Common use of Additional Security; Further Assurances Clause in Contracts

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Subsidiaries to, grant to the Collateral Agent security interests in such assets of the Borrower and its Subsidiaries which are of the type required to be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Domestic Subsidiaries (and to the extent Section 7.13 is operative, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests and mortgages in such assets and properties of the Borrower and its Subsidiaries which as are of not covered by the type required to initial Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The On the --------------------------------------- Restatement Effective Date and thereafter, at the reasonable request from time to time by the Administrative Agent, the Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Subsidiaries the Subsidiary Guarantors to, grant to the Collateral Agent security interests in such assets and properties (other than Real Property) of the Borrower and its Subsidiaries such Subsidiary Guarantors, which assets and property are of the type required to be pledged, assigned or hypothecated pursuant to kind that are the subject of the Pledge Agreement to and/or the extent requested from time to time Security Agreement and which are not covered by the Administrative Agent or the Required Banks original Security Documents (collectively, the "Additional Security Documents"). All such security interests shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent Agents and shall constitute valid and enforceable perfected security interests and hypothecations superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Domestic Subsidiaries (and subject to Section 7.13, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests and mortgages in such assets and properties of the Borrower and its Subsidiaries which as are of not covered by the type required to original Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Administrative Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Holdings and the Borrower --------------------------------------- will, and will cause each of their Domestic Subsidiaries (and to the extent Section 8.12 is operative, each of its Wholly-Owned Subsidiaries Foreign Subsidiaries) to, grant to the Collateral Agent security interests in such assets personal property of the Borrower Holdings and its Subsidiaries which as are of not covered by the type required to original Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks Lenders (collectively, the "Additional Security Documents"). All such security interests shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent and shall constitute Administrative Agent, in each case constituting valid and enforceable perfected security interests and hypothecations superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Subsidiaries the Subsidiary Guarantors to, grant to the Collateral Agent security interests and mortgages in such assets and properties (including Real Property) of the Borrower and its Subsidiaries such Subsidiary Guarantors which are of the type required to be pledged, pledged or assigned or hypothecated pursuant to the Pledge Agreement to the extent original Security Documents and as are not covered by such original Security Documents, and as may be requested from time to time by the Administrative Agent Agents or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent Agents and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Parent Guarantors and the Borrower --------------------------------------- will, and will cause each of its Wholly-Owned their respective Subsidiaries to, grant to the Collateral Agent Agent, for the benefit of the Banks, security interests and mortgages in such assets and properties of the Borrower Nexstar Entities as are not covered by the Security Documents, and its Subsidiaries which are of the type required to as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Majority Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Administrative Agent and the Borrower and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and shall be subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been be duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been be paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- Holdings will, --------------------------------------- and will cause each of its Wholly-Owned Domestic Subsidiaries (and to the extent that Section 7.14 is operative, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests and mortgages in such assets and properties of the Borrower Holdings and its Subsidiaries which as are of not covered by the type required to Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Domestic Subsidiaries (and to the extent Section 8.12 is operative, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests and mortgages in such assets and real property of the Borrower and its Wholly-Owned Subsidiaries which as are of not covered by the type required to original Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- Holdings will, and will cause each of its Wholly-Owned U.S. Subsidiaries (and subject to Section 7.16, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests and mortgages in such assets and properties of the Borrower Holdings and its Subsidiaries which as are of not covered by the type required to Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent reasonably requested from time to time by the Administrative Agents, the Collateral Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to each of the Agents and the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- Holdings will, --------------------------------------- and will cause each of its Wholly-Owned Domestic Subsidiaries (and subject to Section 7.13, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests and mortgages in such assets and properties of the Borrower Holdings and its Subsidiaries which as are of not covered by the type required to original Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Domestic Subsidiaries (other than an Inactive Subsidiary) and, to the extent required by Section 9.13, each of its Foreign Subsidiaries to, grant to the Collateral Agent security interests and Mortgages in such assets and properties of the Borrower and its such Subsidiaries which as are of not covered by the type required to original Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent reasonably requested from time to time by the Administrative Agent or the Required Banks Lenders (collectively, the "Additional Security Documents"). All such security interests and Mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Administrative Agent and shall constitute valid and enforceable perfected security interests and hypothecations Mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- Holdings will, --------------------------------------- and will cause each of its Wholly-Owned Domestic Subsidiaries (and to the extent Section 8.12 is operative, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests and mortgages in such assets and real property of the Borrower Holdings and its Subsidiaries which as are of not covered by the type required to original Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Parent Guarantors and the Borrower --------------------------------------- will, and will cause each of its Wholly-Owned their respective Subsidiaries to, grant to the Collateral Agent Agent, for the benefit of the Banks, security interests and mortgages in such assets and properties of the Borrower Nexstar Entities as are not covered by the Security Documents, and its Subsidiaries which are of the type required to as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Majority Banks (collectively, the "Additional Security ------------------- Documents"). All such security interests and mortgages shall be granted --------- pursuant to documentation reasonably satisfactory in form and substance to the Collateral Administrative Agent and the Borrower and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and shall be subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been be duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been be paid in full.

Additional Security; Further Assurances. (a) The No later than 60 days following the Closing Date, the Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Subsidiaries to, grant shall deliver to the Collateral Agent security interests in such assets a duly authorized and executed counterpart or counterparts of the Borrower deeds of trust, mortgages and its Subsidiaries which are of the type required to be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests shall be granted pursuant to documentation reasonably satisfactory similar documents in form and substance reasonably satisfactory to the Collateral Agent and (the "Additional Mortgages") covering all of the Real Property owned by the Borrower not subject to Mortgages on the Closing Date (x) which Additional Mortgages shall constitute valid and enforceable perfected security interests and hypothecations Liens superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto thereto) shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents thereunder and all taxes, fees and other charges payable in connection therewith shall have been paid in full, with each such Additional Mortgage to be accompanied by mortgage policies relating thereto reasonably satisfactory to the Agent.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- Holdings will, and will cause each of its Wholly-Owned Domestic Subsidiaries (and to the extent that Section 7.13 is operative, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests and mortgages in such assets and properties of the Borrower Holdings and its Subsidiaries which as are of not covered by the type required to Security Documents (other than those expressly excluded from the security created by the respective Security Documents), and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Administrative Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- Holdings will, --------------------------------------- and will cause each of its Wholly-Owned U.S. Subsidiaries (and subject to Section 7.16, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests and mortgages in such assets and properties of the Borrower Holdings and its Subsidiaries which as are of not covered by the type required to Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent reasonably requested from time to time by the Administrative Agents, the Collateral Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to each of the Agents and the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- Holdings will, and will cause each of its Wholly-Owned Subsidiaries to, grant within five days after the acquisition by Holdings or any such Subsidiary of any Real Property with a fair market value (net of the principal amount of any Indebtedness secured by such Real Property) of $3,000,000 or more (each a "Mortgaged Property"), give notice thereof to the Administrative Agent and thereafter deliver to the Collateral Agent security interests in a mortgage or deed of trust (each, a "Mortgage") securing the Obligations of Holdings or such assets of Subsidiary, as the Borrower and its Subsidiaries which are of the type required to be pledgedcase may be, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests shall be granted pursuant to documentation reasonably satisfactory in form and substance reasonably satisfactory to the Collateral Agent and Administrative Agent, each of which Mortgages shall constitute valid and enforceable perfected security interests and hypothecations superior to and prior to Mortgages on the rights of all third Persons and enforceable as against third parties and respective Mortgaged Properties subject to no other Liens except for Permitted Liens. The Additional Security Documents Each Mortgage or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents such Mortgage and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The On the Effective Date and thereafter, at the reasonable request from time to time by the Lead Arranger, the Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Subsidiaries the Subsidiary Guarantors to, grant to the Collateral Agent security interests in such assets and properties (other than Real Property) of the Borrower and its Subsidiaries such Subsidiary Guarantors, which assets and property are of the type required to be pledged, assigned or hypothecated pursuant to kind that are the subject of the Pledge Agreement to and/or the extent requested from time to time Security Agreement and which are not covered by the Administrative Agent or the Required Banks original Security Documents (collectively, the "Additional Security Documents"). All such security interests shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent Lead Arranger and shall constitute valid and enforceable perfected security interests and hypothecations superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The On the Initial --------------------------------------- Borrowing Date and thereafter, at the reasonable request from time to time by the Administrative Agent, the Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Subsidiaries the Subsidiary Guarantors to, grant to the Collateral Agent security interests in such assets and properties (other than Real Property) of the Borrower and its Subsidiaries such Subsidiary Guarantors, which assets and property are of the type required to be pledged, assigned or hypothecated pursuant to kind that are the subject of the Pledge Agreement to and/or the extent requested from time to time Security Agreement and which are not covered by the Administrative Agent or the Required Banks original Security Documents (collectively, the "Additional Security Documents"). All such security interests shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent Agents and shall constitute valid and enforceable perfected security interests and hypothecations superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Domestic Subsidiaries (other than an Inactive Subsidiary) and, to the extent required by Section 9.13, each of infoUSA Credit Agreement its Foreign Subsidiaries to, grant to the Collateral Agent security interests and Mortgages in such assets and properties of the Borrower and its such Subsidiaries which as are of not covered by the type required to original Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent reasonably requested from time to time by the Administrative Agent or the Required Banks Lenders (collectively, the "Additional Security Documents"). All such security interests and Mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Administrative Agent and shall constitute valid and enforceable perfected security interests and hypothecations Mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Domestic Subsidiaries (and, to the extent Section 8.12 is operative, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests in such assets personal property of the Borrower and its Subsidiaries which as are of not covered by the type required to original Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks Lenders (collectively, the "Additional Security Documents"). All such security interests shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent and shall constitute Administrative Agent, in each case constituting valid and enforceable perfected security interests and hypothecations superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Subsidiaries the Subsidiary Guarantors to, grant to the Collateral Administrative Agent security interests and mortgages in such assets and properties (including Real Property) of the Borrower and its Subsidiaries such Subsidiary Guarantors which are of the type required to be pledged, pledged or assigned or hypothecated pursuant to the Pledge Agreement to the extent original Security Documents and as are not covered by such original Security Documents, and as may be requested from time to time by the Administrative Agent Agents or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent Agents and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Administrative Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- Holdings will, and will cause each of its Wholly-Owned U.S. Subsidiaries (and subject to Section 7.15, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests and mortgages in such assets and properties of the Borrower Holdings and its Subsidiaries which as are of not covered by the type required to Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent reasonably requested from time to time by the Administrative Agents, the Collateral Agent or the Required Banks Lenders (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Administrative Agent and the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Domestic Subsidiaries (and to the extent Section 8.12 is operative, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests and mortgages in such assets and real property of the Borrower and its Subsidiaries which as are of not covered by the type required to original Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably rea sonably satisfactory in form and substance to the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Domestic Subsidiaries to, grant grant, to the extent permitted by applicable law, to the Collateral Agent security interests and mortgages in such assets and properties of the Borrower and its Domestic Subsidiaries which as are of not covered by the type required to original Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents")Lenders. All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Administrative Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted LiensLiens (i) at the time of perfection thereof or (ii) arising and having priority by operation of law. The Additional Security Documents or instruments related thereto shall have been be duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the such Additional Security Documents (it being understood that perfection of Liens on intellectual property shall not be required outside the United States) and all taxes, fees and other charges payable in connection therewith shall have been be paid in fullfull by the Borrower.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, --------------------------------------- and will cause each of its Wholly-Owned Subsidiaries the Guarantors to, grant to the Collateral Agent security interests in such assets and properties of the Borrower and its Subsidiaries which the Guarantors as are of not covered by the type required to Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"), it being understood that the Affiliated Business Guarantors shall not be required to grant additional security interests in assets and properties outside the scope of the Affiliated Business Security Agreement. All such security interests shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- Except to the extent prohibited in connection with any Transaction Indebtedness permitted to be incurred in connection with one or more Acquisitions permitted pursuant to Section 7.02(c), at the request of the Lender, MobilePro, at its expense, will, and will cause each other member of its Wholly-Owned Subsidiaries the Davel Group to, grant to the Collateral Agent Lender security interests and mortgages in such assets all real property and personal property acquired after the Closing Date (in the case of the Borrower and its Subsidiaries which are of the type required to be pledgedreal property, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security DocumentsADDITIONAL MORTGAGES"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent Lender and shall constitute valid and enforceable perfected security interests and hypothecations Liens superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liensas are permitted by Section 7.03. The Additional Security Documents Mortgages, additional security documentation or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent Lender required to be granted pursuant to the Additional Security Documents Mortgages and additional security documentation and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- Company will, and will cause each of its Wholly-Owned Subsidiaries the other Credit Parties to, grant to the Collateral Agent security interests and Mortgages in or Collateral Assignment of Leases of such Real Property acquired by the Company or such other Credit Parties after the Restatement Effective Date (or at the time of the acquisition or creation, after the Restatement Effective Date, of any Subsidiary having an ownership or leasehold interest in such assets of the Borrower Real Property) and its Subsidiaries which are of the type required to as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent reasonably requested from time to time by the Administrative Agent or the Required Banks (collectivelyLenders, it being understood and agreed that, in any event, upon the "Additional Security Documents")termination of the existing Liens encumbering the Atlantic Properties, Neff Machinery shall grant mortgages to the Collateral Agent in respexx xf such Atlantic Properties. All such security interests interests, mortgages and/or Collateral Assignment of Leases shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Such Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional such Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Domestic Subsidiaries (other than an Inactive Subsidiary) and, to the extent required by Section 8.15, each of its Foreign Subsidiaries to, grant to the Collateral Agent security interests and Mortgages in such assets and properties of the Borrower and its such Subsidiaries which as are of not covered by the type required to original Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent reasonably requested from time to time by the Administrative Agent or the Required Banks Lenders (collectively, the "Additional Security Documents"). All such security interests and Mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Administrative Agent and shall constitute valid and enforceable perfected security interests and hypothecations Mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- Holdings will, and will cause each of its Wholly-Owned Domestic Subsidiaries (and subject to Section 8.12, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests in such assets and properties of the Borrower Holdings and its Subsidiaries which as are of not covered by the type original Security Documents and/or Subsidiaries Guaranty as required to by Section 9.15, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent reasonably requested from time to time by the Administrative Agent or the Required Banks Lenders (collectively, the "Additional Security Documents"). All such security interests shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Administrative Agent and shall constitute valid and enforceable perfected security interests and hypothecations superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Domestic Subsidiaries (and subject to Section 7.13, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests and mortgages in such assets and properties of the Borrower and its Domestic Subsidiaries which (and, subject to Section 7.13, its Foreign Subsidiaries) as are of not covered by the type required to original Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- Holdings will, and will cause each of its Wholly-Owned Domestic Subsidiaries (and subject to Section 8.12, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests in such assets and properties of the Borrower Holdings and its Subsidiaries which (other than Real Property) as are of not covered by the type original Security Documents and/or Subsidiaries Guaranty as required to by Section 9.15, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent reasonably requested from time to time by the Administrative Agent or the Required Banks Lenders (collectively, the "Additional Security Documents"). All such security interests shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Administrative Agent and shall constitute valid and enforceable perfected security interests and hypothecations superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Domestic Subsidiaries (and to the extent Section 7.13 is operative, each of its Foreign Subsidiaries) to, grant to the Collateral Agent security interests and mortgages in such assets and properties of the Borrower and its Subsidiaries which as are of not -51- 58 covered by the type required to initial Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent and shall constitute valid and enforceable perfected security interests and hypothecations mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The No later than 60 days following the Operative Date, the Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Subsidiaries to, grant shall deliver to the Collateral Agent security interests in such assets a duly authorized and executed counterpart or counterparts of the Borrower deeds of trust, mortgages and its Subsidiaries which are of the type required to be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "Additional Security Documents"). All such security interests shall be granted pursuant to documentation reasonably satisfactory similar documents in form and substance reasonably satisfactory to the Collateral Agent and (the "Additional Mortgages") covering all of the Real Property owned by the Borrower not subject to Mortgages on the Operative Date (x) which Additional Mortgages shall constitute valid and enforceable perfected security interests and hypothecations Liens superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto thereto) shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents thereunder and all taxes, fees and other charges payable in connection therewith shall have been paid in full, with each such Additional Mortgage to be accompanied by mortgage policies relating thereto reasonably satisfactory to the Agent.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- will, and will cause each of its Wholly-Owned Domestic Subsidiaries (other than an Inactive Subsidiary) and, to the extent required by Section 8.13, each of its Foreign Subsidiaries to, grant to the Collateral Agent security interests and Mortgages in such assets and properties of the Borrower and its such Subsidiaries which as are of not covered by the type required to original Security Documents, and as may be pledged, assigned or hypothecated pursuant to the Pledge Agreement to the extent reasonably requested from time to time by the Administrative Agent or the Required Banks Lenders (collectively, the "Additional Security Documents"). All such security interests and Mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Administrative Agent and shall constitute valid and enforceable perfected security interests and hypothecations Mortgages superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liens. The Additional Security Documents or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent required to be granted pursuant to the Additional Security Documents and all taxes, fees and other charges payable in connection therewith shall have been paid in full.

Additional Security; Further Assurances. (a) The Borrower --------------------------------------- Except to the extent prohibited in connection with any Transaction Indebtedness permitted to be incurred in connection with one or more Acquisitions permitted pursuant to Section 7.02(c), at the request of the Lender, MobilePro, at its expense, will, and will cause each other member of its Wholly-Owned Subsidiaries the Davel Group to, grant to the Collateral Agent Lender security interests and mortgages in such assets all real property and personal property acquired after the Closing Date (in the case of the Borrower and its Subsidiaries which are of the type required to be pledgedreal property, assigned or hypothecated pursuant to the Pledge Agreement to the extent requested from time to time by the Administrative Agent or the Required Banks (collectively, the "“Additional Security Documents"Mortgages ”). All such security interests and mortgages shall be granted pursuant to documentation reasonably satisfactory in form and substance to the Collateral Agent Lender and shall constitute valid and enforceable perfected security interests and hypothecations Liens superior to and prior to the rights of all third Persons and enforceable as against third parties and subject to no other Liens except for Permitted Liensas are permitted by Section 7.03. The Additional Security Documents Mortgages, additional security documentation or instruments related thereto shall have been duly recorded or filed in such manner and in such places as are required by law to establish, perfect, preserve and protect the Liens in favor of the Collateral Agent Lender required to be granted pursuant to the Additional Security Documents Mortgages and additional security documentation and all taxes, fees and other charges payable in connection therewith shall have been paid in full.