Common use of Additional Collateral; Additional Guarantors Clause in Contracts

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b), with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Documents but is not so subject, promptly (and in any event within 60 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunder, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Document in accordance with all applicable Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any property assets acquired after the Closing Date by any Loan Credit Party that is are intended to be subject to the Lien created by any of the Collateral Security Documents but is which are not so subjectsubject (but, in any event, excluding any assets described in paragraph (b) of this subsection), promptly (and in any event within 60 45 days after the acquisition thereof) ): (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Administrative Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property properties or assets subject to no Liens other than Liens permitted hereunderPermitted Liens, and (ii) take all commercially reasonable actions reasonably necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including including, without limitation, the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Administrative Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired propertiesproperties or assets.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b6.13(d), with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Documents but is not so subject, promptly (and in any event within 60 thirty (30) days after the acquisition thereofthereof (or, with respect to intellectual property, in any event on a quarterly basis) (or such later date as the Administrative Agent may agree)) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable request to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunder, Permitted Liens; and (ii) take all commercially reasonable actions reasonably necessary or advisable to cause such Lien to be duly perfected within the United States to the extent required by such Collateral Document in accordance with all applicable Law, including the filing of financing statements in such jurisdictions within the United States as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)6.12, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and within 15 Business Days following the end of the Fiscal Quarter in any event within 60 days after the which such acquisition thereof) occurs (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderpursuant to Section 7.1, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.10, with respect to any property acquired after the Closing Date by Borrower or any other Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subjectsubject (but, in any event, excluding any property described in Section 5.10(b)) promptly (and in any event within 60 30 days after the acquisition thereof) ): (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including including, without limitation, the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired propertiesproperties or assets.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b), with With respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Documents but is not so subject, promptly (and in any event within 60 90 days after the acquisition thereof, or such longer period as may be agreed to the Administrative Agent in its sole discretion) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Administrative Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Permitted Liens permitted hereunder, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Document in accordance with all applicable Lawrequirements of law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Company shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Administrative Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)the terms of the Intercreditor Agreement, with respect to any property acquired after the Closing Date by any Loan Party (including, without limitation, any acquisition pursuant to an LLC Division) that is intended to be subject to the Lien created by any of the Collateral Documents but is not so subject, promptly (and in any event within 60 90 days after the acquisition thereof, or such longer period as may be agreed to the Administrative Agent in its sole discretion) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Administrative Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Permitted Liens permitted hereunder, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Document in accordance with all applicable Lawrequirements of law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Company shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Administrative Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b), with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Documents but is not so subject, promptly (and in any event within 60 thirty (30) days after the acquisition thereofthereof (or such later date as the Administrative Agent may agree)) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable request to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunder, ; and (ii) take all commercially reasonable actions reasonably necessary or advisable to cause such Lien to be duly perfected within the United States to the extent required by such Collateral Document in accordance with all applicable Law, including the filing of financing statements in such jurisdictions within the United States as may be reasonably requested by the Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.10, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereofthereof or such longer period approved by the Administrative Agent) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Security Agreement Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Liens, and (ii) take all commercially reasonable actions reasonably necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)SECTION 5.10, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall deem reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other applicable Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to the terms of the Intercreditor Agreement and this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 thirty (30) days after the acquisition thereof) (i) execute and deliver to the Administrative Funding Agent and the Collateral Agent such amendments or supplements to the 160 relevant Collateral Security Documents or such other documents as the Administrative Funding Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements (or other applicable filings) in such jurisdictions as may be reasonably requested by the Administrative Funding Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Funding Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing MLP Effectiveness Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a First Priority Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a First Priority Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)6.12, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and within 15 Business Days following the end of the Fiscal Quarter in any event within 60 days after the which such acquisition thereof) occurs (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to the terms of the Intercreditor Agreement and this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 thirty (30) days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a First Priority Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements (or other applicable filings) in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to the terms of the Intercreditor Agreement and this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject(as specified in this Section 5.11), promptly (and in any event within 60 days after the acquisition thereof) (i) execute and deliver to the applicable Administrative Agent and the applicable Collateral Agent Agents such amendments or supplements to the relevant Collateral Security Documents or such other documents as the such Administrative Agent or the such Collateral Agent Agents shall deem reasonably deem necessary or advisable to grant to the such Collateral AgentAgents, for its their benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the such Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the applicable Collateral Agent Agents such documents as the applicable Administrative Agent or the such Collateral Agent Agents shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 7.12 and Section 6.13(b)the Post-Closing Letter, with respect to any property acquired after the Closing Date Time by any Loan Party Issuer that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, such Issuer shall promptly (and in any event within 60 days 30 Business Days after the acquisition thereof) (i) execute and deliver to the Administrative Agent Series A Noteholders and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent Required Series A Noteholders or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative AgentRequired Series A Noteholders. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent Required Series A Noteholders or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.09, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderLiens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to the terms of this Section 6.11 5.11 and Section 6.13(b)the Security Documents, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) ), at the written request of the Collateral Agent, (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to the terms of the Intercreditor Agreement and this Section 6.11 and Section 6.13(b)5.10, with respect to any property acquired after the Closing Fourth Amendment Effectiveness Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall deem reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other applicable Secured Parties, a Lien on such property subject to no other Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b), with respect to any property acquired after the Closing Date by any Loan Party that is intended required to be subject to the Lien created by any of the Collateral Documents but is not so subject, promptly (and in any event within 60 sixty (60) days after the acquisition thereofthereof (or, with respect to intellectual property, 119 in any event on a quarterly basis) (or such later date as the Collateral Agent may agree)) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable request to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunder, under the Loan Documents; and (ii) take all commercially reasonable actions reasonably necessary or advisable to cause such Lien to be duly perfected within the United States to the extent required by such Collateral Document in accordance with all applicable Law, including the filing of financing statements in such jurisdictions within the United States as may be reasonably requested by the Administrative Collateral Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.10, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereofthereof or such later date as may be agreed to by Administrative Agent) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject The Loan Parties shall, subject to this Section 6.11 and Section 6.13(b)8.09, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Documents Security Instruments but is not so subject, promptly (and in any event within 60 days after the acquisition thereofthereof or such longer period as the Collateral Agent may agree in its sole discretion) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Documents Security Instruments or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Document Security Instruments in accordance with all applicable LawGovernmental Requirements, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Documents Security Instruments on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 5.11 and Section 6.13(b)10.17, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a First Priority Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)6.12, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent Lender and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent Lender or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderunder Section 7.01, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative AgentCollateral Agent and, if requested by the Collateral Agent pursuant to the Security Agreement, causing the Lien of the Collateral Agent to be noted on any certificate of title covering any Collateral. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent Lender or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired propertiesproperty.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall deem reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Liens, and (ii) take all commercially reasonable actions reasonably necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to the terms of the Order and this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject(as specified in this Section 5.11) or the Orders, promptly (and in any event within 60 days after the acquisition thereof) (i) execute and deliver to the applicable Administrative Agent and the applicable Collateral Agent Agents such amendments or supplements to the relevant Collateral Security Documents or such other documents as the such Administrative Agent or the such Collateral Agent Agents shall deem reasonably deem necessary or advisable to grant to the such Collateral AgentAgents, for its their benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the such Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the applicable Collateral Agent Agents such documents as the applicable Administrative Agent or the such Collateral Agent Agents shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 7.13 and Section 6.13(b)7.16, with respect to any property acquired after the Closing Date Time by any Loan Party Issuer that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, such Issuer shall promptly (and in any event within 60 days 30 Business Days after the acquisition thereof) (i) execute and deliver to the Administrative Agent Noteholders and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent Required Holders or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative AgentRequired Holders. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent Required Holders or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.10, with respect to any property acquired after the Closing Third Amendment Effectiveness Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall deem reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other applicable Secured Parties, a Lien on such property subject to no other Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereofthereof or such later date as the Collateral Agent may agree in its sole discretion) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall deem reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to the terms of the Intercreditor Agreement and this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Original Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject(as specified in this Section 5.11), promptly (and in any event within 60 days after the acquisition thereof) (i) execute and deliver to the applicable Administrative Agent and the applicable Collateral Agent Agents such amendments or supplements to the relevant Collateral Security Documents or such other documents as the such Administrative Agent or the such Collateral Agent Agents shall deem reasonably deem necessary or advisable to grant to the such Collateral AgentAgents, for its their benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the such Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the applicable Collateral Agent Agents such documents as the applicable Administrative Agent or the such Collateral Agent Agents shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Fifth ARCA Effective Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a First Priority Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject Except as provided in Section 7.10(c) below, subject to the terms of the Intercreditor Agreement and this Section 6.11 and Section 6.13(b)7.10, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Loan Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) ), such Loan Party shall (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Loan Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Administrative Agent, for its benefit and for the benefit of the other Secured Parties, a First Priority Lien on such property subject to no Liens other than Permitted Liens permitted hereunder, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Document Loan Documents in accordance with all applicable Lawlaw, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Subject to the terms of the Intercreditor Agreement, the applicable Loan Party shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Administrative Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Loan Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)6.20, with respect to any property acquired after the Closing Date Time by any Loan Party Issuer that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, the Company shall promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Collateral Agent or the Collateral Agent Required Noteholders shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative AgentCollateral Agent or the Required Noteholders and otherwise meeting the applicable conditions set forth in Section 3.17 and 6.23 hereof. The Borrowers Company shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Collateral Agent or the Collateral Agent Required Noteholders shall reasonably require (consistent with the closing conditions hereof) to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b), with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Documents but is not so subject, promptly (and in any event within 60 thirty (30) days after the acquisition thereofthereof (or such later date as the Administrative Agent may agree)) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable request to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunder, ; and (ii) take all commercially reasonable actions reasonably necessary or advisable to cause such Lien to be duly perfected within the United States to the extent required 104 by such Collateral Document in accordance with all applicable Law, including the filing of financing statements in such jurisdictions within the United States as may be reasonably requested by the Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)6.13, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subjectsubject (other than property that is expressly not required to be pledged pursuant to clause (b) below), promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)8.13, with respect to any property acquired after the Closing Date by any Loan Party the Borrower and its Restricted Subsidiaries that is intended to be subject to the Lien created by any of the Collateral Credit Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Credit Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured PartiesCreditors, a Lien on such property subject to no Liens other than Liens permitted hereunderas provided in Section 9.03, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Credit Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Credit Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any personal property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Documents Security Agreement but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Documents Security Agreement or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Document the Security Agreement in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Documents on Security Agreement against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to the terms of this Section 6.11 and Section 6.13(b)4.11, with respect to any property acquired after the Closing Date by any Loan Credit Party that is intended to be subject to the Lien created by any of the Collateral Documents but is not so subject, promptly (and in any event within 60 10 days after the acquisition thereofthereof (or such later period acceptable to the Agent in its discretion)) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other applicable Secured Parties, a First Priority Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Liens, and (ii) take all commercially reasonable actions reasonably necessary to cause such Lien to be duly perfected to the extent required by such Collateral Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.10, with respect to any property acquired after the Closing Second Amendment Effectiveness Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall deem reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other applicable Secured Parties, a Lien on such property subject to no other Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b), with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Documents but is not so subject, promptly (and in any event within 60 forty-five (45) days after the acquisition thereofthereof (or, with respect to intellectual property, on a quarterly basis) (or such later date as the Administrative Agent may agree)) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable request to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunder, ; and (ii) take all commercially reasonable actions reasonably necessary or advisable to cause such Lien to be duly perfected within the United States to the extent required by such Collateral Document in accordance with all applicable Law, including the filing of financing statements in such jurisdictions within the United States as may be reasonably requested by the Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Documents on such after-after acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent Agents and the Collateral Agent Agents such amendments or supplements to the relevant Collateral Security Documents or such other documents as the any Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the applicable Collateral Agent, for its benefit and for the benefit of the other applicable Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the any Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the applicable Collateral Agent such documents as the applicable Administrative Agent or the such Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.10, with respect to any property acquired after the Closing Fifth Amendment Effectiveness Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall deem reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other applicable Secured Parties, a Lien on such property subject to no other Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Amendment Effective Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereof) (i) execute and deliver to the Administrative Agent and the Collateral Agent such amendments or supplements to the relevant Collateral Security Documents or such other documents as the Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the Collateral Agent, for its benefit and for the benefit of the other Secured Parties, a First Priority Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Collateral Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. The Borrowers Borrower shall otherwise take such commercially reasonable actions and execute and/or deliver to the Collateral Agent such documents as the Administrative Agent or the Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on against such after-acquired properties.

Additional Collateral; Additional Guarantors. (a) Subject to this Section 6.11 and Section 6.13(b)5.11, with respect to any property acquired after the Closing Date by any Loan Party that is intended to be subject to the Lien created by any of the Collateral Security Documents but is not so subject, promptly (and in any event within 60 30 days after the acquisition thereofthereof (or such later date consented to by the applicable Collateral Agent in its sole discretion)) (i) execute and deliver to the Administrative Agent Agents and the Collateral Agent Agents such amendments or supplements to the relevant Collateral Security Documents or such other documents as the any Administrative Agent or the Collateral Agent shall reasonably deem necessary or advisable to grant to the applicable Collateral Agent, for its benefit and for the benefit of the other applicable Secured Parties, a Lien on such property subject to no Liens other than Liens permitted hereunderPermitted Liens, and (ii) take all commercially reasonable actions necessary to cause such Lien to be duly perfected to the extent required by such Collateral Security Document in accordance with all applicable Requirements of Law, including the filing of financing statements in such jurisdictions as may be reasonably requested by the any Administrative Agent. The Borrowers shall otherwise take such commercially reasonable actions and execute and/or deliver to the applicable Collateral Agent such documents as the applicable Administrative Agent or the such Collateral Agent shall reasonably require to confirm the validity, perfection and priority of the Lien of the Collateral Security Documents on such after-acquired properties.