Common use of Security Documents; Further Assurances Clause in Contracts

Security Documents; Further Assurances. Each Borrower Party shall promptly, upon the reasonable request of the Lender, at such Borrower Party's expense, execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record, or cause to be registered, filed or recorded, in an appropriate governmental office, any document or instrument supplemental to or confirmatory of the Loan Documents or otherwise deemed by the Lender reasonably necessary or desirable for the continued validity, perfection and priority of the Liens on the Collateral covered thereby subject to no other Liens except as permitted by the applicable Loan Document, or obtain any consents or waivers as may be necessary or appropriate in connection therewith. Deliver or cause to be delivered to the Lender from time to time such other documentation, consents, authorizations, approvals and orders in form and substance reasonably satisfactory to the Lender and the Lender [*****] Raptor Pharmaceutical Corp. has requested confidential treatment of certain portions of this agreement which have been omitted and filed separately with the U.S. Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. shall reasonably deem necessary to perfect or maintain the Liens on the Collateral pursuant to the Loan Documents. Upon the exercise by the Lender of any power, right, privilege or remedy pursuant to any Loan Document which requires any consent, approval, registration, qualification or authorization of any Governmental Authority execute and deliver all applications, certifications, instruments and other documents and papers that the Lender may require. If the Lender determines that it is required by a requirement of Law to have appraisals prepared in respect of the real property of any Borrower Party constituting Collateral, the Borrower shall provide to the Lender appraisals in form and substance reasonably satisfactory to the Lender.

Security Documents; Further Assurances. (a) Each Borrower Party shall promptly, upon the reasonable request of the Lender, at such Borrower Party's ’s expense, execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record, or cause to be registered, filed or recorded, in an appropriate governmental office, any document or instrument supplemental to or confirmatory of the Loan Documents or otherwise deemed by the Lender reasonably necessary or desirable for the continued validity, perfection and priority of the Liens on the Collateral covered thereby subject to no other Liens except as permitted by the applicable Loan Document, or obtain any consents or waivers as may be necessary or appropriate in connection therewith. Deliver or cause to be delivered to the Lender from time to time such other documentation, consents, authorizations, approvals and orders in form and substance reasonably satisfactory to the Lender and the Lender [*****] Raptor Pharmaceutical Corp. has requested confidential treatment of certain portions of this agreement which have been omitted and filed separately with the U.S. Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. shall reasonably deem necessary to perfect or maintain the Liens on the Collateral pursuant to the Loan Documents. Upon the exercise by the Lender of any power, right, privilege or remedy pursuant to any Loan Document which requires any consent, approval, registration, qualification or authorization of any Governmental Authority execute and deliver all applications, certifications, instruments and other documents and papers that the Lender may require. If the Lender determines that it is required by a requirement of Law to have appraisals prepared in respect of the real property of any Borrower Party constituting Collateral, the Borrower shall provide to the Lender appraisals in form and substance reasonably satisfactory to the Lender.

Security Documents; Further Assurances. Each The Borrower Party shall promptly, upon the reasonable request of the Lender, at such Borrower Party's the Borrower’s expense, (a) execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record, or cause to be registered, filed or recorded, in an appropriate governmental office, any document or instrument supplemental to or confirmatory of the Loan Documents or otherwise deemed by the Lender reasonably necessary or desirable for the continued validity, perfection and priority of the Liens on the Collateral covered thereby subject to no other Liens except as permitted by the applicable Loan Document, or obtain any consents or waivers as may be necessary or appropriate in connection therewith. Deliver ; (b) deliver or cause to be delivered to the Lender from time to time such other documentation, consents, authorizations, approvals and orders in form and substance reasonably satisfactory to the Lender and the Lender [*****] Raptor Pharmaceutical Corp. has requested confidential treatment of certain portions of this agreement which have been omitted and filed separately with the U.S. Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. shall reasonably deem necessary to perfect or maintain the Liens on the Collateral pursuant to the Loan Documents. Upon ; and (c) upon the exercise by the Lender of any power, right, privilege or remedy pursuant to any Loan Document which requires any consent, approval, registration, qualification or authorization of any Governmental Authority execute and deliver all applications, certifications, instruments and other documents and papers that the Lender may require. If the Lender determines that it is required by a requirement of Law to have appraisals prepared in respect of the real property of any Borrower Party constituting CollateralIn addition, the Borrower shall provide promptly, at its sole cost and expense, execute and deliver to the Lender appraisals such further instruments and documents, and take such further action, as the Lender may, at any time and from time to time, reasonably request in form order to carry out the intent and substance reasonably satisfactory purpose of this Agreement and the other Transaction Documents to which it is a party and to establish and protect the Lenderrights, interests and remedies created, or intended to be created, in favor of the Lender hereby and thereby.

Security Documents; Further Assurances. Each (a) Subject to Section 8.12(b), Borrower Party shall promptly, upon the reasonable request of the Lender, at such Borrower Party's Borrower’s expense, (a) execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record, or cause to be registered, filed or recorded, in an appropriate governmental office, any document or instrument supplemental to or confirmatory of the Loan Documents or otherwise deemed by the Lender reasonably necessary or desirable for the continued validity, perfection and priority of the Liens on the Collateral covered thereby subject to no other Liens except as permitted by the applicable Loan Document, or obtain any consents or waivers as may be necessary or appropriate in connection therewith. Deliver ; (b) deliver or cause to be delivered to the Lender from time to time such other documentation, consents, authorizations, approvals and orders in form and substance reasonably satisfactory to the Lender and the Lender [*****] Raptor Pharmaceutical Corp. has requested confidential treatment of certain portions of this agreement which have been omitted and filed separately with the U.S. Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. shall reasonably deem necessary to perfect or maintain the ACTIVE/105942580.15 Liens on the Collateral pursuant to the Loan Documents. Upon ; and (c) upon the exercise by the Lender of any power, right, privilege or remedy pursuant to any Loan Document which requires any consent, approval, registration, qualification or authorization of any Governmental Authority execute and deliver all applications, certifications, instruments and other documents and papers that the Lender may require. If In addition, subject to Section 8.12(b), Borrower shall promptly, at its sole cost and expense, execute and deliver to Lender such further instruments and documents, and take such further action, as Lender may, at any time and from time to time, reasonably request in order to carry out the Lender determines that intent and purpose of this Agreement and the other Loan Documents to which it is required by a requirement party and to establish and protect the rights, interests and remedies created, or intended to be created, in favor of Law Lender hereby and thereby. (b) Notwithstanding anything to the contrary herein or in any other Loan Document, Borrower shall not have appraisals prepared any obligation to (i) perfect or record any security interest or lien in any Intellectual Property included in the Collateral in any jurisdiction other than in the United States (or to enter into any foreign law governed charges, debentures, pledges or other security agreements in respect thereof), (ii) obtain any landlord waivers, estoppels or collateral access letters, or (iii) obtain any consent of the real property of any Borrower Party constituting Collateral, the Borrower shall provide Licensee to the assignment and pledge to Lender appraisals of the rights under the License Agreement that are included in form and substance reasonably satisfactory to the LenderCollateral.

Security Documents; Further Assurances. Each (a) Subject to Section 8.12(b), Borrower Party shall promptly, upon the reasonable request of the Lender, at such Borrower Party's Borrower’s expense, (a) execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record, or cause to be registered, filed or recorded, in an appropriate governmental office, any document or instrument supplemental to or confirmatory of the Loan Documents or otherwise deemed by the Lender reasonably necessary or desirable for the continued validity, perfection and priority of the Liens on the Collateral covered thereby subject to no other Liens except as permitted by the applicable Loan Document, or obtain any consents or waivers as may be necessary or appropriate in connection therewith. Deliver ; (b) deliver or cause to be delivered to the Lender from time to time such other documentation, consents, authorizations, approvals and orders in form and substance reasonably satisfactory to the Lender and the Lender [*****] Raptor Pharmaceutical Corp. has requested confidential treatment of certain portions of this agreement which have been omitted and filed separately with the U.S. Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. shall reasonably deem necessary to perfect or maintain the Liens on the Collateral pursuant to the Loan Documents. Upon ; and (c) upon the exercise by the Lender of any power, right, privilege or remedy pursuant to any Loan Document which requires any consent, approval, registration, qualification or authorization of any Governmental Authority execute and deliver all applications, certifications, instruments and other documents and papers that the Lender may require. If In addition, subject to Section 8.12(b), Borrower shall promptly, at its sole cost and expense, execute and deliver to Lender such further instruments and documents, and take such further action, as Lender may, at any time and from time to time, reasonably request in order to carry out the Lender determines that intent and purpose of this Agreement and the other Loan Documents to which it is required by a requirement party and to establish and protect the rights, interests and remedies created, or intended to be created, in favor of Law Lender hereby and thereby. (b) Notwithstanding anything to the contrary herein or in any other Loan Document, Borrower shall not have appraisals prepared any obligation to (i) perfect or record any security interest or lien in any intellectual property included in the Collateral in any jurisdiction other than in the United States (or to enter into any foreign law governed charges, debentures, pledges or other security agreements in respect thereof), (ii) obtain any landlord waivers, estoppels or collateral access letters, or (iii) obtain any consent of the real property of any Borrower Party constituting Collateral, the Borrower shall provide Licensee to the assignment and pledge to Lender appraisals of the rights under the License Agreement that are included in form and substance reasonably satisfactory to the LenderCollateral.

Security Documents; Further Assurances. Each Borrower Party shall promptly, upon the reasonable request of the Lender, at such Borrower Party's ’s expense, execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record, or cause to be registered, filed or recorded, in an appropriate governmental office, any document or instrument supplemental to or confirmatory of the Loan [*****] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. Documents or otherwise deemed by the Lender reasonably necessary or desirable for the continued validity, perfection and priority of the Liens on the Collateral covered thereby subject to no other Liens except as permitted by the applicable Loan Document, or obtain any consents or waivers as may be necessary or appropriate in connection therewith. Deliver or cause to be delivered to the Lender from time to time such other documentation, consents, authorizations, approvals and orders in form and substance reasonably satisfactory to the Lender and the Lender [*****] Raptor Pharmaceutical Corp. has requested confidential treatment of certain portions of this agreement which have been omitted and filed separately with the U.S. Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. shall reasonably deem necessary to perfect or maintain the Liens on the Collateral pursuant to the Loan Documents. Upon the exercise by the Lender of any power, right, privilege or remedy pursuant to any Loan Document which requires any consent, approval, registration, qualification or authorization of any Governmental Authority execute and deliver all applications, certifications, instruments and other documents and papers that the Lender may require. If the Lender determines that it is required by a requirement of Law to have appraisals prepared in respect of the real property of any Borrower Party constituting Collateral, the Borrower shall provide to the Lender appraisals in form and substance reasonably satisfactory to the Lender.

Security Documents; Further Assurances. Each Borrower Party Product Sub shall promptly, upon the reasonable request of the LenderInvestor, at the Investor’s sole cost and expense (and shall promptly reimburse Product Sub upon demand for such Borrower Party's expensecosts and expenses so incurred), (a) execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record, or cause to be registered, filed or recorded, in an appropriate governmental office, any document or instrument supplemental to or confirmatory of the Loan Transaction Documents or otherwise deemed by the Lender Investor reasonably necessary or desirable for the continued validity, perfection and priority of the Liens on the Collateral covered thereby subject to no other Liens except as permitted by the applicable Loan Transaction Document, or obtain any consents or waivers as may be necessary or appropriate in connection therewith. Deliver ; (b) deliver or cause to be delivered to the Lender Investor from time to time such other documentation, consents, authorizations, approvals and orders in form and substance reasonably satisfactory to the Lender Investor and the Lender [*****] Raptor Pharmaceutical Corp. has requested confidential treatment of certain portions of this agreement which have been omitted and filed separately with the U.S. Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. Investor shall reasonably deem necessary to perfect or maintain the Liens on the Collateral pursuant to the Loan Transaction Documents. Upon ; and (c) upon the exercise by the Lender Investor of any power, right, privilege or remedy pursuant to any Loan Transaction Document which requires any consent, approval, registration, qualification or authorization of any Governmental Authority execute and deliver all applications, certifications, instruments and other documents and papers that the Lender Investor may require. If In addition, Product Sub shall promptly, at Investor’s sole cost and expense, execute and deliver to the Lender determines that Investor such further instruments and documents, and take such further action, as the Investor may, at any time and from time to time, reasonably request in order to carry out the intent and purpose of this Agreement and the other Transaction Documents to which it is required by a requirement of Law party and to have appraisals prepared establish and protect the rights, interests and remedies created, or intended to be created, in respect favor of the real property of any Borrower Party constituting Collateral, the Borrower shall provide to the Lender appraisals in form Investor hereby and substance reasonably satisfactory to the Lenderthereby.

Security Documents; Further Assurances. Each Borrower Party Subject to Section 4.01(j)(ii),Contributor shall promptly, upon the reasonable request of the Company or its assigns (including Lender), at such Borrower Party's Contributor’s sole cost and expense, (a) execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record, or ​ cause to be registered, filed or recorded, in an appropriate governmental office, any document or instrument supplemental to or confirmatory of the Loan Documents or otherwise deemed by the Lender Company or its assigns (including Lender) reasonably necessary or desirable for the continued validity, perfection and priority of the assignment of the Transferred Assets or the Liens on the Collateral covered thereby thereon secured pursuant to Section 2.04 subject to no other Liens except as permitted by the applicable Loan Document, or obtain any consents or waivers as may be necessary or appropriate in connection therewith. Deliver ; (b) deliver or cause to be delivered to the Lender Company and its assigns (including Lender) from time to time such other documentation, consents, authorizations, approvals and orders in form and substance reasonably satisfactory to the Lender Company and the Lender [*****] Raptor Pharmaceutical Corp. has requested confidential treatment of certain portions of this agreement which have been omitted and filed separately with the U.S. Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. such assigns as Company or such assigns shall reasonably deem necessary to perfect or maintain the assignment of the Transferred Assets or the Liens on the Collateral thereon secured pursuant to the Loan Documents. Upon Section 2.04; and (c) upon the exercise by the Lender Company or any of its assigns (including Lender) of any power, right, privilege or remedy pursuant to any Loan Document which requires any consent, approval, registration, qualification or authorization of any Governmental Authority execute and deliver all applications, certifications, instruments and other documents and papers that the Lender Company or such assigns may require. If In addition, subject to Section 4.01(j)(ii), Contributor shall promptly, at its sole cost and expense, execute and deliver to Company and its assigns (including Lender) such further instruments and documents, and take such further action, as Company or such assigns may, at any time and from time to time, reasonably request in order to carry out the Lender determines that intent and purpose of this Agreement and the other Loan Documents to which it is required by a requirement party and to establish and protect the rights, interests and remedies created, or intended to be created, in favor of Law to have appraisals prepared in respect of the real property of any Borrower Party constituting Collateral, the Borrower shall provide Company and its assigns (including Lender) hereby and thereby. Notwithstanding anything to the Lender appraisals contrary herein or in form and substance reasonably satisfactory any other Loan Document, Contributor shall not have any obligation to perfect or record any security interest or lien in, or reflect the Lendertransfer of, any Intellectual Property included in the Transferred Assets in any jurisdiction other than in the United States or the Territory.