Borrower and SPCA are notified in writing at least ten (10) days in advance of such appointment.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Bridge Loan Borrower and the Subsidiary each covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the GrantorBridge Loan Borrower and the Subsidiary. (b) The Holders Buyers or their representatives shall have the right, upon reasonable prior written notice to a Grantor the Bridge Loan Borrower and during the regular business hours of the GrantorBridge Loan Borrower, to examine and inspect the Collateral and to review the books and records of the Grantor Bridge Loan Borrower or the Subsidiary concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Bridge Loan Borrower or the Subsidiary and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Bridge Loan Borrower and the Subsidiary shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor the Bridge Loan Borrower or the Subsidiary in the states set forth on Schedule I or, upon written notice to the Collateral AgentBuyers, at such other locations for which the Holders Buyers have filed financing statements, and in no other states without ten (10) 20 days’ prior written notice to the HoldersBuyers, except that each Grantor the Bridge Loan Borrower or the Subsidiary shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Bridge Loan Borrower shall not move the location of its principal executive offices without prior written notification to the Collateral AgentBuyers. (e) Without the prior written consent of the HoldersBuyers, each Grantor the Bridge Loan Borrower and the Subsidiary shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Buyers from time to time, each Grantor the Bridge Loan Borrower or the Subsidiary shall furnish the Holders or the Collateral Agent Buyers with such information and documents regarding the Collateral and each Grantorthe Bridge Loan Borrower’s or the Subsidiary’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Buyers may reasonably request. (g) During the term of this Agreement, each Grantor the Bridge Loan Borrower or the Subsidiary shall deliver to the Holders or the Collateral AgentBuyers, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Bridge Loan Borrower’s or the Subsidiary’s contracts or the performance of each Grantorthe Bridge Loan Borrower’s or the Subsidiary’s contracts, (ii) evidence of each Grantorthe Bridge Loan Borrower’s or the Subsidiary’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantorthe Bridge Loan Borrower’s or the Subsidiary’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Bridge Loan Borrower or the Subsidiary, and Bridge Loan Borrower or the Subsidiary shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor Bridge Loan Borrower or the Subsidiary and to assign to Holders Buyers all such security interests in favor of each GrantorBridge Loan Borrower or the Subsidiary. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Buyers under this Agreement, each Grantor the Bridge Loan Borrower or the Subsidiary shall have the right until one or more Events of Default shall occur, at its their own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After the occurrence of an Event of Default, subject to the Collateral terms of the Intercreditor Agreement, the Agent shall have the right, in its sole discretion, to give notice of the HoldersBuyers’ security interest to account debtors obligated to each Grantor the Bridge Loan Borrower or the Subsidiary and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Buyers and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantorthe Bridge Loan Borrower’s or the Subsidiary’s contract rights. It is understood and agreed by each Grantor the Bridge Loan Borrower and the Subsidiary that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor Bridge Loan Borrower and the Subsidiary shall promptly deliver to the Collateral Agent, upon its their written request, all existing leases, and all other leases entered into by each Grantor Bridge Loan Borrower or the Subsidiary from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (kl) Each Grantor Bridge Loan Borrower and the Subsidiary shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the HoldersBuyers, which consent shall not be unreasonably withheld, conditioned or delayed. (lm) Each Grantor Bridge Loan Borrower and the Subsidiary shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Buyers at least ten fifteen (1015) days’ days prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (mn) Each Grantor The Bridge Loan Borrower and the Subsidiary shall cooperate with the Holders and the Collateral AgentBuyers, at each GrantorBridge Loan Borrower’s reasonable expense, in perfecting HoldersBuyers’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (no) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect HoldersBuyers’ security interest without either GrantorBridge Loan Borrower’s or the Subsidiary’s signature. Each Grantor grants Bridge Loan Borrower and the Subsidiary grant to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor Bridge Loan Borrower or the Subsidiary which the Collateral Agent deems reasonably necessary to perfect HoldersBuyers’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral, except to the extent of all Permitted Liens in the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the GrantorBorrower. (b) The Holders Lenders or their representatives shall have the right, upon reasonable prior written notice to a Grantor the Borrower and during the regular business hours of the GrantorBorrower, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures in the locations that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral Agent, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of businessBorrower. (d) Each Grantor The Borrower shall not move the location of its principal executive offices without prior written notification to the Collateral AgentLenders. (e) Without the prior written consent of the HoldersLenders, each Grantor the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Lenders from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Lenders with such information and documents regarding the Collateral and each Grantorthe Borrower’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Lenders may reasonably request. (g) During the term of this Agreement, each Grantor the Borrower shall deliver to the Holders or the Collateral AgentLenders, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Borrower’s contracts or the performance of each Grantorthe Borrower’s contracts, (ii) evidence of each Grantorthe Borrower’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantorthe Borrower’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Borrower, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor the Borrower and to assign to Holders Lenders all such security interests in favor of each Grantorthe Borrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Lenders under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its their own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the HoldersLenders’ security interest to account debtors obligated to each Grantor and the Borrower and, subject to the rights of the holders of the Permitted Liens, to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Lenders and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantorthe Borrower’s contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Agent shall have no liability whatsoever under this subsection except (i) except to the holders of the Permitted Liens and (ii) for their its own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor the Borrower shall promptly deliver to the Collateral Agent, upon its their written request, all existing leases, and all other leases entered into by each Grantor the Borrower from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor The Borrower shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the HoldersLenders, which consent shall not be unreasonably withheld, conditioned or delayed. (l) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor shall cooperate with the Holders and the Collateral Agent, at each Grantor’s reasonable expense, in perfecting Holders’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (n) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holders’ security interest without either Grantor’s signature. Each Grantor grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor which the Collateral Agent deems reasonably necessary to perfect Holders’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the GrantorBorrower. (b) The Holders Buyers or their representatives shall have the right, upon reasonable prior written notice to a Grantor the Borrower and during the regular business hours of the GrantorBorrower, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor the Borrower in the states set forth on Schedule I or, upon written notice to the Collateral AgentBuyers, at such other locations for which the Holders Buyers have filed financing statements, and in no other states without ten (10) 20 days’ prior written notice to the HoldersBuyers, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Borrower shall not move the location of its principal executive offices without prior written notification to the Collateral AgentBuyers. (e) Without the prior written consent of the HoldersBuyers, each Grantor the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Buyers from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Buyers with such information and documents regarding the Collateral and each Grantorthe Borrower’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Buyers may reasonably request. (g) During the term of this Agreement, each Grantor the Borrower shall deliver to the Holders or the Collateral AgentBuyers, upon their reasonable, written request from time to time, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Borrower’s contracts or the performance of each Grantorthe Borrower’s contracts, (ii) evidence of each Grantorthe Borrower’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantorthe Borrower’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Borrower, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor the Borrower and to assign to Holders Buyers all such security interests in favor of each Grantorthe Borrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Buyers under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its their own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the HoldersBuyers’ security interest to account debtors obligated to each Grantor the Borrower and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Buyers and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantorthe Borrower’s contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor the Borrower shall promptly deliver to the Collateral Agent, upon its their written request, all existing leases, and all other leases entered into by each Grantor the Borrower from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (kl) Each Grantor The Borrower shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the HoldersBuyers, which consent shall not be unreasonably withheld, conditioned or delayed. (lm) Each Grantor The Borrower n shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Buyers at least ten fifteen (1015) days’ days prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (mn) Each Grantor The Borrower shall cooperate with the Holders and the Collateral AgentBuyers, at each Grantorthe Borrower’s reasonable expense, in perfecting HoldersBuyers’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (no) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect HoldersBuyers’ security interest without either Grantorthe Borrower’s signature. Each Grantor The Borrower grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor the Borrower which the Collateral Agent deems reasonably necessary to perfect HoldersBuyers’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Company covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned by the GrantorCompany. (b) The Holders Buyers or their representatives shall have the right, upon reasonable prior written notice to a Grantor the Company and during the regular business hours of the GrantorCompany, to examine and inspect the Collateral and to review the books and records of the Grantor Company concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Company and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned by each Grantor in the states set forth on Schedule I or, upon written notice to the Collateral Agent, at such other locations for which the Holders have filed financing statements, and in no other states without ten (10) days’ prior written notice to the Holders, except that each Grantor shall have the right until one or more Events of Default shall occur to sell, move or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Company shall not move the location of its principal executive offices without prior written notification to the Collateral AgentBuyers. (e) Without the prior written consent of the Holders, each Grantor shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (fd) Promptly upon request of the Holders or the Collateral Agent Buyers from time to time, each Grantor the Company shall furnish the Holders or the Collateral Agent Buyers with such information and documents regarding the Collateral and each Grantorthe Company’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Buyers may reasonably request. (ge) During the term of this Agreement, each Grantor the Company shall deliver to the Holders or the Collateral AgentBuyers, upon their reasonable, written request from time to time, without limitation, (i) , all invoices and customer statements rendered to account debtorsthe Borrower, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Company’s contracts or the performance of each Grantorthe Company’s contracts, (ii) evidence of each Grantor’s accounts and statements showing contracts relating to the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantor, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor and to assign to Holders all such security interests in favor of each GrantorBridge Loan Documents. (hf) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Buyers under this Agreement, each Grantor the Company shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rights. (ig) After the occurrence of an Event of Default, the Collateral Agent shall have the right, in its sole discretion, to give notice of the HoldersBuyers’ security interest to account debtors obligated to each Grantor and to take over and direct collection of the Accounts and the Chattel PaperBorrower, to notify such account debtors the Borrower to make payment directly to the Holders Buyers and to enforce payment of the Accounts and the Chattel Paper and to enforce each GrantorCompany’s contract rightsrights relating to the Bridge Loan Documents. It is understood and agreed by each Grantor the Company that the Collateral Agent shall have no liability whatsoever under this subsection (i) except for their own gross negligence or willful misconduct. (jh) At all times during the term of this Agreement, each Grantor shall promptly deliver to the Collateral Agent, upon its written request, all existing leases, and all other leases entered into by each Grantor from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (k) Each Grantor The Company shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the HoldersBuyers, which consent shall not be unreasonably withheld, conditioned or delayed. (li) Each Grantor shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders at least ten (10) days’ prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (m) Each Grantor The Company shall cooperate with the Holders and the Collateral AgentBuyers, at each Grantorthe Company’s reasonable expense, in perfecting HoldersBuyers’ security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that the Collateral Agent may reasonably request, in order to perfect and protect the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the Collateral. (nj) The Collateral Agent may file any necessary financing statements and other documents the Collateral Agent deems reasonably necessary in order to perfect Holdersthe Buyers’ security interest without either Grantorthe Company’s signature. Each Grantor The Company grants to the Collateral Agent a power of attorney for the sole purpose of executing any documents on behalf of each Grantor the Company which the Collateral Agent deems reasonably necessary to perfect Holdersthe Buyers’ security interest. Such power, coupled with an interest, is irrevocable.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned or acquired after the date of this Agreement by the GrantorBorrower. (b) The Holders Lender or their its representatives shall have the right, upon reasonable prior written notice to a Grantor the Borrower and during the regular business hours of the GrantorBorrower, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned or acquired after the date of this Agreement by each Grantor in the states set forth on Schedule I Borrower at its various locations or, upon written notice to the Collateral AgentLender, at such other locations for which the Holders have Lender has filed financing statements, and in at no other states location without ten (10) 20 days’ ' prior written notice to the HoldersLender, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Borrower shall not move the location of its principal executive offices without prior written notification to the Collateral AgentLender. (e) Without the prior written consent of the HoldersLender, each Grantor the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Lender from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Lender with such information and documents regarding the Collateral and each Grantor’s the Borrower's financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Lender may reasonably request. (g) During At all times during the term of this Agreement, each Grantor the Borrower shall deliver to the Holders or the Collateral AgentLender, upon their reasonable, its written request from time to timerequest, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantor’s the Borrower's contracts or the performance of each Grantor’s the Borrower's contracts, (ii) evidence of each Grantor’s the Borrower's accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantor’s the Borrower's inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Borrower, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor Borrower and to assign to Holders Lender all such security interests in favor of each GrantorBorrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Lender under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent Lender shall have the right, in its sole discretion, to give notice of the Holders’ Lender's security interest to account debtors obligated to each Grantor the Borrower and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Lender and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantor’s the Borrower's contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Agent Lender shall have no liability whatsoever under this subsection (i) except for their its own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor Borrower shall promptly deliver to the Collateral AgentLender, upon its written request, all existing leases, and all other leases entered into by each Grantor Borrower from time to time, covering any material Equipment or Inventory (“"Leased Inventory”") which is leased to third parties. (kl) Each Grantor Borrower shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayedLender. (lm) Each Grantor Borrower shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Lender at least ten fifteen (1015) days’ days prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (mn) Each Grantor The Borrower shall cooperate with the Holders and the Collateral AgentLender, at each Grantor’s reasonable Borrower's expense, in perfecting Holders’ Lender's security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that including the Collateral Agent may reasonably request, execution of any control agreement(s) required in order to perfect and protect Lender's security interest in the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the CollateralDeposit Accounts. (no) The Collateral Agent Lender may file any necessary financing statements and other documents the Collateral Agent Lender deems reasonably necessary in order to perfect Holders’ Lender's security interest without either Grantor’s Borrower's signature. Each Grantor Borrower grants to the Collateral Agent Lender a power of attorney for the sole purpose of executing any documents on behalf of each Grantor Borrower which the Collateral Agent Lender deems reasonably necessary to perfect Holders’ Lender's security interest. Such power, coupled with an interest, is irrevocable. (p) The parties agree that the Lender shall have the right to designate and appoint a collateral agent to act for and on behalf of the Lenders with respect to the Collateral under this Agreement, provided that Borrower is notified in writing at least ten (10) days in advance of such appointment.

Provisions Applicable to the Collateral. The parties agree that the following provisions shall be applicable to the Collateral: (a) Each Grantor The Borrower covenants and agrees that at all times during the term of this Agreement it shall keep accurate and complete books and records concerning the Collateral that is now owned or acquired after the date of this Agreement by the GrantorBorrower. (b) The Holders Lender or their its representatives shall have the right, upon reasonable prior written notice to a Grantor the Borrower and during the regular business hours of the GrantorBorrower, to examine and inspect the Collateral and to review the books and records of the Grantor Borrower concerning the Collateral that is now owned or acquired after the date of this Agreement by the Grantor Borrower and to copy the same and make excerpts therefrom; provided, however, that from and after the occurrence of an Event of Default, the rights of inspection and entry shall be subject to the requirements of the Code. (c) Each Grantor The Borrower shall at all times during the term of this Agreement keep the Equipment, Inventory and Fixtures that are now owned or acquired after the date of this Agreement by each Grantor in the states set forth on Schedule I Borrower at its various locations or, upon written notice to the Collateral AgentLender, at such other locations for which the Holders have Lender has filed financing statements, and in at no other states location without ten (10) 20 days’ prior written notice to the HoldersLender, except that each Grantor the Borrower shall have the right until one or more Events of Default shall occur to sell, move sell or otherwise dispose of Inventory and other Collateral in the ordinary course of business. (d) Each Grantor The Borrower shall not move the location of its principal executive offices without prior written notification to the Collateral AgentLender. (e) Without the prior written consent of the HoldersLender, each Grantor the Borrower shall not sell, lease or otherwise dispose of any Equipment or Fixtures, except in the ordinary course of their business. (f) Promptly upon request of the Holders or the Collateral Agent Lender from time to time, each Grantor the Borrower shall furnish the Holders or the Collateral Agent Lender with such information and documents regarding the Collateral and each Grantorthe Borrower’s financial condition, business, assets or liabilities, at such times and in such form and detail as the Holders Lender may reasonably request. (g) During At all times during the term of this Agreement, each Grantor the Borrower shall deliver to the Holders or the Collateral AgentLender, upon their reasonable, its written request from time to timerequest, without limitation, (i) all invoices and customer statements rendered to account debtors, documents, contracts, chattel paper, instruments and other writings pertaining to each Grantorthe Borrower’s contracts or the performance of each Grantorthe Borrower’s contracts, (ii) evidence of each Grantorthe Borrower’s accounts and statements showing the aging, identification, reconciliation and collection thereof, and (iii) reports as to each Grantorthe Borrower’s inventory and sales, shipment, damage or loss thereof, all of the foregoing to be certified by authorized officers or other employees of each Grantorthe Borrower, and Borrower shall take all necessary action during the term of this Agreement to perfect any and all security interests in favor of each Grantor Borrower and to assign to Holders Lender all such security interests in favor of each GrantorBorrower. (h) Notwithstanding the security interest in the Collateral granted to and created in favor of the Holders Lender under this Agreement, each Grantor the Borrower shall have the right until one or more Events of Default shall occur, at its own cost and expense, to collect the Accounts and the Chattel Paper and to enforce their its contract rights. (i) After the occurrence of an Event of Default, the Collateral Agent Lender shall have the right, in its sole discretion, to give notice of the Holders’ Lender’s security interest to account debtors obligated to each Grantor the Borrower and to take over and direct collection of the Accounts and the Chattel Paper, to notify such account debtors to make payment directly to the Holders Lender and to enforce payment of the Accounts and the Chattel Paper and to enforce each Grantorthe Borrower’s contract rights. It is understood and agreed by each Grantor the Borrower that the Collateral Agent Lender shall have no liability whatsoever under this subsection (i) except for their its own gross negligence or willful misconduct. (j) At all times during the term of this Agreement, each Grantor Borrower shall promptly deliver to the Collateral AgentLender, upon its written request, all existing leases, and all other leases entered into by each Grantor Borrower from time to time, covering any material Equipment or Inventory (“Leased Inventory”) which is leased to third parties. (kl) Each Grantor Borrower shall not change its name, entity status, federal taxpayer identification number, or provincial organizational or registration number, or the state under which it is organized without the prior written consent of the Holders, which consent shall not be unreasonably withheld, conditioned or delayedLender. (lm) Each Grantor Borrower shall not close any of its Deposit Accounts or open any new or additional Deposit Accounts without first giving the Holders Lender at least ten fifteen (1015) days’ days prior written notice thereof; however, Holders grant the Collateral Agent the power to waive a portion of the notice period if such waiver does not harm Holders’ security position. (mn) Each Grantor The Borrower shall cooperate with the Holders and the Collateral AgentLender, at each GrantorBorrower’s reasonable expense, in perfecting Holders’ Lender’s security interest in any of the Collateral. Each Grantor agrees that from time to time, at its own expense, such Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or that including the Collateral Agent may reasonably request, execution of any control agreement(s) required in order to perfect and protect Lender’s security interest in the security interests granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any of the CollateralDeposit Accounts. (no) The Collateral Agent Lender may file any necessary financing statements and other documents the Collateral Agent Lender deems reasonably necessary in order to perfect Holders’ Lender’s security interest without either GrantorBorrower’s signature. Each Grantor Borrower grants to the Collateral Agent Lender a power of attorney for the sole purpose of executing any documents on behalf of each Grantor Borrower which the Collateral Agent Lender deems reasonably necessary to perfect Holders’ Lender’s security interest. Such power, coupled with an interest, is irrevocable. (p) The parties agree that the Lender shall have the right to designate and appoint a collateral agent to act for and on behalf of the Lenders with respect to the Collateral under this Agreement, provided that Borrower is notified in writing at least ten (10) days in advance of such appointment.